Table of Contents

As filed with the United States Securities and Exchange Commission on May 21, 2010
1933 Act Registration No. 002-85905
1940 Act Registration No. 811-03826
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
     
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
  þ
      Pre-Effective Amendment No.      
   
      Post-Effective Amendment No. 57
  þ
 
   
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
  þ
      Amendment No. 57
  þ
(Check appropriate box or boxes.)
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
(Exact Name of Registrant as Specified in Charter)
11 Greenway Plaza, Suite 100, Houston, TX 77046
(Address of Principal Executive Offices)
Registrant’s Telephone Number, including Area Code: (713) 626-1919
John M. Zerr, Esquire
11 Greenway Plaza, Suite 100 Houston, TX 77046
(Name and Address of Agent for Service)
Copy to:
     
Stephen R. Rimes, Esquire   E. Carolan Berkley, Esquire
Invesco Advisers, Inc.   Stradley Ronon Stevens & Young, LLP
11 Greenway Plaza, Suite 100   2600 One Commerce Square
Houston, TX 77046   Philadelphia, Pennsylvania 19103
Approximate Date of Proposed Public Offering: As soon as practicable after the effective date of this Registration Statement
It is proposed that this filing will become effective (check appropriate box)
o   immediately upon filing pursuant to paragraph (b)
 
o   on (date) pursuant to paragraph (b)
 
o   60 days after filing pursuant to paragraph (a)(1)
 
þ   on July 27, 2010 pursuant to paragraph (a)(1)
 
o   75 days after filing pursuant to paragraph (a)(2)
 
o   on (date), pursuant to paragraph (a)(2) of rule 485
If appropriate, check the following box:
o this post-effective amendment designates a new effective date for a previously filed post-effective amendment.
 
 


Table of Contents

 
Prospectus July 27, 2010
 
     
 
Class: A (IENAX), B (IENBX), C (IEFCX), INVESTOR (FSTEX), Y (IENYX)
 
Invesco Energy Fund
 
Invesco Energy Fund’s investment objective is long-term growth of capital.
 
 
This prospectus contains important information about the Class A, B, C, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  3    
The Advisers
  3    
Adviser Compensation
  4    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
  EX-99.A.1.G
  EX-99.A.1.H
  EX-99.B.1.E
  EX-99.D.1.E
  EX-99.D.1.F
  EX-99.D.2.C
  EX-99.D.2.D
  EX-99.E.1.Q
  EX-99.E.1.R
  EX-99.E.1.S
  EX-99.E.1.T
  EX-99.E.1.U
  EX-99.E.1.V
  EX-99.E.2.K
  EX-99.E.2.L
  EX-99.E.2.M
  EX-99.E.2.N
  EX-99.H.2.C
  EX-99.H.2.D
  EX-99.H.3
  EX-99.H.4
  EX-99.H.5
  EX-99.J
  EX-99.M.1.C
  EX-99.M.2.D
  EX-99.M.3.L
  EX-99.M.3.M
  EX-99.M.3.N
  EX-99.M.3.O
  EX-99.M.3.P
  EX-99.M.4.A
  EX-99.M.4.B
  EX-99.M.4.C
  EX-99.M.5.A
  EX-99.M.5.B
  EX-99.M.5.C
  EX-99.M.6.A
  EX-99.M.6.B
  EX-99.M.6.C
  EX-99.M.7.L
  EX-99.M.7.M
  EX-99.M.7.N
  EX-99.M.7.O
  EX-99.M.8.L
  EX-99.M.8.M
  EX-99.M.8.N
  EX-99.M.8.O
  EX-99.M.9.H
  EX-99.M.9.I
  EX-99.N.1.A
  EX-99.N.1.B
  EX-99.P.1
  EX-99.P.2
  EX-99.P.4
  EX-99.P.5
  EX-99.P.7
 
 
        Invesco Energy Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                             
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None      
 
                                             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   Y   Investor    
 
Management Fees
    0.62 %     0.62 %     0.62 %     0.62 %     0.62 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       None       0.25      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of its net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in energy-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund may invest up to 100% of its net assets in foreign securities.
 
Generally, the Fund’s investments are divided among the four main energy subsectors: (1) major oil issuers; (2) energy services issuers; (3) oil and gas exploration/production issuers; and (4) natural gas and logistic pipeline issuers. These portfolio weightings may be adjusted depending on current economic conditions. In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on reasonably priced energy issuers with above average production volume growth, as well as earnings, cash flow and asset value growth potential independent of commodity pricing. The investment strategy focuses on identifying issuers with the ability to increase production while controlling costs by implementing new technologies, locating new discoveries (such as oil, natural gas, and/or coal) or boosting production volumes. In general, the Fund emphasizes issuers that the portfolio managers believe are strongly managed and will generate above average long-term capital appreciation.
 
The portfolio managers will consider selling a security of an issuer if, among other things, (1) a security reaches its price target; (2) a change in fundamentals occur—either issuer specific or industry wide; (3) a change in management occurs; or (4) a more attractive investment opportunity is identified.
 
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Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Energy Industry Sector Risk . The businesses in which the Fund invests may be adversely affected by foreign, federal or state regulations governing energy production, distribution and sale.
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (01/19/84)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
Dow Jones U.S. Oil & Gas Index
    [ ]       [ ]       [ ]                
Lipper Natural Resources Funds Index
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Andrew Lees   Portfolio Manager (lead)     2008  
Tyler Dann II   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
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Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of its net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in energy-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund considers an issuer to be doing business in energy related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in energy related industries; (2) at least 50% of its assets are devoted to producing revenues in energy related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within energy related industries. Companies in energy-related industries include, but are not limited to, oil companies, oil and gas exploration companies, natural gas pipeline companies, refinery companies, energy conservation companies, coal companies, alternative energy companies and innovative energy technology companies.
 
The Fund may invest up to 100% of its net assets in foreign securities.
 
Generally, the Fund’s investments are divided among the four main energy subsectors: (1) major oil issuers; (2) energy services issuers; (3) oil and gas exploration/production issuers; and (4) natural gas and logistic pipeline issuers. These portfolio weightings may be adjusted depending on current economic conditions. In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on reasonably priced energy issuers with above average production volume growth, as well as earnings, cash flow and asset value growth potential independent of commodity pricing. The investment strategy focuses on identifying issuers with the ability to increase production while controlling costs by implementing new technologies, locating new discoveries (such as oil, natural gas, and/or coal) or boosting production volumes. In general, the Fund emphasizes issuers that the portfolio managers believe are strongly managed and will generate above average long-term capital appreciation.
 
The portfolio managers will consider selling a security of an issuer if, among other things, (1) a security reaches its price target; (2) a change in fundamentals occur—either issuer specific or industry wide; (3) a change in management occurs; or (4) a more attractive investment opportunity is identified.
 
Risks
The principal risks of investing in the Fund are:
 
Energy Industry Sector Risk . The businesses in which the Fund invests may be adversely affected by foreign, federal or state regulations governing energy production, distribution and sale. Although individual security selection drives the performance of the Fund, short-term fluctuations in commodity prices may cause price fluctuations in its shares.
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
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Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Energy Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Andrew Lees, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2008 and has been associated with Invesco and/or its affiliates since 2005. From 2004 to 2005, he was the director of investment banking for Trinity Capital Services, LLC.
 
n   Tyler Dann II, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004.
 
The lead manager generally has final authority over all aspects of the Fund’s investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which the lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio managers’ investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Energy Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, annually.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Dow Jones U.S. Oil & Gas Index is an unmanaged index considered representative of the U.S. energy market.
 
Lipper Natural Resource Funds Index is an unmanaged index considered representative of natural resource funds tracked by Lipper.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
5        Invesco Energy Fund


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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Energy Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-ENE-PRO-1
   


Table of Contents

 
Prospectus July 27, 2010
 
     
 
Class: A (IFSAX), B (IFSBX), C (IFSCX), INVESTOR (FSFSX), Y (IFSYX)
 
Invesco Financial Services Fund
 
Invesco Financial Services Fund’s investment objective is long-term growth of capital.
 
 
This prospectus contains important information about the Class A, B, C, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  4    
The Advisers
  4    
Adviser Compensation
  4    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Financial Services Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                             
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None      
 
                                             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   Y   Investor    
 
Management Fees
    0.75 %     0.75 %     0.75 %     0.75 %     0.75 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       None       0.25      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in financial services-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund is non-diversified, which means that it can invest a greater percentage of its assets in the loans or securities of any one borrower or issuer than a diversified fund can.
 
The Fund considers an issuer to be doing business in financial services-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in financial services-related industries; (2) at least 50% of its assets are devoted to producing revenues in the financial services-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within financial services-related industries. The principal type of equity securities purchased by the Fund is common securities. Companies in financial services-related industries include, but are not limited to, banks, insurance companies, investment banking and brokerage companies, credit finance companies, asset management companies and companies providing other finance-related services.
 
The Fund may invest up to 25% of its net assets in securities of foreign issuers doing business in the financial services sector.
 
In selecting securities, the portfolio managers primarily focus on issuers trading at a significant discount to the portfolio managers’ estimate of intrinsic value, which may include issuers the portfolio managers’ expect will return meaningful excess capital to shareholders through dividends and share repurchases. Emphasis is placed on financial services issuers
 
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that the portfolio managers expect to profitably grow cash flows over time. The portfolio managers consider a 2- to 3-year investment horizon when selecting investments.
 
The portfolio managers will consider selling a security for the following reasons: (1) a more attractive investment opportunity is identified; (2) if a security is trading near or above the portfolio managers’ estimate of intrinsic value; or (3) there is an adverse change business fundamentals that is not adequately reflected in the security’s valuation.
 
The portfolio managers seek to achieve strong long-term performance by constructing a portfolio of financial issuers that are significantly undervalued and that exhibit appropriate capital discipline. The investment process is fundamental in nature and focused on individual issuers rather than macroeconomic forecasts.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Financial Services Sector Risk . The financial services sector is subject to extensive government regulation, which may change frequently. In addition, the profitability of businesses in the financial services sector depends on the availability and cost of money and may fluctuate significantly in response to changes in government regulation, interest rates and general economic conditions. Businesses in the financial sector often operate with substantial financial leverage.
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Non-Diversification Risk . The Fund is non-diversified and can invest a greater portion of its assets in a single issuer. A change in the value of the issuer could affect the value of the Fund more than if it was a diversified fund.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (06/02/86)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
S&P 500 Financials Index
    [ ]       [ ]       [ ]                
Lipper Financial Services Funds Index
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Michael Simon   Senior Portfolio Manager (lead)     2004  
Meggan Walsh   Senior Portfolio Manager     2004  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
 
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    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  

 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in financial services-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund is non-diversified, which means that it can invest a greater percentage of its assets in the loans or securities of any one borrower or issuer than a diversified fund can.
 
The Fund considers an issuer to be doing business in financial services-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in financial services-related industries; (2) at least 50% of its assets are devoted to producing revenues in the financial services-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within financial services-related industries. The principal type of equity securities purchased by the Fund is common securities. Companies in financial services-related industries include, but are not limited to, banks, insurance companies, investment banking and brokerage companies, credit finance companies, asset management companies and companies providing other finance-related services.
 
The Fund may invest up to 25% of its net assets in securities of foreign issuers doing business in the financial services sector.
 
In selecting securities, the portfolio managers primarily focus on issuers trading at a significant discount to the portfolio managers’ estimate of intrinsic value, which may include issuers the portfolio managers’ expect will return meaningful excess capital to shareholders through dividends and share repurchases. Emphasis is placed on financial services issuers that the portfolio managers expect to profitably grow cash flows over time. The portfolio managers consider a 2- to 3-year investment horizon when selecting investments. Given the inherent limitations of investing within a single sector, not all investments will have these attributes.
 
The portfolio managers will consider selling a security for the following reasons: (1) a more attractive investment opportunity is identified; (2) if a security is trading near or above the portfolio managers’ estimate of intrinsic value; or (3) there is an adverse change business fundamentals that is not adequately reflected in the security’s valuation.
 
The portfolio managers seek to achieve strong long-term performance by constructing a portfolio of financial issuers that are significantly undervalued and that exhibit appropriate capital discipline. The investment process is fundamental in nature and focused on individual issuers rather than macroeconomic forecasts. Under normal market conditions, the Fund’s top ten holdings may comprise over 50% of the Fund’s total assets.
 
Risks
The principal risks of investing in the Fund are:
 
Financial Services Sector Risk . The financial services sector is subject to extensive government regulation, which may change frequently. In addition, the profitability of businesses in the financial services sector depends on the availability and cost of money and may fluctuate significantly in response to changes in government regulation, interest rates and general economic conditions. Businesses in the financial sector often operate with substantial financial leverage.
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Non-Diversification Risk . The Fund is non-diversified, meaning it can invest a greater portion of its assets in the obligations or securities of any single issuer than a diversified fund. To the extent that a large percentage of the Fund’s assets may be invested in a limited number of issuers, a change in the value of the issuers’ securities could affect the value of the Fund more than would occur in a diversified fund.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be
 
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more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Financial Services Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Michael Simon, (lead manager), Senior Portfolio Manager, who has been responsible for the Fund since 2004 and has been associated with Invesco and/or its affiliates since 2001.
 
n   Meggan Walsh, Senior Portfolio Manager, who has been responsible for the Fund since 2004 and has been associated with Invesco and/or its affiliates since 1991.
 
The lead manager generally has final authority over all aspects of the Fund’s investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which the lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio managers’ investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Financial Services Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, annually.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Lipper Financial Services Funds Index is an unmanaged index considered representative of financial services funds tracked by Lipper.
 
S&P 500 Financials Index is an unmanaged index considered representative of the financial market.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Financial Services Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-FSE-PRO-1
   


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Prospectus July 27, 2010
 
     
 
Class: A (IGDAX), B (IGDBX), C (IGDCX), INVESTOR (FGLDX), Y (IGDYX)
 
Invesco Gold and Precious Metals Fund
 
Invesco Gold and Precious Metals Fund’s investment objective is long-term growth of capital.
 
 
This prospectus contains important information about the Class A, B, C, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  4    
The Advisers
  4    
Adviser Compensation
  4    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Gold and Precious Metals Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                             
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None      
Redemption/Exchange Fee (as a percentage of amount redeemed/exchanged within 31 days of purchase)     2.00 %     2.00 %     2.00 %     2.00 %     2.00 %    
 
                                             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   Y   Investor    
 
Management Fees
    0.75 %     0.75 %     0.75 %     0.75 %     0.75 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       None       0.25      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Fee Waiver 1
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
     
1
  Through June 30, 2011, the Adviser has contractually agreed to waive a portion of its advisory fees to the extent necessary so that the advisory fees payable by the Fund do not exceed a specified maximum annual advisory fee rate, wherein the fee rate includes breakpoints and is based upon net asset levels. The Fund’s maximum annual advisory fee rate ranges from 0.75% (for average net assets up to $250 million) to 0.68% (for average net assets over $10 billion). Unless the Board of Trustees and Invesco Advisers, Inc. mutually agree to amend or continue the fee waiver agreement, it will terminate on June 30, 2011.
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in exploring for mining, processing, or dealing and investing in gold and other precious metals such as silver, platinum and palladium, as well as diamonds (the gold and precious metals sector). The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio. The Fund may also invest in gold bullion.
 
The Fund considers an issuer to be doing business in the gold and precious metals sector if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in the gold and precious metals sector; (2) at least 50% of its assets are devoted to producing revenues in the gold and precious metals sector; or (3) based on other available information, the portfolio manager determines that its primary business is within the gold and precious metals sector. The principal type of equity securities purchased by the Fund is common securities.
 
The Fund may invest up to 100% of its net assets in foreign securities of issuers doing business in the gold and precious metals sector. The Fund invests up to 10% of its assets in gold bullion.
 
The portfolio managers employ a disciplined investment strategy that emphasizes fundamental research, supported by quantitative analysis, portfolio construction and risk management techniques. Investments for the portfolio are selected bottom-up on a security-by-security basis focused on the strengths of individual issuers, rather than sector or country trends.
 
The Fund’s portfolio managers may consider selling a security for several reasons, including when (1) its fundamentals deteriorate or it
 
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posts disappointing earnings, (2) its security price appears to be overvalued, or (3) a more attractive opportunity is identified.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Gold Bullion Risk . To the extent the Fund invests in gold bullion, it will earn no income. Appreciation in the market price of gold is the sole manner in which the Fund can realize gains on gold bullion, and such investments may incur higher storage and custody costs as compared to purchasing, holding and selling more traditional investments.
 
Gold and Precious Metals Industry Risk . Fluctuations in the price of gold and precious metals may affect the profitability of companies in the gold and precious metals sector. Changes in the political or economic conditions of countries where companies in the gold and precious metals sector are located may have a direct effect on the price of gold and precious metals.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (01/19/84)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
Philadelphia Gold & Silver Index
    [ ]       [ ]       [ ]                
Lipper Gold Funds Index
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Andrew Lees   Portfolio Manager     2008  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing
 
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through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in exploring for mining, processing, or dealing and investing in gold and other precious metals such as silver, platinum and palladium, as well as diamonds (the gold and precious metals sector). The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio. The Fund may also invest in gold bullion.
 
The Fund considers an issuer to be doing business in the gold and precious metals sector if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in the gold and precious metals sector; (2) at least 50% of its assets are devoted to producing revenues in the gold and precious metals sector; or (3) based on other available information, the portfolio manager determines that its primary business is within the gold and precious metals sector. The principal type of equity securities purchased by the Fund is common securities.
 
The Fund may invest up to 100% of its net assets in foreign securities of issuers doing business in the gold and precious metals sector. The Fund invests up to 10% of its assets in gold bullion.
 
The Fund’s portfolio is comprised of two types of issuers engaged in the gold and precious metals sector. The first type are major gold and precious metals issuers with proven production reserves (the “core issuers”). In selecting the core issuers for the Fund, the portfolio managers focus on an issuer’s relative valuation including its price-to-earnings (P/E), price-to-free cash flow (P/FCF), and price-to-book value of assets (P/B).
 
The second type of issuer in the Fund’s portfolio are small to mid-sized exploration issuers that have the potential to make major precious metals discoveries (the “emerging issuers”). In selecting the emerging issuers for the Fund, the portfolio managers focus on an issuer’s earning growth rates and metal production profiles.
 
The portfolio manager divides the Fund’s core and emerging weight based upon: (1) relative valuation between the two types of issuers; (2) the outlook for supply and demand for precious metals; and (3) the outlook for production.
 
In selecting all securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach using a combination of fundamental and valuation analysis. The portfolio managers seek issuers that limit their hedging of gold or precious metals pricing. The portfolio managers also focus on gold and precious metals issuers with the ability to increase production capacity at low costs, while having the potential to make major discoveries around the world. In general, the Fund emphasizes issuers that the portfolio managers believe are strongly managed and will generate above average long-term capital appreciation.
 
The portfolio managers construct the portfolio with the goal of holding approximately 25-35 individual securities. The Fund invests in issuers of all market capitalizations, but favors small-to-mid capitalization issuers.
 
The portfolio manager will consider selling a security of an issuer if, among other things, (1) a security reaches its target price; (2) a change in fundamentals occurs – either issuer specific or industry wide; (3) a change in management occurs; or (4) a more attractive investment opportunity is identified.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Gold Bullion Risk . To the extent the Fund invests in gold bullion, it will earn no income. Appreciation in the market price of gold is the sole manner in which the Fund can realize gains on gold bullion, and such investments may incur higher storage and custody costs as compared to purchasing, holding and selling more traditional investments.
 
Gold and Precious Metals Industry Risk . Fluctuations in the price of gold and precious metals may affect the profitability of companies in the gold and precious metals sector. Changes in the political or economic conditions of countries where companies in the gold and precious metals sector are located may have a direct effect on the price of gold and precious metals.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
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Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Gold and Precious Metals Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individual is jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Andrew Lees, Portfolio Manager, who has been responsible for the Fund since 2008 and has been associated with Invesco and/or its affiliates since 2005. From 2004 to 2005, he was the director of investment banking for Trinity Capital Services, LLC.
 
More information on the portfolio manager may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio manager’s investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Gold and Precious Metals Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objectives and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, annually.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Lipper Gold Funds Index is an unmanaged index considered representative of gold funds tracked by Lipper.
 
Philadelphia Gold & Silver Index (price-only) is a capitalization-weighted, price-only index on the Philadelphia Stock Exchange that includes the leading companies involved in the mining of gold and silver.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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MCF—04/10


Table of Contents

 
Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
A-12        The Invesco Funds


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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Gold and Precious Metals Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-GPM-PRO-1
   


Table of Contents

 
Prospectus July 27, 2010
 
     
 
Class: A (ILSAX), B (ILSBX), C (IVLCX), INVESTOR (FLISX), R (ILSRX), Y (ILSYX)
 
Invesco Leisure Fund
 
Invesco Leisure Fund’s investment objective is long-term growth of capital.
 
 
This prospectus contains important information about the Class A, B, C, R, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  3    
The Advisers
  3    
Adviser Compensation
  4    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Leisure Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                                     
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   R   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None       None      
 
                                                     
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   R   Y   Investor    
 
Management Fees
    0.73 %     0.73 %     0.73 %     0.73 %     0.73 %     0.73 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       0.50       None       0.25      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]       [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class R
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class R
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in the design, production and distribution of products and services related to leisure activities of individuals (the leisure sector). The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund may invest up to 25% of its total assets in foreign securities of issuers doing business in the leisure-related industries.
 
In constructing the portfolio, the portfolio managers take macroeconomic and industry trends into consideration. Quantitative screens are used to help identify attractive security candidates within the universe of leisure-related issuers. Portfolio candidates are further refined by fundamental analysis performed at the issuer level which includes an evaluation of industry dynamics, competitive intensity and drivers of growth. Financial models are used to review historical performance and forecast two to three years into the future. Internally generated earnings-per-share (EPS) estimates are used to calculate valuation targets and a combination of multiples are used to establish price targets. The portfolio managers construct the portfolio with the goal of holding approximately 50 individual securities with an average investment horizon of 18 to 24 months. In general, the portfolio managers favor issuers with attractive revenue growth, strong free cash flow generation and returns on invested capital that are in excess of the issuer’s weighted average cost of capital. Additionally, the portfolio managers seek issuers requiring low capital intensity with management teams that appear to be good stewards of capital.
 
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The portfolio managers will consider selling a security for the following reasons: (1) a more attractive investment opportunity is identified, (2) the valuation reaches the portfolio manager’s target price, (3) a change in fundamentals occur—either issuer specific or industry wide, or (4) a security’s technical profile indicates negative underlying information which is further determined to have violated a fundamental investment thesis.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Leisure Industry Risk . The leisure sector depends on consumer discretionary spending, which generally falls during economic downturns. Securities of gambling casinos are often subject to high price volatility and are considered speculative. Securities of companies that make video and electronic games may be affected by the games’ risk of rapid obsolescence.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (01/19/84)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class R: Inception (10/25/05)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
S&P Consumer Discretionary Index
    [ ]       [ ]       [ ]                
Lipper Consumer Services Funds Category Average
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Juan Hartsfield   Portfolio Manager (lead)     2009  
Jonathan Mueller   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
There are no minimum investments for Class R shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  
 
 
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Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in the design, production and distribution of products and services related to leisure activities of individuals (the leisure sector). The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund considers an issuer to be doing business in the leisure sector if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from products or services related to leisure activities of individuals; (2) at least 50% of its assets are devoted to producing revenues through products or services related to leisure activities of individuals; or (3) based on other available information, the portfolio managers determine that its primary business is in products or services related to leisure activities of individuals. The principal type of equity securities purchased by the Fund is common securities. Issuers in the leisure sector include, but are not limited to, those engaged in the design, production and distribution of products or services related to the leisure activities of individuals. These companies operate in the following industries: hotel, gaming, publishing, advertising, beverage, audio/video, broadcasting-radio/television, cable and satellite, motion picture, recreation services and entertainment, retail and toy.
 
The Fund may invest up to 25% of its total assets in foreign securities of issuers doing business in the leisure-related industries.
 
In constructing the portfolio, the portfolio managers take macroeconomic and industry trends into consideration. Quantitative screens are used to help identify attractive security candidates within the universe of leisure-related issuers. Portfolio candidates are further refined by fundamental analysis performed at the issuer level which includes an evaluation of industry dynamics, competitive intensity and drivers of growth. Financial models are used to review historical performance and forecast two to three years into the future. Internally generated earnings-per-share (EPS) estimates are used to calculate valuation targets and a combination of multiples are used to establish price targets. The portfolio managers construct the portfolio with the goal of holding approximately 50 individual securities with an average investment horizon of 18 to 24 months. In general, the portfolio managers favor issuers with attractive revenue growth, strong free cash flow generation and returns on invested capital that are in excess of the issuer’s weighted average cost of capital. Additionally, the portfolio managers seek issuers requiring low capital intensity with management teams that appear to be good stewards of capital.
 
The portfolio managers will consider selling a security for the following reasons: (1) a more attractive investment opportunity is identified, (2) the valuation reaches the portfolio manager’s target price, (3) a change in fundamentals occur—either issuer specific or industry wide, or (4) a security’s technical profile indicates negative underlying information which is further determined to have violated a fundamental investment thesis.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Leisure Industry Risk . The leisure sector depends on consumer discretionary spending, which generally falls during economic downturns. Securities of gambling casinos are often subject to high price volatility and are considered speculative. Securities of companies that make video and electronic games may be affected by the games’ risk of rapid obsolescence.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The
 
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Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Leisure Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Juan Hartsfield, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004.
 
n   Jonathan Mueller, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2001.
 
The lead manager generally has final authority over all aspects of the Fund’s investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which the lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio managers’ investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Leisure Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, annually.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Lipper Consumer Services Funds Category Average represents an average of all of the funds in the Lipper Consumer Services Funds category.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
S&P Consumer Discretionary Index is an unmanaged index considered representative of the consumer discretionary market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class R   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
1 Your actual expenses may be higher or lower than those shown.
2 The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 

     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Leisure Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-LEI-PRO-1
   


Table of Contents

 
Prospectus July 27, 2010
 
     
 
Class: A (ITYAX), B (ITYBX), C (ITHCX), INVESTOR (FTCHX), Y (ITYYX)
 
Invesco Technology Fund
 
Invesco Technology Fund’s investment objective is long-term growth of capital.
 
 
This prospectus contains important information about the Class A, B, C, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  3    
The Advisers
  3    
Adviser Compensation
  4    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Technology Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                             
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None      
 
                                             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   Y   Investor    
 
Management Fees
    0.71 %     0.71 %     0.71 %     0.71 %     0.71 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       None       0.23      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]       [ ]       [ ]       [ ]       [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in technology-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund may invest up to 50% of its total assets in foreign securities of issuers doing business in technology-related industries.
 
In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on issuer fundamentals and growth prospects. Security selection is then further refined by valuation and timeliness analysis. In general, the Fund invests in issuers that the portfolio managers believe currently exhibit or will develop a sustainable competitive advantage, a free cash flow generating business model and strong returns on invested capital. Technology issuers able to capitalize on the key secular themes identified by the portfolio managers are emphasized.
 
Valuation plays a critical role in the security selection process. The primary metric used by the portfolio managers to determine a security’s target valuation is cash flow. In addition to valuation analysis, the portfolio managers analyze product cycle and seasonality-driven measures to help determine the best time to purchase or sell a security.
 
While the portfolio managers may invest in securities of any market capitalization, they tend to favor mid- and large-cap securities to avoid liquidity problems that can be associated with some small-cap securities.
 
The resulting target portfolio consists of 40-60 individual securities.
 
The portfolio managers will consider selling the security of an issuer if, among other things, (1) a security’s price reaches its valuation target; (2) an issuer’s fundamentals deteriorate; (3) it no longer meets the
 
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investment criteria; or (4) a more attractive investment opportunity is identified.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
Technology Sector Risk . Many products and services offered in technology-related industries are subject to rapid obsolescence, which may lower the value of the issuers in this sector.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (01/19/84)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
BofA Merrill Lynch 100 Technology Index (price-only)
    [ ]       [ ]       [ ]                
Lipper Science & Technology Funds Index
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Warren Tennant   Portfolio Manager (lead)     2008  
Brian Nelson   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
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Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in technology-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund considers an issuer to be doing business in technology-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in technology-related industries; (2) at least 50% of its assets are devoted to producing revenues in technology-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within technology-related industries.
 
The principal type of equity securities purchased by the Fund is common securities. Issuers in technology-related industries include, but are not limited to, those involved in the design, manufacture, distribution, licensing, or provision of various applied technologies, hardware, software, semiconductors, telecommunications equipment and services, medical technology, biotechnology, as well as service-related companies in information technology.
 
The Fund may invest up to 50% of its total assets in foreign securities of issuers doing business in technology-related industries.
 
In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on issuer fundamentals and growth prospects. Security selection is then further refined by valuation and timeliness analysis. In general, the Fund invests in issuers that the portfolio managers believe currently exhibit or will develop a sustainable competitive advantage, a free cash flow generating business model and strong returns on invested capital. Technology issuers able to capitalize on the key secular themes identified by the portfolio managers are emphasized.
 
Valuation plays a critical role in the security selection process. The primary metric used by the portfolio managers to determine a security’s target valuation is cash flow. In addition to valuation analysis, the portfolio managers analyze product cycle and seasonality-driven measures to help determine the best time to purchase or sell a security.
 
While the portfolio managers may invest in securities of any market capitalization, they tend to favor mid- and large-cap securities to avoid liquidity problems that can be associated with some small-cap securities.
 
The resulting target portfolio consists of 40-60 individual securities.
 
The portfolio managers will consider selling the security of an issuer if, among other things, (1) a security’s price reaches its valuation target; (2) an issuer’s fundamentals deteriorate; (3) it no longer meets the investment criteria; or (4) a more attractive investment opportunity is identified.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Technology Sector Risk . Many products and services offered in technology-related industries are subject to rapid obsolescence, which may lower the value of the issuers in this sector.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
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Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Technology Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Warren Tennant, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2008 and has been associated with Invesco and/or its affiliates since 2000.
 
n   Brian Nelson, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004.
 
The lead manager generally has final authority over all aspects of the Fund’s investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which the lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio managers’ investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Technology Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, annually.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Lipper Science & Technology Funds Index is an unmanaged index considered representative of science and technology funds tracked by Lipper.
 
BofA Merrill Lynch 100 Technology Index is a price-only equal-dollar weighted index of 100 stocks designed to measure the performance of a cross section of large, actively traded technology stocks and American Depository Receipts.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Technology Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-TEC-PRO-1
   


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Prospectus July 27, 2010
 
     
 
Class: A (IAUTX), B (IBUTX), C (IUTCX), INVESTOR (FSTUX), Y (IAUYX)
 
Invesco Utilities Fund
 
Invesco Utilities Fund’s investment objective is long-term growth of capital and, secondarily, current income.
 
 
This prospectus contains important information about the Class A, B, C, Investor and Y shares of the Fund. Please read it before investing and keep it for future reference.
 
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled “Shareholder Account Information – Share Class Eligibility – Investor Class Shares.”
 
As with all other mutual fund securities, the Securities and Exchange Commission (SEC) 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.
 
An investment in the Fund:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
  3    
         
  3    
The Advisers
  3    
Adviser Compensation
  3    
Portfolio Managers
  4    
         
  4    
Sales Charges
  4    
Dividends and Distributions
  4    
         
  4    
         
  5    
         
  A-1    
Choosing a Share Class
  A-1    
Share Class Eligibility
  A-1    
Distribution and Service (12b-1) Fees
  A-2    
Initial Sales Charges (Class A Shares Only)
  A-2    
Contingent Deferred Sales Charges (CDSCs)
  A-4    
Redemption Fees
  A-4    
Purchasing Shares
  A-5    
Redeeming Shares
  A-6    
Exchanging Shares
  A-8    
Rights Reserved by the Funds
  A-8    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-9    
Pricing of Shares
  A-10    
Taxes
  A-11    
Payments to Financial Intermediaries
  A-12    
Important Notice Regarding Delivery of Security Holder Documents
  A-12    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Utilities Fund


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Fund Summary
 
Investment Objective
The Fund’s investment objective is long-term growth of capital and, secondarily, current income.
 
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.
 
You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Invesco Funds. More information about these and other discounts is available from your financial professional and in the section “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” on page A-2 of the prospectus and the section “Purchase, Redemption and Pricing of Shares—Purchase and Redemption of Shares” on page L-1 of the statement of additional information (SAI).
 
                                             
 
Shareholder Fees (fees paid directly from your investment)
 
Class:   A   B   C   Y   Investor    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     5.50 %     None       None       None       None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None       5.00 %     1.00 %     None       None      
 
                                             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   A   B   C   Y   Investor    
 
Management Fees
    0.75 %     0.75 %     0.75 %     0.75 %     0.75 %    
Distribution and/or Service (12b-1) Fees
    0.25       1.00       1.00       None       0.25      
Other Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Acquired Fund Fees and Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
Total Annual Fund Operating Expenses
    [ ]       [ ]       [ ]       [ ]       [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
You would pay the following expenses if you did not redeem your shares:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Class A
  $       $       $       $        
Class B
    [ ]       [ ]       [ ]       [ ]      
Class C
    [ ]       [ ]       [ ]       [ ]      
Class Y
    [ ]       [ ]       [ ]       [ ]      
Investor Class
    [ ]       [ ]       [ ]       [ ]      
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in utilities-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other investments may have the effect of leveraging the Fund’s portfolio
 
The Fund may invest up to 25% of its net assets in foreign securities of issuers doing business in utilities-related industries.
 
In selecting investments, the portfolio managers seek to identify dividend-paying issuers primarily within the electric utility, natural gas, water and telecommunications industries. The investment team emphasizes issuers with solid balance sheets and operational cash flow that supports sustained or increasing dividends. Through fundamental research, financial statement analysis and the use of several valuation techniques, the management team estimates a target price for each security over a 2-3 year investment horizon. The portfolio managers then construct a portfolio which they believe provides the best combination of price appreciation potential, dividend income and risk profile.
 
The portfolio managers consider whether to sell a particular security when any of these factors materially change.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased
 
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liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
Utilities Sector Risk . The following factors may affect theFund’s investments in the utilities sector: governmental regulation, economic factors, ability of the issuer to obtain financing, prices of natural resources and risks associated with nuclear power.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Investor Class shares are not subject to sales loads.
 
Investor Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
  Since
   
    Year   Years   Years   Inception    
 
Investor Class: Inception (06/02/86)                                        
Before Taxes
    [ ] %     [ ] %     [ ] %     %        
After Taxes on Distributions
    [ ]       [ ]       [ ]                
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]                
Class A: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class B: Inception (03/28/02)
    [ ]       [ ]             [ ]          
Class C: Inception (02/14/00)
    [ ]       [ ]             [ ]          
Class Y 1 : Inception (10/03/08)
    [ ]       [ ]       [ ]                
S&P 500 ® Index
    [ ]       [ ]       [ ]                
S&P 500 Utilities Index
    [ ]       [ ]       [ ]                
Lipper Utility Funds Index
    [ ]       [ ]       [ ]                
     
1
  Class Y shares performance shown prior to the inception date is that of Investor Class shares and includes the 12b-1 fees applicable to Investor Class shares. Investor Class shares performance reflects any applicable fee waivers or expense reimbursements.
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Investor Class shares only and after-tax returns for other classes will vary.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Meggan Walsh   Senior Portfolio Manager (lead)     2009  
Davis Paddock   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser, through our Web site at www.invesco.com, by mail to Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739, or by telephone at 800-959-4246.
 
The minimum investments for Class A, B, C, Y and Investor shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser     None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans     None       None  
IRAs, Roth IRAs and Coverdell ESA accounts if the new investor is purchasing shares through a systematic purchase plan     $25       $25  
All other types of accounts if the investor is purchasing shares through a systematic purchase plan     50       50  
IRAs, Roth IRAs and Coverdell ESAs     250       25  
All other accounts     1,000       50  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
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Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital and, secondarily, current income. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in utilities-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other investments may have the effect of leveraging the Fund’s portfolio
 
The Fund considers an issuer to be doing business in utilities-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in utilities-related industries; (2) at least 50% of its assets are devoted to producing revenues in utilities-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within utilities-related industries. Companies in utilities-related industries may include, but are not limited to, those that produce, generate, transmit, store or distribute natural gas, oil, water or electricity as well as companies that provide telecommunications services, including local, long distance and wireless services.
 
The Fund may invest up to 25% of its net assets in foreign securities of issuers doing business in utilities-related industries.
 
In selecting investments, the portfolio managers seek to identify dividend-paying issuers primarily within the electric utility, natural gas, water and telecommunications industries. The investment team emphasizes issuers with solid balance sheets and operational cash flow that supports sustained or increasing dividends. Through fundamental research, financial statement analysis and the use of several valuation techniques, the management team estimates a target price for each security over a 2-3 year investment horizon. The portfolio managers then construct a portfolio which they believe provides the best combination of price appreciation potential, dividend income and risk profile.
 
The portfolio managers consider whether to sell a particular security when any of these factors materially change.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Utilities Sector Risk . Governmental regulation, difficulties in obtaining adequate financing and investment return, environmental issues, prices of fuel for generation of electricity, availability of natural gas, risks associated with power marketing and trading, and risks associated with nuclear power facilities may adversely affect the market value of the Fund’s holdings. Deregulation in the utility industries presents special risks. Some companies may be faced with increased competition and may become less profitable.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as the Fund’s investment adviser. The Adviser manages the investment operations of the Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of
 
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Invesco Utilities Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of the Fund is available in the Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of the Fund’s portfolio:
 
n   Meggan Walsh, (lead manager), Senior Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 1991.
 
n   Davis Paddock, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2001.
 
The lead manager generally has final authority over all aspects of the Fund’s investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which the lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Fund’s SAI provides additional information about the portfolio managers’ investments in the Fund, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Sales Charges
Purchases of Class A shares of Invesco Utilities Fund are subject to the maximum 5.50% initial sales charge as listed under the heading “Category I Initial Sales Charges” in the “Shareholder Account Information—Initial Sales Charges (Class A Shares Only)” section of this prospectus.
 
Dividends and Distributions
The Fund expects, based on its investment objectives and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
The Fund generally declares and pays dividends from net investment income, if any, quarterly.
 
Capital Gains Distributions
The Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Lipper Utility Funds Index is an unmanaged index considered representative of the utilities funds tracked by Lipper.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
S&P 500 Utilities Index is an unmanaged index considered representative of the utilities market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds;
  n   Hypotheticals both with and without any applicable initial sales charge applied; and
  n   There is no sales charge on reinvested dividends.
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Class A (Includes Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class A (Without Maximum
                                       
Sales Charge)   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class B 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class C 2   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Class Y   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
INVESTOR   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
2
  The hypothetical assumes you hold your investment for a full 10 years. Therefore, any applicable deferred sales charge that might apply in years one through six for Class B and year one for Class C has not been deducted.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds that are offered to retail investors (Invesco Funds). The following information is about all of the Invesco Funds that offer retail share classes.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the name of an individual investor), the intermediary or conduit investment vehicle may impose rules which differ from, and/or charge a transaction or other fee in addition to, those described in this prospectus.
 
Additional information is available on the Internet at www.invesco.com , then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same Web site or upon request free of charge. The Web site is not part of this prospectus.
 
Choosing a Share Class
Each Fund may offer multiple classes of shares and not all Funds offer all share classes discussed herein. Each class represents an interest in the same portfolio of investments. Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial adviser to assist you in making your decision. Please refer to the prospectus fee table for more information on the fees and expenses of a particular Fund’s share classes.
 
                     
 
Share Classes
 
Class A   Class B   Class C   Class R   Class Y   Investor Class
 
n  Initial sales charge which may be waived or reduced
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
 
n  No initial sales charge
n  Contingent deferred sales charge on certain redemptions
 
n  Contingent deferred sales charge on redemptions within six years
 
n  Contingent deferred sales charge on redemptions within one year 3
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
 
n  No contingent deferred sales charge
n  12b-1 fee of 0.25% 1
 
n  12b-1 fee of 1.00%
 
n  12b-1 fee of 1.00% 4
 
n  12b-1 fee of 0.50%
 
n  No 12b-1 fee
 
n  12b-1 fee of 0.25% 1
   
n  Converts to Class A shares on or about the end of the month which is at least eight years after the date on which shares were purchased along with a pro rata portion of reinvested dividends and distributions 2
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
 
n  Does not convert to Class A shares
n  Generally more appropriate for long-term investors
 
n  Available only to investors with a total account balance less than $100,000. The total account value for this purpose includes all accounts eligible for Rights of Accumulation.
 
n  Generally more appropriate for short-term investors
n  Purchase orders limited to amounts less than $1,000,000
 
n  Generally, available only to employee benefit plans
 
n  Generally, available only to investors who purchase through fee-based advisory accounts with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
n  Generally closed to new investors
 
     
1
  Class A2 shares of Invesco Tax-Free Intermediate Fund and Investor Class shares of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1 fee.
2
  Class B shares of Invesco Money Market Fund convert to Invesco Cash Reserve Shares.
3
  CDSC does not apply to redemption of Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you received Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund through an exchange from Class C shares from another Invesco Fund that is still subject to a CDSC.
4
  Class C shares of Invesco Floating Rate Fund have a 12b-1 fee of 0.75%.
 
In addition to the share classes shown in the chart above, the following Funds offer the following additional share classes on a limited basis:
 
n   Class A2 shares: Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund;
 
n   Class P shares: Invesco Summit Fund;
 
n   Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund; and
 
n   Invesco Cash Reserve Shares: Invesco Money Market Fund.
 
Share Class Eligibility
 
Class A, B, C and Invesco Cash Reserve Shares
Class A, B, C and Invesco Cash Reserve Shares are available to all retail investors, including individuals, trusts, corporations and other business and charitable organizations and eligible employee benefit plans. The share classes offer different fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of shares and continued maintenance of the customer relationship. You should consider the services provided by your financial adviser and any other financial intermediaries who will be involved in the servicing of your account when choosing a share class.
 
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Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code). These plans include 401(k) plans (including Invesco Solo 401(k) plans), money purchase pension plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
 
Class A2 Shares
Class A2 shares, which are offered only on Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund, are closed to new investors. All references in this prospectus to Class A shares, shall include Class A2 shares, unless otherwise noted.
 
Class P Shares
In addition to the other share classes discussed herein, the Invesco Summit Fund offers Class P shares, which were historically sold only through the Invesco Summit Investors Plans I and II (each a Plan and, collectively, the Summit Plans). Class P shares are sold with no initial sales charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006 may purchase Class P shares and only until the total of their combined investments in the Summit Plans and in Class P shares directly equals the face amount of their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30 year extended investment option.
 
Class R Shares
Class R shares are generally available only to eligible employee benefit plans. These may include, for example, retirement and deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401 generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Class R shares are generally not available for individual retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
 
Class S Shares
Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option.
 
Class Y Shares
Class Y shares are generally available to investors who purchase through a fee-based advisory account with an approved financial intermediary or to any current, former or retired trustee, director, officer or employee (or immediate family members of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In fee-based advisory programs, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
 
Investor Class Shares
Some of the Funds offer Investor Class shares.  Investor Class shares are sold with no initial sales charge and have a maximum 12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may purchase Investor Class shares:
n   Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons). These investors are referred to as “grandfathered investors.”
n   Customers of certain financial intermediaries which have had relationships with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These intermediaries are referred to as “grandfathered intermediaries.”
n   Eligible employee benefit plans. Investor Class shares are generally not available for IRAs unless the IRA depositor is considered a grandfathered investor or the account is opened through a grandfathered intermediary.
n   Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries.
 
Distribution and Service (12b-1) Fees
Except as noted below, each Fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a Fund to pay distribution fees to Invesco Distributors, Inc. (Invesco Distributors) to compensate or reimburse, as applicable, Invesco Distributors for its efforts in connection with the sale and distribution of the Fund’s shares and for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the Funds pay these fees out of their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cause you to pay more than the maximum permitted initial sales charges described in this prospectus.
 
The following Funds and share classes do not have 12b-1 plans:
n   Invesco Tax-Free Intermediate Fund, Class A2 shares.
n   Invesco Money Market Fund, Investor Class shares.
n   Invesco Tax-Exempt Cash Fund, Investor Class shares.
n   Premier Portfolio, Investor Class shares.
n   Premier U.S. Government Money Portfolio, Investor Class shares.
n   Premier Tax-Exempt Portfolio, Investor Class shares.
n   All Funds, Class Y shares
Under the applicable distribution plan, the Funds may pay distribution and service fees up to the following amounts with respect to each Fund’s average daily net assets with respect to such class:
n   Class A shares: 0.25%
n   Class B shares: 1.00%
n   Class C shares: 1.00%
n   Class R shares: 0.50%
n   Class S shares: 0.15%
n   Investor Class shares: 0.25%
 
Please refer to the prospectus fee table for more information on a particular Fund’s 12b-1 fees.
 
Initial Sales Charges (Class A Shares Only)
The Funds are grouped into four categories for determining initial sales charges. The “Other Information” section of each Fund’s prospectus will
 
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tell you the sales charge category in which the Fund is classified. As used below, the term “offering price” with respect to all categories of Class A shares includes the initial sales charge.
 
                         
Category I Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       5.50 %     5.82 %
$50,000 but less than
  $ 100,000       4.50       4.71  
$100,000 but less than
  $ 250,000       3.50       3.63  
$250,000 but less than
  $ 500,000       2.75       2.83  
$500,000 but less than
  $ 1,000,000       2.00       2.04  
 
                         
Category II Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 50,000       4.75 %     4.99 %
$50,000 but less than
  $ 100,000       4.25       4.44  
$100,000 but less than
  $ 250,000       3.50       3.63  
$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 invested
  As a % of
  As a % of
in a 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  
 
                         
Category IV Initial Sales Charges
        Investor’s Sales Charge
Amount invested
  As a % of
  As a % of
in a single transaction   Offering Price   Investment
 
Less than
  $ 100,000       2.50 %     2.56 %
$100,000 but less than
  $ 250,000       1.75       1.78  
$250,000 but less than
  $ 500,000       1.25       1.27  
$500,000 but less than
  $ 1,000,000       1.00       1.01  
 
Class A Shares Sold Without an Initial Sales Charge
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of the Funds without an initial sales charge because their transactions involve little or no expense. The investors who may purchase Class A shares without paying an initial sales charge include the following:
n   Investors who purchase shares through a fee-based advisory account with an approved financial intermediary or any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account.
n   Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another eligible retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account.
n   Certain retirement plans (the “Plan” or “Plans”); provided, however, that such Plans:
  n   a. have assets of at least $1 million; or
  n   b. have at least 100 employees eligible to participate in the Plan; or
  n   c. execute multiple-plan transactions through a single omnibus account per Fund.
n   Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
n   Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
n   Insurance company separate accounts.
 
No investor will pay an initial sales charge in the following circumstances:
n   When buying Class A shares of Invesco Tax-Exempt Cash Fund and Class A2 shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund.
n   When reinvesting dividends and distributions.
n   When exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund.
n   As a result of a Fund’s merger, consolidation, or acquisition of the assets of another Fund.
 
Reduced Sales Charges and Sales Charge Exceptions
You may qualify for reduced sales charges or sales charge exceptions. Qualifying types of accounts for you and your “Immediate Family” as described in a Fund’s SAI include individual, joint, certain trusts, 529 college savings plan and Coverdell Education Savings, certain retirement plans established for the benefit of an individual, and Uniform Gifts/Transfers to Minor Acts accounts. To qualify for these reductions or exceptions, you or your financial adviser must notify the transfer agent and provide the necessary documentation at the time of purchase that your purchase qualifies for such treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for lower initial sales charges.
 
Purchases of Class A shares of Invesco Tax-Exempt Cash Fund, Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights of Accumulation or Letters of Intent.
 
Rights of Accumulation
You may combine your new purchases of Class A shares of a Fund with other Fund shares currently owned (Class A, B, C, P, R, S or Y) and investments within Class A shares of the Higher Education Plan 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 value of other shares owned based on their current public offering price. The transfer agent may automatically link certain accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower initial sales charge rates.
 
Letters of Intent
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more Funds during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial sales charge that would normally be applicable to the total amount actually invested.
 
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Reinstatement Following Redemption
If you redeem shares of a Fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any Fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B, P and S redemptions may be reinvested only into Class A shares with no initial sales charge. Class Y redemptions may be reinvested into either Class Y shares or Class A shares with no initial sales charge.
 
This reinstatement privilege does not apply to a purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account.
 
In order to take advantage of this reinstatement privilege, you must inform your financial adviser or the transfer agent that you wish to do so at the time of your investment.
 
Contingent Deferred Sales Charges (CDSCs)
 
CDSCs on Class A Shares and Invesco Cash Reserve Shares of Invesco Money Market Fund
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV Funds without paying an initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject to a CDSC of 1%.
 
If you currently own Class A shares of a Category I, II or IV Fund, and make additional purchases without paying an initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to an 18-month, 1% CDSC.
 
If Invesco Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
If you acquire Invesco Cash Reserve Shares of Invesco Money Market Fund or Class A shares of Invesco Tax-Exempt Cash Fund through an exchange involving Class A shares that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
 
CDSCs on Class B Shares and on Class C Shares of Funds Other Than Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions outlined below:
 
                 
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  
 
CDSCs on Class C Shares—Employee Benefit Plan
Invesco Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan’s shares are redeemed within one year from the date of the plan’s initial purchase.
 
CDSCs on Class C Shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund
Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund are not normally subject to a CDSC. However, if you acquired shares of those Funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares of any other Fund as a result of an exchange involving Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
 
Computing a CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value, net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares in the order of their purchase.
 
CDSC Exceptions
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
n   If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject to a CDSC in any twelve-month period.
n   If you redeem shares to pay account fees.
n   If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem those shares.
 
There are other circumstances under which you may be able to redeem shares without paying CDSCs.
 
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
 
The following share classes are sold with no CDSC:
n   Class A shares of Invesco Tax-Exempt Cash Fund.
n   Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund purchased on or after October 21, 2002, and prior to February 1, 2010.
n   Invesco Cash Reserve Shares of Invesco Money Market Fund.
n   Investor Class shares of any Fund.
n   Class P shares of Invesco Summit Fund.
n   Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund and Invesco Summit Fund.
n   Class Y shares of any Fund.
 
CDSCs Upon Converting to Class Y Shares
If shares that are subject to a CDSC are converted to Class Y shares, the applicable CDSC will be assessed prior to conversion.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund
 
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imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco Asia Pacific Growth Fund
Invesco China Fund
Invesco Developing Markets Fund
Invesco European Growth Fund
Invesco European Small Company Fund
Invesco Floating Rate Fund
Invesco Global Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Health Care Fund
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco Gold & Precious Metals Fund
Invesco High Yield Fund
Invesco International Allocation Fund
 
Invesco International Core Equity Fund
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired through systematic purchase plans.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan to the trustee or custodian of another employee benefit plan.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions. Your shares also may be subject to a CDSC in addition to the redemption fee.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Minimum Investments
There are no minimum investments for Class P, R or S shares for fund accounts. The minimum investments for Class A, B, C, Y and Investor Class shares for fund accounts are as follows:
 
                 
        Additional
    Initial Investment
  Investments
Type of Account   Per Fund   Per Fund
 
Asset or fee-based accounts managed by your financial adviser
    None       None  
Eligible employee benefit plans, SEP, SARSEP and SIMPLE IRA plans
    None       None  
IRAs, Roth IRAs and Coverdell ESAs accounts if the new investor is purchasing shares through a systematic purchase plan
  $ 25     $ 25  
All other accounts if the investor is purchasing shares through a systematic purchase plan
    50       50  
IRAs, Roth IRAs and Coverdell ESAs
    250       25  
All other accounts
    1,000       50  
Invesco Distributors has the discretion to accept orders for lesser amounts
               
 
How to Purchase Shares
 
         
    Opening An Account   Adding To An Account
 
Through a Financial Adviser   Contact your financial adviser.   Contact your financial adviser.
By Mail   Mail completed account application and check to the transfer agent,
Invesco Investment Services, Inc.,
P.O. Box 4739, Houston, TX 77210-4739.
Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
  Mail your check and the remittance slip from your confirmation statement to the transfer agent. Invesco Investment Services, Inc. does NOT accept the following types of payments: Credit Card Checks, Third Party Checks, and Cash*.
By Wire   Mail completed account application to the transfer agent. Call the transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below.   Call the transfer agent to receive a reference number. Then, use the wire instructions provided below.
Wire Instructions   Beneficiary Bank ABA/Routing #: 011001234
Beneficiary Account Number: 729639
Beneficiary Account Name: Invesco Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
 
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    Opening An Account   Adding To An Account
 
By Telephone   Open your account using one of the methods described above.   Select the Bank Account Information option on your completed account application or complete a Systematic Options and Bank Information Form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent at the number below to place your purchase order.
Automated Investor Line   Open your account using one of the methods described above.   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your order after you have provided the bank instructions that will be requested.
By Internet   Open your account using one of the methods described above.   Access your account at www.invesco.com. The proper bank instructions must have been provided on your account. You may not purchase shares in retirement accounts on the internet.

 
     
*
  In addition, Invesco Investment Services, Inc. does not accept cash equivalents for employer sponsored plan accounts. Cash equivalents include cashier’s checks, official checks, bank drafts, traveler’s checks, treasurer’s checks, postal money orders or money orders. We also reserve the right to reject at our sole discretion payment by Temporary / Starter Checks.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Systematic Purchase Plan
You can arrange for periodic investments in any of the Funds by authorizing the transfer agent 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 $25 per Fund for IRAs, Roth IRAs and Coverdell ESAs, and at least $50 per Fund for all other types of accounts. You may stop the Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal. Certain financial advisers and other financial intermediaries may also offer systematic purchase plans.
 
Dollar Cost Averaging
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one Fund to another Fund or multiple other Funds. 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 day of the month you specify, in the amount you specify. Dollar Cost Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another Fund is $50. Certain financial advisers and other financial intermediaries may also offer dollar cost averaging programs. If you participate in one of these programs and it is the same or similar to Invesco’s Dollar Cost Averaging program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Automatic Dividend and Distribution Investment
Your dividends and distributions may be paid in cash or reinvested in the same Fund or another Fund without paying an initial sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will be automatically reinvested in the same Fund and no check will be issued. If you have elected to receive distributions by check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be converted to having all subsequent distributions reinvested in the same Fund and no checks will be issued. With respect to certain account types, if your check remains uncashed for six months, the Fund generally reserves the right to reinvest your distribution check in your account at NAV and to reinvest all subsequent distributions in shares of the Fund. Such checks will be reinvested into the same share class of the Fund unless you own shares in both Class A and Class B of the same Fund, in which case the check may be reinvested into the Class A shares. You should contact the transfer agent to change your distribution option, and your request to do so must be received by the transfer agent before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts represented by uncashed distribution checks.
 
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another Fund:
n   Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and
n   Your account balance in the Fund receiving the dividend or distribution must be at least $500.
 
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 Fund holdings should be rebalanced, on a percentage basis, between two and ten of your Funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in one or more of your Funds for shares of the same class of one or more other Funds in your portfolio. Rebalancing will not occur if your portfolio is within 2% of your stated allocation. 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. We may modify, suspend or terminate the Program at any time on 60 days’ prior written notice to participating investors. Certain financial advisers and other financial intermediaries may also offer portfolio rebalancing programs. If you participate in one of these programs and it is the same as or similar to Invesco’s program, exchanges made under the program generally will not be counted toward the limitation of four exchanges out of a Fund per calendar year, discussed below.
 
Redeeming Shares
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day’s net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the transfer agent or authorized intermediary, if applicable, must receive your call before the Funds’ net asset value determination in order to effect the redemption that day.
 
 
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How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator).
By Mail   Send a written request to the transfer agent which includes:
   
n  Original signatures of all registered owners/trustees;
   
n  The dollar value or number of shares that you wish to redeem;
   
n  The name of the Fund(s) and your account number; and
   
n  Signature guarantees, if necessary (see below).
    The transfer agent may require that you provide additional documentation, or information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA or other type of retirement account, you must complete the appropriate distribution form, as well as employer authorization.
By Telephone   Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
   
n  Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 30 days) or transferred electronically to a pre-authorized checking account;
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have not previously declined the telephone redemption privilege.
    You may, in limited circumstances, initiate a redemption from an Invesco IRA account by telephone. Redemptions from other types of retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.
Automated Investor Line   Call the Invesco Investment Services, Inc. 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption order after you have provided the bank instructions that will be requested.
By Internet   Place your redemption request at www.invesco.com. You will be allowed to redeem by Internet if:
   
n  You do not hold physical share certificates;
   
n  You can provide proper identification information;
   
n  Your redemption proceeds do not exceed $250,000 per Fund; and
   
n  You have already provided proper bank information.
    Redemptions from most retirement plan accounts may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization.

 
Timing and Method of Payment
We normally will send out payments within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent or authorized intermediary, if applicable). If you redeem shares recently purchased by check or ACH, you may be required to wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has cleared. Payment may be postponed under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with the transfer agent.
 
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Expedited Redemptions (Invesco Cash Reserve Shares of Invesco Money Market Fund only)
If you place your redemption order by telephone, before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will transmit payment on the next business day.
 
Systematic Withdrawals
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per Fund. We will redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must have a total account balance of at least $5,000 in order to establish a Systematic Redemption Plan, unless you are establishing a Required Minimum Distribution for a retirement plan. You can stop this plan at any time by giving ten days prior notice to the transfer agent.
 
Check Writing
The transfer agent provides check writing privileges for accounts in the following Funds and share classes:
n   Invesco Money Market Fund, Invesco Cash Reserve Shares, Class Y shares and Investor Class shares
n   Invesco Tax-Exempt Cash Fund, Class A shares, Class Y shares and Investor Class shares
n   Premier Portfolio, Investor Class shares
n   Premier Tax-Exempt Portfolio, Investor Class shares
n   Premier U.S. Government Money Portfolio, Investor Class shares
 
You may redeem shares of these Funds by writing checks in amounts of $250 or more if you have subscribed to the service by completing a Check Writing authorization form.
 
Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
 
Signature Guarantees
We require a signature guarantee in the following circumstances:
n   When your redemption proceeds will equal or exceed $250,000 per Fund.
n   When you request that redemption proceeds be paid to someone other than the registered owner of the account.
n   When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account.
n   When you request that redemption proceeds 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 different types 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 to determine whether the signature guarantee offered will be sufficient to cover the value of your transaction request.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If your account (Class A, B, C, P, S and Investor Class shares only) 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, the Funds have
 
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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 initiating a Systematic Purchase Plan.
 
If the Fund determines that you have not provided a correct Social Security or other tax identification number on your account application, or the Fund is not able to verify your identity as required by law, the 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 Fund for those of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal income tax. Accordingly, the procedures and processes applicable to redemptions of Fund shares, as discussed under the heading “Redeeming Shares” above, will apply. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Permitted Exchanges
Except as otherwise provided herein or in the SAI, you generally may exchange your shares for shares of the same class of another Fund. The following below shows permitted exchanges:
 
     
Exchange From   Exchange To
 
Invesco Cash Reserve Shares
  Class A, B, C, R, Y*, Investor Class
Class A
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Class A2
  Class A, Y*, Investor Class, Invesco Cash Reserve Shares
Investor Class
  Class A, Y*, Investor Class
Class P
  Class A, Invesco Cash Reserve Shares
Class S
  Class A, S, Invesco Cash Reserve Shares
Class B
  Class B
Class C
  Class C, Y*
Class R
  Class R
Class Y
  Class Y
 
     
*
  You may exchange your Invesco Cash Reserve Shares, Class A shares, Class C shares or Investor Class shares for Class Y shares of the same Fund if you otherwise qualify to buy that Fund’s Class Y shares. Please consult your financial adviser to discuss the tax implications, if any, of all exchanges into Class Y shares of the same Fund.
 
Exchanges Not Permitted
The following exchanges are not permitted:
n   Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares.
n   Exchanges into Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund (also known as the Category III Funds) are not permitted.
n   Class A2 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund cannot be exchanged for Class A shares of those Funds.
n   Invesco Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by exchange from Class A shares of any Fund.
n   Invesco Cash Reserve shares, Class A shares, Class A2 shares, Class C shares or Investor Class shares of one Fund can not be exchanged for Class Y shares of a different Fund.
n   All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year (other than the money market funds); provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by Funds of Funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and insurance company separate accounts which use the Funds as underlying investments.
n   Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Generally, exchanges on fee-based advisory accounts which involve a periodic rebalancing feature.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
There is no limit on the number of exchanges out of Invesco Limited Maturity Treasury Fund, Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Initial Sales Charges and CDSCs Applicable to Exchanges
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 into shares that are subject to a CDSC, we will begin the holding period for purposes of calculating the CDSC on the date you made your initial purchase.
 
Rights Reserved by the Funds
Each Fund and its agents reserve the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund.
n   Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio Rebalancing Program.
n   Suspend, change or withdraw all or any part of the offering made by this prospectus.
 
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Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds except the money market funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the retail Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Money Market Funds.  The Board of Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures that would limit frequent purchases and redemptions of such Funds’ shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, the money market fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds for the following reasons:
n   The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in such Funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such Funds.
n   The money market funds’ portfolio securities are valued on the basis of amortized cost, and such Funds seek to maintain a constant net asset value. As a result, there are no price arbitrage opportunities.
n   Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption the amount they originally invested in such Funds. Imposition of redemption fees would run contrary to investor expectations.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such Fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts other than exchanges into a money market Fund. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved
 
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by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of Trustees of the Funds (collectively, the Board). The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the Fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco valuation committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity. Invesco Money Market Fund, Invesco Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio value all their securities at amortized cost. Invesco High Income Municipal Fund, Invesco Municipal Bond Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund, except for Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, determines the net asset value of its shares on each day the NYSE is open for business (a business
 
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day), as of the close of the customary trading session, or earlier NYSE closing time that day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio open for business at 8:00 a.m. Eastern Time. Premier Portfolio and Premier U.S. Government Money Portfolio will generally determine the net asset value of their shares at 5:30 p.m. Eastern Time. Premier Tax-Exempt Portfolio will generally determine the net asset value of its shares at 4:30 p.m. Eastern Time. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on a day that is otherwise a business day if the Federal Reserve Bank of New York and The Bank of New York Mellon, the Fund’s custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio uses its discretion to close early on a business day, the Fund will calculate its net asset value as of the time of such closing.
 
From time to time and in circumstances deemed appropriate by Invesco in its sole discretion, each of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to purchase or redeem shares of such Funds and net asset values will be calculated for such Funds.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. For Funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier NYSE closing time on a business day generally are processed that day and settled on the next business day.
 
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or redeem shares on each business day, prior to the Funds’ net asset value determination on such business day; however, if your order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day, your order generally will be processed on the next business day and settled on the second business day following the receipt and acceptance of your order.
 
For all Funds, you can exchange shares on each business day, prior to the close of the customary trading session or any earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any earlier NYSE closing time on a particular day, even though these Funds remain open after such closing time.
 
The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. 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.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a Fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of
 
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dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.

 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
The financial adviser or intermediary through which you purchase your shares may receive all or a portion of the sales charges and distribution fees discussed above. In addition to those payments, Invesco Distributors and other Invesco Affiliates, may make additional cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These additional cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources, from Invesco Distributors’ retention of initial sales charges and from payments to Invesco Distributors made by the Funds under their 12b-1 plans. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Funds on the financial intermediary’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediary. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Board.
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediary. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about the Fund and is incorporated by reference into the prospectus (is legally a part of the 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. The Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 959-4246
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of the Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Utilities Fund
   
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-UTI-PRO-1
   


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Prospectus July 27, 2010
 
     
 
 
 
 
Invesco Energy Fund (IENIX)
 
Invesco Technology Fund (FTPIX)
 
Invesco Utilities Fund (FSIUX)
 
Institutional Classes
 
Invesco Energy Fund’s investment objective is long-term growth of capital.
 
Invesco Technology Fund’s investment objective is long-term growth of capital.
 
Invesco Utilities Fund’s investment objective is long-term growth of capital and, secondarily, current income.
 
 
This prospectus contains important information about the Institutional Class 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 (SEC) 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.
 
An investment in the Funds:
n   is not FDIC insured;
n   may lose value; and
n   is not guaranteed by a bank.


 

 
Table of Contents
 
 
         
  1    
Invesco Energy Fund
  1    
Invesco Technology Fund
  2    
Invesco Utilities Fund
  4    
  6    
Invesco Energy Fund
  6    
Invesco Technology Fund
  6    
Invesco Utilities Fund
  7    
         
  8    
The Advisers
  8    
Adviser Compensation
  8    
Portfolio Managers
  8    
         
  8    
Dividends and Distributions
  8    
         
  9    
         
  10    
         
  A-1    
Suitability for Investors
  A-1    
Purchasing Shares
  A-1    
Redeeming Shares
  A-2    
Exchanging Shares
  A-2    
Rights Reserved by the Funds
  A-3    
Excessive Short-Term Trading Activity (Market Timing) Disclosures
  A-3    
Pricing of Shares
  A-4    
Taxes
  A-5    
Payments to Financial Intermediaries
  A-6    
Important Notice Regarding Delivery of Security Holder Documents
  A-6    
         
Obtaining Additional Information
  Back Cover    
 
 
        Invesco Sector Funds


Table of Contents

 
Fund Summaries
 
INVESCO ENERGY FUND
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
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:   Institutional    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None      
 
             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   Institutional    
 
Management Fees
    0.62 %    
Distribution and/or Service (12b-1) Fees
    None      
Other Expenses
    [ ]      
Acquired Fund Fees and Expenses
    [ ]      
Total Annual Fund Operating Expenses
    [ ]      
Fee Waiver
    [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Institutional Class
  $       $       $       $        
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of its net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in energy-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund may invest up to 100% of its net assets in foreign securities.
 
Generally, the Fund’s investments are divided among the four main energy subsectors: (1) major oil issuers; (2) energy services issuers; (3) oil and gas exploration/production issuers; and (4) natural gas and logistic pipeline issuers. These portfolio weightings may be adjusted depending on current economic conditions. In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on reasonably priced energy issuers with above average production volume growth, as well as earnings, cash flow and asset value growth potential independent of commodity pricing. The investment strategy focuses on identifying issuers with the ability to increase production while controlling costs by implementing new technologies, locating new discoveries (such as oil, natural gas, and/or coal) or boosting production volumes. In general, the Fund emphasizes issuers that the portfolio managers believe are strongly managed and will generate above average long-term capital appreciation.
 
The portfolio managers will consider selling a security of an issuer if, among other things, (1) a security reaches its price target; (2) a change in fundamentals occur—either issuer specific or industry wide; (3) a change in management occurs; or (4) a more attractive investment opportunity is identified.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Energy Industry Sector Risk . The businesses in which the Fund invests may be adversely affected by foreign, federal or state regulations governing energy production, distribution and sale.
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance.
 
1        Invesco Sector Funds


Table of Contents

Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Institutional Class shares are not subject to sales loads.
 
Institutional Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  Since
   
    Year   Inception    
 
Institutional Class: Inception (01/31/06)                        
Before Taxes
    [ ] %     [ ] %        
After Taxes on Distributions
    [ ]       [ ]          
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]          
S&P 500 ® Index
    [ ]       [ ]          
Dow Jones U.S. Oil & Gas Index
    [ ]       [ ]          
Lipper Natural Resources Funds Index
    [ ]       [ ]          
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangement, such as 401(k) plans or individual retirement accounts.
.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Andrew Lees   Portfolio Manager (lead)     2008  
Tyler Dann II   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser or by telephone at 800-659-1005.
 
The minimum investments for Institutional Class shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Defined Contribution Plan (for which sponsor has $100 million in combined defined contribution and defined benefit assets)     $0       $0  
Defined Contribution Plan (for which a sponsor has less than $100 million in combined defined contribution and defined benefit assets)     $10 Million       $0  
Banks, trust companies and certain other financial intermediaries     $10 Million       $0  
Financial intermediaries and other corporations acting for their own accounts, foundations and endowments     $1 Million       $0  
Defined Benefit Plan     $0       $0  
Pooled investment vehicles (e.g., Funds of Funds)     $0       $0  
Other institutional investors     $1 Million       $0  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
INVESCO TECHNOLOGY FUND
 
Investment Objective
The Fund’s investment objective is long-term growth of capital.
 
Fees and Expenses of the Fund
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:   Institutional    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None      
 
             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   Institutional    
 
Management Fees
    0.71 %    
Distribution and/or Service (12b-1) Fees
    None      
Other Expenses
    [ ]      
Acquired Fund Fees and Expenses
    [ ]      
Total Annual Fund Operating Expenses
    [ ]      
Fee Waiver
    [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
2        Invesco Sector Funds


Table of Contents

 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Institutional Class
  $       $       $       $        
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in technology-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund may invest up to 50% of its total assets in foreign securities of issuers doing business in technology-related industries.
 
In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on issuer fundamentals and growth prospects. Security selection is then further refined by valuation and timeliness analysis. In general, the Fund invests in issuers that the portfolio managers believe currently exhibit or will develop a sustainable competitive advantage, a free cash flow generating business model and strong returns on invested capital. Technology issuers able to capitalize on the key secular themes identified by the portfolio managers are emphasized.
 
Valuation plays a critical role in the security selection process. The primary metric used by the portfolio managers to determine a security’s target valuation is cash flow. In addition to valuation analysis, the portfolio managers analyze product cycle and seasonality-driven measures to help determine the best time to purchase or sell a security.
 
While the portfolio managers may invest in securities of any market capitalization, they tend to favor mid- and large-cap securities to avoid liquidity problems that can be associated with some small-cap securities.
 
The resulting target portfolio consists of 40-60 individual securities.
 
The portfolio managers will consider selling the security of an issuer if, among other things, (1) a security’s price reaches its valuation target; (2) an issuer’s fundamentals deteriorate; (3) it no longer meets the investment criteria; or (4) a more attractive investment opportunity is identified.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
Technology Sector Risk . Many products and services offered in technology-related industries are subject to rapid obsolescence, which may lower the value of the issuers in this sector.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Institutional Class shares are not subject to sales loads.
 
Institutional Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                                 
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  5
  10
   
    Year   Years   Years    
 
Institutional Class: Inception (12/21/98)                                
Before Taxes
    [ ] %     [ ] %     [ ] %        
After Taxes on Distributions
    [ ]       [ ]       [ ]          
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]       [ ]          
S&P 500 ® Index
    [ ]       [ ]       [ ]          
BofA Merrill Lynch 100 Technology Index (price-only)
    [ ]       [ ]       [ ]          
Lipper Science & Technology Funds Index
    [ ]       [ ]       [ ]          
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangement, such as 401(k) plans or individual retirement accounts.
.
 
3        Invesco Sector Funds


Table of Contents

 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Warren Tennant   Portfolio Manager (lead)     2008  
Brian Nelson   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser or by telephone at 800-659-1005.
 
The minimum investments for Institutional Class shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Defined Contribution Plan (for which sponsor has $100 million in combined defined contribution and defined benefit assets)     $0       $0  
Defined Contribution Plan (for which a sponsor has less than $100 million in combined defined contribution and defined benefit assets)     $10 Million       $0  
Banks, trust companies and certain other financial intermediaries     $10 Million       $0  
Financial intermediaries and other corporations acting for their own accounts, foundations and endowments     $1 Million       $0  
Defined Benefit Plan     $0       $0  
Pooled investment vehicles (e.g., Funds of Funds)     $0       $0  
Other institutional investors     $1 Million       $0  
 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
INVESCO UTILITIES FUND
 
Investment Objective
The Fund’s investment objective is long-term growth of capital and, secondarily, current income.
 
Fees and Expenses of the Fund
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:   Institutional    
 
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)     None      
Maximum Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less)     None      
 
             
 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
 
Class:   Institutional    
 
Management Fees
    0.75 %    
Distribution and/or Service (12b-1) Fees
    None      
Other Expenses
    [ ]      
Acquired Fund Fees and Expenses
    [ ]      
Total Annual Fund Operating Expenses
    [ ]      
Fee Waiver
    [ ]      
Total Annual Fund Operating Expenses After Fee Waiver
    [ ]      
 
Example.  This Example is intended to help you compare the cost of investing in 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 operating expenses remain the same.
 
 
Although your actual costs may be higher or lower, based on these assumptions, your costs would be:
 
                                     
    1 Year   3 Years   5 Years   10 Years    
 
Institutional Class
  $       $       $       $        
 
Portfolio Turnover.  The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual Fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was [            ]% of the average value of its portfolio.
 
Principal Investment Strategies of the Fund
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in utilities-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other investments may have the effect of leveraging the Fund’s portfolio
 
The Fund may invest up to 25% of its net assets in foreign securities of issuers doing business in utilities-related industries.
 
4        Invesco Sector Funds


Table of Contents

 
In selecting investments, the portfolio managers seek to identify dividend-paying issuers primarily within the electric utility, natural gas, water and telecommunications industries. The investment team emphasizes issuers with solid balance sheets and operational cash flow that supports sustained or increasing dividends. Through fundamental research, financial statement analysis and the use of several valuation techniques, the management team estimates a target price for each security over a 2-3 year investment horizon. The portfolio managers then construct a portfolio which they believe provides the best combination of price appreciation potential, dividend income and risk profile.
 
The portfolio managers consider whether to sell a particular security when any of these factors materially change.
 
Principal Risks of Investing in the Fund
The risks associated with an investment in the Fund can increase during times of significant market volatility. The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The value of the Fund’s foreign investments may will be adversely affected by changes in the foreign country’s exchange rates; political and social instability; changes in economic or taxation policies; difficulties when enforcing obligations; decreased liquidity; and increased volatility. Foreign companies may be subject to less regulation resulting in less publicly available information about the companies.
 
Limited Number of Holdings Risk . The Fund may invest a large percentage of its assets in a limited number of securities, which could negatively affect the value of the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy, which may make the Fund more volatile.
 
Utilities Sector Risk . The following factors may affect theFund’s investments in the utilities sector: governmental regulation, economic factors, ability of the issuer to obtain financing, prices of natural resources and risks associated with nuclear power.
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
 
Performance Information
The bar chart and performance table provide an indication of the risks of investing in the Fund. The performance table compares the Fund’s performance to that of a broad-based securities market benchmark, a style specific benchmark and a peer group benchmark with similar investment objectives of the Fund. The benchmarks may not reflect payment of fees, expenses or taxes. The Fund’s past performance (before and after taxes) is not necessarily an indication of its future performance. Updated performance information is available on the Fund’s website at www.invesco.com.
 
Annual Total Returns
The bar chart shows changes in the performance of the Fund from year to year as of December 31. Institutional Class shares are not subject to sales loads.
 
Institutional Class Shares year-to-date (ended June 30, 2010): [ ]
Best Quarter (ended [ ]): [ ]
Worst Quarter (ended [ ]): [ ]
 
                         
 
Average Annual Total Returns (for the periods ended December 31, 2009)
 
    1
  Since
   
    Year   Inception    
 
Institutional Class: Inception (10/25/05)                        
Before Taxes
    [ ] %     [ ] %        
After Taxes on Distributions
    [ ]       [ ]          
Return After Taxes on Distributions and Sale of Fund Shares
    [ ]       [ ]          
S&P 500 ® Index: Inception (10/31/05)
    [ ]       [ ]          
S&P 500 Utilities Index: Inception (10/31/05)
    [ ]       [ ]          
Lipper Utility Funds Index: Inception (10/31/05)
    [ ]       [ ]          
 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangement, such as 401(k) plans or individual retirement accounts.
.
 
Management of the Fund
Investment Adviser: Invesco Advisers, Inc.
 
             
Portfolio Managers   Title   Length of Service
 
Meggan Walsh   Senior Portfolio Manager (lead)     2009  
Davis Paddock   Portfolio Manager     2009  
 
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund on any business day through your financial adviser or by telephone at 800-659-1005.
 
The minimum investments for Institutional Class shares for fund accounts are as follows:
 
                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Defined Contribution Plan (for which sponsor has $100 million in combined defined contribution and defined benefit assets)     $0       $0  
Defined Contribution Plan (for which a sponsor has less than $100 million in combined defined contribution and defined benefit assets)     $10 Million       $0  
Banks, trust companies and certain other financial intermediaries     $10 Million       $0  
Financial intermediaries and other corporations acting for their own accounts, foundations and endowments     $1 Million       $0  
 
5        Invesco Sector Funds


Table of Contents

                 
    Initial Investment
  Additional Investments
Type of Account   Per Fund   Per Fund
 
Defined Benefit Plan     $0       $0  
Pooled investment vehicles (e.g., Funds of Funds)     $0       $0  
Other institutional investors     $1 Million       $0  

 
 
Tax Information
The Fund’s distributions are generally taxable to you as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or individual retirement account.
 
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and the Fund’s distributor or its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your financial intermediary’s Web site for more information.
 
Investment Objectives, Strategies, Risks and Portfolio Holdings
 
Invesco Energy Fund
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of its net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in energy-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
The Fund considers an issuer to be doing business in energy related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in energy related industries; (2) at least 50% of its assets are devoted to producing revenues in energy related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within energy related industries. Companies in energy-related industries include, but are not limited to, oil companies, oil and gas exploration companies, natural gas pipeline companies, refinery companies, energy conservation companies, coal companies, alternative energy companies and innovative energy technology companies.
 
The Fund may invest up to 100% of its net assets in foreign securities.
 
Generally, the Fund’s investments are divided among the four main energy subsectors: (1) major oil issuers; (2) energy services issuers; (3) oil and gas exploration/production issuers; and (4) natural gas and logistic pipeline issuers. These portfolio weightings may be adjusted depending on current economic conditions. In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on reasonably priced energy issuers with above average production volume growth, as well as earnings, cash flow and asset value growth potential independent of commodity pricing. The investment strategy focuses on identifying issuers with the ability to increase production while controlling costs by implementing new technologies, locating new discoveries (such as oil, natural gas, and/or coal) or boosting production volumes. In general, the Fund emphasizes issuers that the portfolio managers believe are strongly managed and will generate above average long-term capital appreciation.
 
The portfolio managers will consider selling a security of an issuer if, among other things, (1) a security reaches its price target; (2) a change in fundamentals occur—either issuer specific or industry wide; (3) a change in management occurs; or (4) a more attractive investment opportunity is identified.
 
Risks
The principal risks of investing in the Fund are:
 
Energy Industry Sector Risk . The businesses in which the Fund invests may be adversely affected by foreign, federal or state regulations governing energy production, distribution and sale. Although individual security selection drives the performance of the Fund, short-term fluctuations in commodity prices may cause price fluctuations in its shares.
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Invesco Technology Fund
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in technology-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other instruments may have the effect of leveraging the Fund’s portfolio.
 
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The Fund considers an issuer to be doing business in technology-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in technology-related industries; (2) at least 50% of its assets are devoted to producing revenues in technology-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within technology-related industries.
 
The principal type of equity securities purchased by the Fund is common securities. Issuers in technology-related industries include, but are not limited to, those involved in the design, manufacture, distribution, licensing, or provision of various applied technologies, hardware, software, semiconductors, telecommunications equipment and services, medical technology, biotechnology, as well as service-related companies in information technology.
 
The Fund may invest up to 50% of its total assets in foreign securities of issuers doing business in technology-related industries.
 
In selecting securities for the Fund, the portfolio managers use a research-oriented bottom-up investment approach, focusing on issuer fundamentals and growth prospects. Security selection is then further refined by valuation and timeliness analysis. In general, the Fund invests in issuers that the portfolio managers believe currently exhibit or will develop a sustainable competitive advantage, a free cash flow generating business model and strong returns on invested capital. Technology issuers able to capitalize on the key secular themes identified by the portfolio managers are emphasized.
 
Valuation plays a critical role in the security selection process. The primary metric used by the portfolio managers to determine a security’s target valuation is cash flow. In addition to valuation analysis, the portfolio managers analyze product cycle and seasonality-driven measures to help determine the best time to purchase or sell a security.
 
While the portfolio managers may invest in securities of any market capitalization, they tend to favor mid- and large-cap securities to avoid liquidity problems that can be associated with some small-cap securities.
 
The resulting target portfolio consists of 40-60 individual securities.
 
The portfolio managers will consider selling the security of an issuer if, among other things, (1) a security’s price reaches its valuation target; (2) an issuer’s fundamentals deteriorate; (3) it no longer meets the investment criteria; or (4) a more attractive investment opportunity is identified.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Technology Sector Risk . Many products and services offered in technology-related industries are subject to rapid obsolescence, which may lower the value of the issuers in this sector.
 
Invesco Utilities Fund
 
Objective and Strategies
The Fund’s investment objective is long-term growth of capital and, secondarily, current income. The Fund’s investment objective may be changed by the Board of Trustees without shareholder approval.
 
The Fund invests, under normal circumstances, at least 80% of net assets (plus borrowings for investment purposes) in securities of issuers engaged primarily in utilities-related industries. The Fund invests primarily in equity securities.
 
In complying with the 80% investment requirement, the Fund may also invest in other investments that have economic characteristics similar to the Fund’s direct investments, including derivatives, exchange-traded funds and American Depositary Receipts. These derivatives and other investments may have the effect of leveraging the Fund’s portfolio
 
The Fund considers an issuer to be doing business in utilities-related industries if it meets at least one of the following tests: (1) at least 50% of its gross income or its net sales come from activities in utilities-related industries; (2) at least 50% of its assets are devoted to producing revenues in utilities-related industries; or (3) based on other available information, the portfolio managers determine that its primary business is within utilities-related industries. Companies in utilities-related industries may include, but are not limited to, those that produce, generate, transmit, store or distribute natural gas, oil, water or electricity as well as companies that provide telecommunications services, including local, long distance and wireless services.
 
The Fund may invest up to 25% of its net assets in foreign securities of issuers doing business in utilities-related industries.
 
In selecting investments, the portfolio managers seek to identify dividend-paying issuers primarily within the electric utility, natural gas, water and telecommunications industries. The investment team emphasizes issuers with solid balance sheets and operational cash flow that supports sustained or increasing dividends. Through fundamental research, financial statement analysis and the use of several valuation techniques, the management team estimates a target price for each security over a 2-3 year investment horizon. The portfolio managers then construct a portfolio which they believe provides the best combination of price appreciation potential, dividend income and risk profile.
 
The portfolio managers consider whether to sell a particular security when any of these factors materially change.
 
Risks
The principal risks of investing in the Fund are:
 
Foreign Securities Risk . The dollar value of the Fund’s foreign investments will be affected by changes in the exchange rates between the dollar and the currencies in which those investments are traded. The value of the Fund’s foreign investments may be adversely affected by political and social instability in their home countries, by changes in economic or taxation policies in those countries, or by the difficulty in enforcing obligations in those countries. Foreign companies generally may be subject to less stringent regulations than U.S. companies, including financial reporting requirements and auditing and accounting controls. As a result, there generally is less publicly available information about foreign companies than about U.S. companies. Trading in many foreign securities
 
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may be less liquid and more volatile than U.S. securities due to the size of the market or other factors.
 
Limited Number of Holdings Risk . Because a large percentage of the Fund’s assets may be invested in a limited number of securities, a change in the value of these securities could significantly affect the value of your investment in the Fund.
 
Management Risk . The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.
 
Market Risk . The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment; general economic and market conditions; regional or global instability; and currency and interest rate fluctuations.
 
Sector Fund Risk . The Fund’s investments are concentrated in a comparatively narrow segment of the economy. This means that the Fund’s investment concentration in the sector is higher than most mutual funds and the broad securities market. Consequently, the Fund may be more volatile than other mutual funds, and consequently the value of an investment in the Fund may tend to rise and fall more rapidly.
 
Utilities Sector Risk . Governmental regulation, difficulties in obtaining adequate financing and investment return, environmental issues, prices of fuel for generation of electricity, availability of natural gas, risks associated with power marketing and trading, and risks associated with nuclear power facilities may adversely affect the market value of the Fund’s holdings. Deregulation in the utility industries presents special risks. Some companies may be faced with increased competition and may become less profitable.
 
Portfolio Holdings
A description of the Fund policies and procedures with respect to the disclosure of the Fund portfolio holdings is available in the Fund SAI, which is available at www.invesco.com.
 
Fund Management
 
The Advisers
Invesco Advisers, Inc. (the Adviser or Invesco) serves as each Fund’s investment adviser. The Adviser manages the investment operations of each Fund as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of each Fund’s day-to-day management. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
 
Civil lawsuits, including a regulatory proceeding and purported class action and shareholder derivative suits, have been filed against certain Invesco Funds, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc., successor by merger to Invesco Aim Advisers, Inc., Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Aim Distributors, Inc., (the distributor of the Invesco Funds) and/or related entities and individuals, depending on the lawsuit, alleging among other things that the defendants permitted improper market timing and related activity in the Funds.
 
Additional civil lawsuits related to the above or other matters may be filed by regulators or private litigants against Invesco Funds, IFG, Invesco, Invesco Distributors and/or related entities and individuals in the future. More detailed information concerning all of the above matters, including the parties to the civil lawsuits and summaries of the various allegations and remedies sought in such lawsuits, can be found in the SAI.
 
Adviser Compensation
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Energy Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Technology Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
During the fiscal year ended March 31, 2010 and April 30, 2010, the Adviser received compensation of 0.00% and 0.00 %, respectively, of Invesco Utilities Fund’s average daily net assets after fee waivers and/or expense reimbursements.
 
Invesco, not the Fund, pays sub-advisory fees, if any.
 
A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement and investment sub-advisory agreements of each Fund is available in each Fund’s most recent report to shareholders for the six-month period ended October 31.
 
 
Portfolio Managers
The following individuals are jointly and primarily responsible for the day-to-day management of each Funds’ portfolio:
 
Invesco Energy Fund
n   Andrew Lees, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2008 and has been associated with Invesco and/or its affiliates since 2005. From 2004 to 2005, he was the director of investment banking for Trinity Capital Services, LLC.
 
n   Tyler Dann II, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004.
 
Invesco Technology Fund
n   Warren Tennant, (lead manager), Portfolio Manager, who has been responsible for the Fund since 2008 and has been associated with Invesco and/or its affiliates since 2000.
 
n   Brian Nelson, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2004.
 
Invesco Utilities Fund
n   Meggan Walsh, (lead manager), Senior Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 1991.
 
n   Davis Paddock, Portfolio Manager, who has been responsible for the Fund since 2009 and has been associated with Invesco and/or its affiliates since 2001.
 
All Funds
A lead manager generally has final authority over all aspects of the Funds’ investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which a lead manager may perform these functions, and the nature of these functions, may change from time to time.
 
More information on the portfolio managers may be found at www.invesco.com. The Web site is not part of this prospectus.
 
The Funds’ SAI provides additional information about the portfolio managers’ investments in the Funds, a description of the compensation structure and information regarding other accounts managed.
 
Other Information
 
Dividends and Distributions
Invesco Energy Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
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Invesco Technology Fund expects, based on its investment objective and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Invesco Utilities Fund expects, based on its investment objectives and strategies, that its distributions, if any, will consist of ordinary income, capital gains, or some combination of both.
 
Dividends
Invesco Energy Fund generally declares and pays dividends from net investment income, if any, annually.
 
Invesco Technology Fund generally declares and pays dividends from net investment income, if any, annually.
 
Invesco Utilities Fund generally declares and pays dividends from net investment income, if any, quarterly.
 
Capital Gains Distributions
Invesco Energy Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Invesco Technology Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Invesco Utilities Fund generally distributes long-term and short-term capital gains (net of any capital loss carryovers), if any, at least annually. Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment activities and cash flows. During a time of economic downturn, a fund may experience capital losses and unrealized depreciation in value of investments, the effect of which may be to reduce or eliminate capital gains distributions for a period of time. Even though a fund may experience a current year loss, it may nonetheless distribute prior year capital gains.
 
Benchmark Descriptions
 
Dow Jones U.S. Oil & Gas Index is an unmanaged index considered representative of the U.S. energy market.
 
Lipper Natural Resource Funds Index is an unmanaged index considered representative of natural resource funds tracked by Lipper.
 
Lipper Science & Technology Funds Index is an unmanaged index considered representative of science and technology funds tracked by Lipper.
 
Lipper Utility Funds Index is an unmanaged index considered representative of the utilities funds tracked by Lipper.
 
BofA Merrill Lynch 100 Technology Index is a price-only equal-dollar weighted index of 100 stocks designed to measure the performance of a cross section of large, actively traded technology stocks and American Depository Receipts.
 
S&P 500 ® Index is an unmanaged index considered representative of the U.S. stock market.
 
S&P 500 Utilities Index is an unmanaged index considered representative of the utilities market.
 
Financial Highlights
 
 
COPY TO COME
 
 
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Hypothetical Investment and Expense Information
 
In connection with the final settlement reached between Invesco and certain of its affiliates with certain regulators, including the New York Attorney General’s Office, the SEC and the Colorado Attorney General’s Office (the settlement) arising out of certain market timing and unfair pricing allegations made against Invesco and certain of its affiliates, Invesco and certain of its affiliates agreed, among other things, to disclose certain hypothetical information regarding investment and expense information to Fund shareholders. The chart below is intended to reflect the annual and cumulative impact of the Fund’s expenses, including investment advisory fees and other Fund costs, on the Fund’s returns over a 10-year period. The example reflects the following:
  n   You invest $10,000 in the fund and hold it for the entire 10-year period;
  n   Your investment has a 5% return before expenses each year;
  n   The Fund’s Energy’s and Technology’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed and includes the estimated indirect expenses of the underlying funds
 
There is no assurance that the annual expense ratio will be the expense ratio for the Fund classes for any of the years shown. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios; your actual returns and expenses are likely to differ (higher or lower) from those shown below.
                                                                                 
 
Invesco Energy Fund — INSTITUTIONAL   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Invesco Technology Fund — INSTITUTIONAL   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
Invesco Utilities Fund — INSTITUTIONAL   Year 1   Year 2   Year 3   Year 4   Year 5   Year 6   Year 7   Year 8   Year 9   Year 10
 
 
Annual Expense Ratio 1
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return Before Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
Cumulative Return After Expenses
    [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]       [% ]  
End of Year Balance
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
Estimated Annual Expenses
  [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]     [$ ]  
 
 
     
1
  Your actual expenses may be higher or lower than those shown.
 
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Shareholder Account Information
 
In addition to the Fund, Invesco serves as investment adviser to many other mutual funds (Invesco Funds). The following information is about the Institutional Classes of these Invesco Funds, which are offered to certain eligible institutional investors.
 
Additional information is available on the Internet at www.invesco.com, then click on the link for Accounts & Services, then Service Center, or consult the Fund’s SAI, which is available on that same website or upon request free of charge. The Web site is not part of this prospectus.
 
Suitability for Investors
The Institutional Class of the Fund is intended solely for use by institutional investors who (i) meet the eligibility requirements set forth below and (ii) trade through an omnibus, trust or similar account with the Fund. Institutional investors will receive an institutional level of fund services, which generally are limited to buying, selling or exchanging shares. Services such as dollar cost averaging and internet account access are generally limited to retail investors and are not available for institutional investor accounts.
 
Shares of the Institutional Class of the Fund are generally available for banks, trust companies and certain other financial intermediaries acting for the benefit of institutional client accounts, collective trust funds, entities acting for the account of a public entity (e.g., Taft-Hartley funds, states, cities or government agencies), funds of funds or other pooled investment vehicles, financial intermediaries and corporations investing for their own accounts, certain defined benefit plans, endowments, foundations an defined contribution plans offered pursuant to Sections 401, 457, 403(a), or 403(b) or (c) of the Internal Revenue Code (the Code) (defined contribution plans offered pursuant to Section 403(b) must be sponsored by a Section 501(c) (3) organization) which meet asset and/or minimum initial investment requirements.
 
As illustrated in the table below, the Institutional Class minimum investment amounts are as follows: (i) for an institutional investor that is a defined contribution plan for which the sponsor has combined defined contribution plan and defined benefit plan assets of at least $100 million, there is no minimum initial investment requirement; otherwise the minimum initial investment requirement for an institutional investor that is a defined contribution plan is $10 million per client sub-account; (ii) for an institutional investor that is a bank, trust company or certain other financial intermediary acting for the benefit of institutional client accounts, the minimum initial investment requirement is $10 million per client sub-account; (iii) for certain other institutional investors, the minimum initial investment requirement is $1 million per client sub-account; and (iv) for defined benefit plans, funds of funds or other pooled investment vehicles, there is no minimum initial investment requirement.
 
Purchasing Shares
If you hold your shares through a financial intermediary, your eligibility to purchase shares and the terms by which you may purchase, redeem and exchange shares may differ depending on that institution’s policies.
 
Shares Sold Without Sales Charges
You will not pay an initial or contingent deferred sales charge on purchases of any Institutional Class shares.
 
Minimum Investments
The minimum investments for Institutional Class accounts are as follows:
 
                 
 
    Initial
  Additional
Type of Account   Investments   Investments
 
Defined Contribution Plan (for which sponsor has $100MM in combined DC and DB assets)
  $ 0     $ 0  
Defined Contribution Plan (for which sponsor has less than $100MM in combined DC and DB assets)
  $ 10M     $ 0  
Banks, Trust Companies and certain other financial intermediaries
  $ 10M     $ 0  
Financial Intermediaries and other Corporations acting for their own accounts
  $ 1M     $ 0  
Foundations or Endowments
  $ 1M     $ 0  
Other institutional investors
  $ 1M     $ 0  
Defined Benefit Plan
  $ 0     $ 0  
Pooled investment vehicles (e.g., Fund of Funds)
  $ 0     $ 0  
 
How to Purchase Shares
 
         
Purchase Options
    Opening An Account   Adding To An Account
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary. The financial adviser or financial intermediary should mail your completed account application to the transfer agent,   Contact your financial adviser or financial intermediary.
    Invesco Investment Services, Inc.,
    P.O. Box 0843,
    Houston, TX 77210-0843.
    The financial adviser or financial intermediary should call the transfer agent at (800) 659-1005 to receive a reference number. Then, use the following wire instructions:
    Beneficiary Bank
    ABA/Routing #: 011001234
    Beneficiary Account Number: 729639
    Beneficiary Account Name: Invesco Investment Services, Inc.
    RFB: Fund Name, Reference #
    OBI: Your Name, Account #
By Telephone and Wire   Open your account through a financial adviser or financial intermediary as described above.   Call the transfer agent at (800) 659-1005 and wire payment for your purchase order in accordance with the wire instructions listed above.
 
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account application, your purchase order will not be processed. Additionally, federal law requires that the Fund verify and record your identifying information.
 
Automatic Dividend and Distribution Investment
All of your dividends and distributions may be paid in cash or reinvested in the same Fund at net asset value. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same Fund.
 
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Redeeming Shares
 
     
How to Redeem Shares
 
Through a Financial Adviser or Financial Intermediary   Contact your financial adviser or financial intermediary (including your retirement plan administrator). Redemption proceeds will be sent in accordance with the wire instructions specified in the account application provided to the transfer agent. The transfer agent must receive your financial adviser’s or financial intermediary’s call before the close of the customary trading session of the New York Stock Exchange (NYSE) on days the NYSE is open for business in order to effect the redemption at that day’s closing price.
By Telephone   A person who has been authorized in the account application to effect transactions may make redemptions by telephone. You must call the transfer agent before the close of the customary trading session of the NYSE on days 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 redemption proceeds within one business day, and in any event no more than seven days, after your redemption request is received in good order (meaning that all necessary information and documentation related to the redemption request have been provided to the transfer agent). If your request is not in good order, we may require additional documentation in order to redeem your shares. Payment may be postponed under unusual circumstances, as allowed by the Securities and Exchange Commission (SEC), such as when the NYSE restricts or suspends trading.
 
If you redeem by telephone, we will transmit the amount of redemption proceeds electronically to your pre-authorized bank account.
 
We use reasonable procedures to confirm that instructions communicated via telephone are genuine, and we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
 
Redemptions in Kind
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
 
Redemptions Initiated by the Funds
If the Fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the Fund is not able to verify your identity as required by law, the Fund may, at its discretion, redeem the account and distribute the proceeds to you.
 
Redemption Fees
Certain Funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of purchase. Please refer to the applicable Fund’s prospectus to determine whether that Fund imposes a redemption fee. As of the date of this prospectus, the following Funds impose redemption fees:
 
         
Invesco China Fund
Invesco Developing Markets Fund
Invesco Floating Rate Fund
Invesco Global Core Equity Fund
Invesco Global Equity Fund
Invesco Global Growth Fund
 
Invesco Global Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco High Yield Fund
Invesco International Allocation Fund
Invesco International Core Equity Fund
 
Invesco International Growth Fund
Invesco International Small Company Fund
Invesco International Total Return Fund
Invesco Japan Fund
Invesco Global Fund
 
The redemption fee will be retained by the Fund from which you are redeeming or exchanging shares, and is intended to offset the trading costs, market impact and other costs associated with short-term money movements in and out of the Fund. The redemption fee is imposed on a first-in, first-out basis which means that you will redeem shares in the order of their purchase.
 
Redemption fees generally will not be charged in the following circumstances:
n   Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to assess the redemption fees.
n   Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, variable insurance contracts or separately managed qualified default investment alternative vehicles maintained pursuant to Section 404(c)(5) of the Employee Retirement Income Security Act of 1974, as amended (ERISA), which use the Funds as underlying investments.
n   Redemptions and exchanges effectuated pursuant to an intermediary’s automatic investment rebalancing or dollar cost averaging programs or systematic withdrawal plans.
n   Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
n   Redemptions or exchanges initiated by a Fund.
 
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with any of the exceptions set forth above:
n   Shares acquired through the reinvestment of dividends and distributions.
n   Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan or individual retirement account (IRA) to the trustee or custodian of another employee benefit plan or IRA.
 
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange and are redeemed by exchange within 31 days of purchase.
 
Some investments in the Funds are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and some investments are made indirectly through products that use the Funds as underlying investments, such as employee benefit plans, Funds of Funds, qualified tuition plans, and variable insurance contracts (these products are generally referred to as conduit investment vehicles). If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary account or conduit investment vehicle may be considered an individual shareholder of the Funds for purposes of assessing redemption fees. In these cases, the Funds are likely to be limited in their ability to assess redemption fees on transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
 
If shares of the Funds are held in an account maintained by an intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules intended to limit short-term money movements in and out of the Funds which differ from those described in this prospectus. In such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and subject to different exceptions) than those set forth above. Please consult your financial adviser or other financial intermediary for details.
 
The Funds have the discretion to waive the 2% redemption fee if a Fund is in jeopardy of losing its registered investment company qualification for tax purposes.
 
Your financial adviser or other financial intermediary may charge service fees for handling redemption transactions.
 
Exchanging Shares
 
You may, under most circumstances, exchange Institutional Class shares in one Fund for Institutional Class shares of another Fund. An exchange is the purchase of shares in one Fund which is paid for with the proceeds from a redemption of shares of another Fund effectuated on the same day. Any gain on the transaction may be subject to federal
 
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income tax. Before requesting an exchange, review the prospectus of the Fund you wish to acquire.
 
All exchanges are subject to the limitations set forth in the prospectuses of the Funds. If you wish to exchange shares of one Fund for those of another Fund, you must consult the prospectus of the Fund whose shares you wish to acquire to determine whether the Fund is offering shares to new investors and whether you are eligible to acquire shares of that Fund.
 
Exchange Conditions
The following conditions apply to all exchanges:
n   Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions that are reinvested; and
n   If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
 
Under unusual market conditions, a Fund may delay the exchange of shares for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating Funds or the distributor may modify or terminate this privilege at any time. The Fund or Invesco Distributors, Inc. (“Invesco Distributors”) will provide you with notice of such modification or termination if it is required to do so by law.
 
Limit on the Number of Exchanges
You will generally be limited to four exchanges out of a Fund per calendar year; provided, however, that the following transactions will not count toward the exchange limitation:
n   Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply the exchange limitation.
n   Exchanges of shares held by funds of funds and insurance company separate accounts which use the funds as underlying investments.
n   Exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
n   Exchanges initiated by a Fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in response to distribution or exchange instructions received from a plan participant).
n   If you acquire shares in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit plan or IRA to the trustee or custodian of a new employee benefit plan or IRA, your first reallocation of those assets will not count toward the exchange limitation.
 
Each Fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the Fund, or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
 
If you exchange shares of one Fund for shares of multiple other Funds as part of a single transaction, that transaction is counted as one exchange out of a Fund.
 
Rights Reserved by the Funds
Each Fund and its agent reserves the right at any time to:
n   Reject or cancel all or any part of any purchase or exchange order.
n   Modify any terms or conditions related to the purchase, redemption or exchange of shares of any fund.
n   Suspend, change or withdraw all or any part of the offering made by this Prospectus.
 
Excessive Short-Term Trading Activity (Market Timing) Disclosures
While the Funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described below. Excessive short-term trading activity in the Funds’ shares (i.e., a purchase of Fund shares followed shortly thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain Funds by requiring them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering with the efficient management of such Funds by causing them to incur increased brokerage and administrative costs. Where excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio securities, the value of Fund shares held by long-term investors may be diluted. The Board has adopted policies and procedures designed to discourage excessive or short-term trading of Fund shares for all Funds. However, there is the risk that these Funds’ policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or short-term trading. These Funds may alter their policies at any time without prior notice to shareholders if the adviser believes the change would be in the best interests of long-term shareholders.
 
The Invesco Affiliates and certain of its corporate affiliates (Invesco and such affiliates, collectively, the Invesco Affiliates) currently use the following tools designed to discourage excessive short-term trading in the Funds:
n   Trade activity monitoring.
n   Trading guidelines.
n   Redemption fees on trades in certain Funds.
n   The use of fair value pricing consistent with procedures approved by the Board.
 
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the possibility that excessive short-term trading activity in the Funds will occur. Moreover, each of these tools involves judgments that are inherently subjective. Invesco Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder interests.
 
Invesco Limited Maturity Treasury Fund.  The Board of Invesco Limited Maturity Treasury Fund has not adopted any policies and procedures that would limit frequent purchases and redemptions of such Fund’s shares. The Board considered the risks of not having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal. Nonetheless, to the extent that Invesco Limited Maturity Treasury Fund must maintain additional cash and/or securities with short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, Invesco Limited Maturity Treasury Fund’s yield could be negatively impacted.
 
The Board does not believe that it is appropriate to adopt any such policies and procedures for the Fund for the following reasons:
n   Many investors use Invesco Limited Maturity Treasury Fund as a short-term investment alternative and should be able to purchase and redeem shares regularly and frequently.
n   One of the advantages of Invesco Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of Invesco Limited Maturity Treasury Fund will be detrimental to the continuing operations of such fund.
 
Trade Activity Monitoring
Invesco Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If, as a result of this monitoring, Invesco Affiliates believe that a shareholder has engaged in excessive short-term trading, they will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process future purchases or exchanges related to such activities in the shareholder’s accounts. Invesco Affiliates will use reasonable efforts to apply the Fund’s policies uniformly given the practical limitations described above.
 
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The ability of Invesco Affiliates to monitor trades that are made through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Trading Guidelines
You will be limited to four exchanges out of a Fund per calendar year (other than the money market funds and Invesco Limited Maturity Treasury Fund). If you meet the four exchange limit within a Fund in a calendar year, or a Fund or an Invesco Affiliate determines, in its sole discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it may, in its sole discretion, reject any additional purchase and exchange orders.
 
Redemption Fees
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain Funds within 31 days of purchase. The ability of a Fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by intermediaries (rather than the Funds’ transfer agent) and through conduit investment vehicles may be limited.
 
Fair Value Pricing
Securities owned by a Fund are to be valued at current market value if market quotations are readily available. All other securities and assets of a Fund for which market quotations are not readily available are to be valued at fair value determined in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Pricing of Shares
 
Determination of Net Asset Value
The price of each Fund’s shares is the Fund’s net asset value per share. The Funds value portfolio securities for which market quotations are readily available at market value. The Funds value all other securities and assets for which market quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Board. The Board has delegated the daily determination of good faith fair value methodologies to Invesco’s Valuation Committee, which acts in accordance with Board approved policies. On a quarterly basis, Invesco provides the Board various reports indicating the quality and effectiveness of its fair value decisions on portfolio holdings. Securities and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
 
Even when market quotations are available, they may be stale or unreliable because the security is not traded frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close of the NYSE and when the Fund calculates its net asset value. Issuer specific events may cause the last market quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where Invesco determines that the closing price of the security is unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from potentially “stale” prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
 
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair value requires consideration of all appropriate factors, including indications of fair value available from pricing services. A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset values.
 
Invesco may use indications of fair value from pricing services approved by the Board. In other circumstances, the Invesco Valuation Committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating its fair value process, Invesco routinely compares closing market prices, the next day’s opening prices for the security in its primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing services can change from time to time as approved by the Board.
 
Specific types of securities are valued as follows:
 
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using evaluated quotes provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as market quotes, ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data.
 
Domestic Exchange Traded Equity Securities.  Market quotations are generally available and reliable for domestic exchange traded equity securities. If market quotations are not available or are unreliable, Invesco will value the security at fair value in good faith using procedures approved by the Board.
 
Foreign Securities.  If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. Invesco also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing service to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
 
Fund securities primarily traded on foreign markets may trade on days that are not business days of the Fund. Because the net asset value of Fund shares is determined only on business days of the Fund, the value of the portfolio securities of a Fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the fund.
 
Fixed Income Securities.  Government, corporate, asset-backed and municipal bonds, convertible securities, including high yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if the price provided by the pricing service and independent quoted prices are unreliable, the Invesco Valuation Committee will fair value the security using procedures approved by the Board.
 
Short-term Securities.  The Funds’ short-term investments are valued at amortized cost when the security has 60 days or less to maturity.
 
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Invesco High Income Municipal Fund and Invesco 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.
 
Futures and Options.  Futures contracts are valued at the final settlement price set by the exchange on which they are principally traded. Options are valued on the basis of market quotations, if available.
 
Swap Agreements.  Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values, spreads, ratings, industry and company performance.
 
Open-end Funds.  To the extent a Fund invests in other open-end Funds, other than open-end Funds that are exchange traded, the investing Fund will calculate its net asset value using the net asset value of the underlying Fund in which it invests, and the prospectuses for such other open-end Funds explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
 
Each Fund determines the net asset value of its shares on each day the NYSE is open for business (a business day), as of the close of the customary trading session, or earlier NYSE closing time that day.
 
For financial reporting purposes and shareholder transactions on the last day of the fiscal quarter, transactions are normally accounted for on a trade date basis. For purposes of executing shareholder transactions in the normal course of business (other than shareholder transactions at a fiscal period-end), each Fund’s portfolio securities transactions are recorded no later than the first business day following the trade date.
 
The Invesco Balanced-Risk Allocation Fund may invest up to 25% of its total assets in shares of its Subsidiary. The Subsidiary offers to redeem all or a portion of its shares at the current net asset value per share every regular business day. The value of shares of the Subsidiary will fluctuate with the value of the Subsidiary’s portfolio investments. The Subsidiary prices its portfolio investments pursuant to the same pricing and valuation methodologies and procedures used by the Fund, which require, among other things, that each of the Subsidiary’s portfolio investments be marked-to-market (that is, the value on the Subsidiary’s books changes) each business day to reflect changes in the market value of the investment.
 
Timing of Orders
You can purchase, exchange or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE closing time that day. The Funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an order is processed. A Fund may postpone the right of redemption only under unusual circumstances, as allowed by the SEC, such as when the NYSE restricts or suspends trading.
 
Taxes
A Fund intends to qualify each year as a regulated investment company and, as such, is not subject to entity-level tax on the income and gain it distributes to shareholders. If you are a taxable investor, dividends and distributions you receive from a Fund generally are taxable to you whether you reinvest distributions in additional Fund shares or take them in cash. Every year, you will be sent information showing the amount of dividends and distributions you received from a Fund during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax points as supplemented below where relevant:
 
Fund Tax Basics
n   A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable to you as ordinary income.
n   Distributions of net short-term capital gains are taxable to you as ordinary income. A Fund with a high portfolio turnover rate (a measure of how frequently assets within a fund are bought and sold) is more likely to generate short-term capital gains than a Fund with a low portfolio turnover rate.
n   Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares.
n   If you are an individual and meet certain holding period requirements, a portion of income dividends paid to you by a Fund may be designated as qualified dividend income eligible for taxation at long-term capital gain rates. These reduced rates generally are available (through 2010) for dividends derived from a Fund’s investment in stocks of domestic corporations and qualified foreign corporations. In the case of a Fund that invests primarily in debt securities, either none or only a nominal portion of the dividends paid by the Fund will be eligible for taxation at these reduced rates.
n   Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December.
n   Any long-term or short-term capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale.
n   At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. This is sometimes referred to as ”buying a dividend.”
n   By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid.
n   You will not be required to include the portion of dividends paid by the Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases, corporate income taxes in many state and local tax jurisdictions. The percentage of dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage of interest received by the Fund on federal obligations for the particular days on which you hold shares.
n   Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes.
n   If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax.
n   Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits and estate taxes may apply to an investment in a Fund.
 
The above discussion concerning the taxability of Fund dividends and distributions and of redemptions and exchanges of Fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401, 403,
 
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408, 408A and 457 of the Code, individual retirement accounts (IRAs) and Roth IRAs.
 
This discussion of “Taxes” is for general information only and not tax advice. All investors should consult their own tax advisers as to the federal, state, local and foreign tax provisions applicable to them.
 
Payments to Financial Intermediaries
Invesco Distributors, the distributor or the Funds and an Invesco Affiliate, and other Invesco Affiliates may make cash payments to financial intermediaries in connection with the promotion and sale of shares of the Funds. These cash payments may include cash payments and other payments for certain marketing and support services. Invesco Affiliates make these payments from their own resources. In the context of this prospectus, “financial intermediaries” include any broker, dealer, bank (including bank trust departments), registered investment adviser, financial planner, retirement plan administrator, insurance company and any other financial intermediary having a selling, administration or similar agreement with Invesco Affiliates.
 
Invesco Affiliates make payments as incentives to certain financial intermediaries to promote and sell shares of the Funds. The benefits Invesco Affiliates receive when they make these payments include, among other things, placing the Fund on the financial intermediary’s Funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial intermediary’s sales force or to the financial intermediary’s management. These payments are sometimes referred to as “shelf space” payments because the payments compensate the financial intermediary for including the Funds in its fund sales system (on its “sales shelf”). Invesco Affiliates compensate financial intermediaries differently depending typically on the level and/or type of considerations provided by the financial intermediary. The payments Invesco Affiliates make may be calculated based on sales of shares of the Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.10% of the public offering price of all shares sold by the financial intermediary during the particular period. Payments may also be calculated based on the average daily net assets of the applicable Funds attributable to that particular financial intermediary (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the Funds in investor accounts. Invesco Affiliates may pay a financial intermediary either or both Sales-Based Payments and Asset-Based Payments.
 
Invesco Affiliates are motivated to make these payments as they promote the sale of Fund shares and the retention of those investments by clients of financial intermediaries. To the extent financial intermediaries sell more shares of the Funds or retain shares of the Funds in their clients’ accounts, Invesco Affiliates benefit from the incremental management and other fees paid to Invesco Affiliates by the Funds with respect to those assets.
 
Invesco Affiliates also may make payments to certain financial intermediaries for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency or sub-accounting agreement. All fees payable by Invesco Affiliates under this category of services are charged back to the Funds, subject to certain limitations approved by the Funds’ Boards of Trustees (collectively, the Board).
 
You can find further details in the Fund’s SAI about these payments and the services provided by financial intermediaries. In certain cases these payments could be significant to the financial intermediaries. Your financial adviser may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your financial adviser about any payments it receives from Invesco Affiliates or the Funds, as well as about fees and/or commissions it charges.
 
Important Notice Regarding Delivery of Security Holder Documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800-959-4246 or contact your financial institution. We will begin sending you individual copies for each account within thirty days after receiving your request.
 
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Obtaining Additional Information
 
More information may be obtained free of charge upon request. The SAI, a current version of which is on file with the SEC, contains more details about each Fund and is incorporated by reference into the prospectus (is legally a part of the 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 each Fund’s performance during its last fiscal year. Each Fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q.
 
If you have questions about an Invesco Fund or your account, or you wish to obtain a free copy of a current SAI, annual or semiannual reports or Form N-Q, please contact us.
 
     
By Mail:   Invesco Investment Services, Inc.
P.O. Box 4739, Houston, TX 77210-4739
     
By Telephone:   (800) 659-1005
     
On the Internet:   You can send us a request by e-mail or download prospectuses, SAIs, annual or semiannual reports via our Web site: www.invesco.com
 
You can also review and obtain copies of each Fund’s SAIs, annual or semiannual reports, Forms N-Q and other information at the SEC’s Public Reference Room in Washington, DC; on the EDGAR database on the SEC’s Web site (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC’s Public Reference Section, Washington, DC 20549-1520 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-551-8090 for information about the Public Reference Room.
         
 
               [INVESCO LOGO APPEARS HERE]
     
     
Invesco Energy Fund
Invesco Technology Fund and
  Invesco Utilities Fund
SEC 1940 Act file number: 811-03826
 
   
     
     
invesco.com   I-SEC-PRO-2
   


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(INVESCO LOGO)
 
Statement of Additional Information   May 21, 2010
AIM Sector Funds (Invesco Sector Funds)
This Statement of Additional Information relates to each portfolio (each a “Fund,” collectively the “Funds”) of AIM Sector Funds (Invesco Sector Funds) listed below. Each Fund offers separate classes of shares as follows:
                             
FUND                                 Class:   A   B   C   R   Y   Investor   Institutional
Invesco Energy Fund
  IENAX   IENBX   IEFCX   N/A   IENYX   FSTEX   IENIX
Invesco Financial Services Fund
  IFSAX   IFSBX   IFSCX   N/A   IFSYX   FSFSX   N/A
Invesco Gold & Precious Metals Fund
  IGDAX   IGDBX   IGDCX   N/A   IGDYX   FGLDX   N/A
Invesco Leisure Fund
  ILSAX   ILSBX   IVLCX   ILSRX   ILSYX   FLISX   N/A
Invesco Technology Fund
  ITYAX   ITYBX   ITHCX   N/A   ITYYX   FTCHX   FTPIX
Invesco Utilities Fund
  IAUTX   IBUTX   IUTCX   N/A   IAUYX   FSTUX   FSIUX

 


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(INVESCO LOGO)
 
Statement of Additional Information   May 21, 2010
AIM Sector Funds (Invesco Sector Funds)
This Statement of Additional Information is not a Prospectus, and it should be read in conjunction with the Prospectuses for the Funds listed below. Portions of each Fund’s financial statements are incorporated into this Statement of Additional Information by reference to such Fund’s most recent Annual Report to shareholders. You may obtain, without charge, a copy of any Prospectus and/or Annual Report for any Fund listed below from an authorized dealer or by writing to:
Invesco Investment Services, Inc.
P.O. Box 4739
Houston, Texas 77210-4739
or by calling (800) 959-4246
or on the Internet: www.invesco.com
This Statement of Additional Information, dated May 21, 2010, relates to the Class A, Class B, Class C, Class R, Class Y and Investor Class shares (collectively, the “Retail Classes”) and Institutional Class, as applicable, of the following Prospectuses:
         
Fund   Retail Classes   Institutional Class
Invesco Energy Fund
  May 21, 2010   May 21, 2010
Invesco Financial Services Fund
  May 21, 2010   N/A
Invesco Gold & Precious Metals Fund
  May 21, 2010   N/A
Invesco Leisure Fund
  May 21, 2010   N/A
Invesco Technology Fund
  May 21, 2010   May 21, 2010
Invesco Utilities Fund
  May 21, 2010   May 21, 2010

 


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CERTAIN FINANCIAL ADVISORS THAT RECEIVE ONE OR MORE TYPES OF PAYMENTS
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GENERAL INFORMATION ABOUT THE TRUST
Fund History
          AIM Sector Funds (Invesco Sector Funds) (the Trust) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end series management investment company. The Trust was organized as a Delaware statutory trust on July 24, 2003. Under the Trust’s Agreement and Declaration of Trust, as amended, (the Trust Agreement), the Board of Trustees of the Trust (the Board) is authorized to create new series of shares without the necessity of a vote of shareholders of the Trust.
          Prior to April 30, 2010, the Trust was known as AIM Sector Funds and the Funds were known as AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM Leisure Fund, AIM Technology Fund and AIM Utilities Fund.
Shares of Beneficial Interest
          Shares of beneficial interest of the Trust are redeemable at their net asset value at the option of the shareholder or at the option of the Trust in certain circumstances, subject in certain circumstances to a contingent deferred sales charge or redemption fee.
          The Trust allocates moneys and other property it receives from the issue or sale of shares of each of its series of shares, and all income, earnings and profits from such issuance and sales, subject only to the rights of creditors, to the appropriate Fund. These assets constitute the underlying assets of each Fund, are segregated on the Trust’s books of account, and are charged with the expenses of such Fund and its respective classes. The Trust allocates any general expenses of the Trust not readily identifiable as belonging to a particular Fund subject to oversight by the Board, primarily on the basis of relative net assets, or other relevant factors.
          Each share of each Fund represents an equal proportionate interest in that Fund with each other share and is entitled to such dividends and distributions out of the income belonging to such Fund as are declared by the Board.
          Each class of shares represents an interest in the same portfolio of investments. Differing sales charges and expenses will result in differing net asset values and dividends and distributions. Upon any liquidation of the Trust, shareholders of each class are entitled to share pro rata in the net assets belonging to the applicable Fund allocable to such class available for distribution after satisfaction of outstanding liabilities of the Fund allocable to such class.
          The Trust is not required to hold annual or regular meetings of shareholders. Meetings of shareholders of a Fund or class will be held from time to time to consider matters requiring a vote of such shareholders in accordance with the requirements of the 1940 Act, state law or the provisions of the Trust Agreement. It is not expected that shareholder meetings will be held annually.
          Each share of a Fund generally has the same voting, dividend, liquidation and other rights; however, each class of shares of a Fund is subject to different sales loads, conversion features, exchange privileges and class-specific expenses. Only shareholders of a specific class may vote on matters relating to that class’s distribution plan.

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          Because Class B shares automatically convert to Class A shares on or about month-end which is at least eight years after the date of purchase, the Funds’ Agreement and Declaration of Trust/distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act requires that Class B shareholders must also approve any material increase in distribution fees submitted to Class A shareholders of that Fund. A pro rata portion of shares from reinvested dividends and distributions convert along with the Class B shares.
          Except as specifically noted above, shareholders of each Fund are entitled to one vote per share (with proportionate voting for fractional shares), irrespective of the relative net asset value of the shares of a Fund. However, on matters affecting an individual Fund or class of shares, a separate vote of shareholders of that Fund or class is required. Shareholders of a Fund or class are not entitled to vote on any matter which does not affect that Fund or class but that requires a separate vote of another Fund or class. An example of a matter that would be voted on separately by shareholders of each Fund is the approval of the advisory agreement with Invesco Advisers, Inc. (the Adviser or Invesco). When issued, shares of each Fund are fully paid and nonassessable, have no preemptive or subscription rights, and are freely transferable. Other than the automatic conversion of Class B shares to Class A shares, there are no conversion rights. Shares do not have cumulative voting rights, which means that when shareholders elect trustees, holders of more than 50% of the shares voting for the election of trustees can elect all of the trustees of the Trust, and the holders of fewer than 50% of the shares voting for the election of trustees will not be able to elect any trustees.
          Under Delaware law, shareholders of a Delaware statutory trust shall be entitled to the same limitation of personal liability extended to shareholders of private for-profit corporations organized under Delaware law. There is a remote possibility, however, that shareholders could, under certain circumstances, be held liable for the obligations of the Trust to the extent the courts of another state, which does not recognize such limited liability, were to apply the laws of such state to a controversy involving such obligations. The Trust Agreement disclaims shareholder liability for acts or obligations of the Trust and requires that notice of such disclaimer be given in each agreement, obligation or instrument entered into or executed by the Trust or the trustees to all parties, and each party thereto must expressly waive all rights of action directly against shareholders of the Trust. The Trust Agreement provides for indemnification out of the property of a Fund for all losses and expenses of any shareholder of such Fund held liable on account of being or having been a shareholder. Thus, the risk of a shareholder incurring financial loss due to shareholder liability is limited to circumstances in which a Fund is unable to meet its obligations and the complaining party is not held to be bound by the disclaimer.
          The trustees and officers of the Trust will not be liable for any act, omission or obligation of the Trust or any trustee or officer; however, a trustee or officer is not protected against any liability to the Trust or to the shareholders to which a trustee or officer would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office with the Trust (Disabling Conduct). The Trust’s Bylaws generally provide for indemnification by the Trust of the trustees, officers and employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct. Indemnification does not extend to judgments or amounts paid in settlement in any actions by or in the right of the Trust. The Trust Agreement also authorizes the purchase of liability insurance on behalf of trustees and officers. The Trust’s Bylaws provide for the advancement of payments of expenses to current and former trustees, officers and employees or agents of the Trust, or anyone serving at their request, in connection with the preparation and presentation of a defense to any claim, action, suit or proceeding, for which such person would be entitled to indemnification; provided that any advancement of expenses would be reimbursed unless it is ultimately determined that such person is entitled to indemnification for such expenses.
           Share Certificates. Shareholders of the Funds do not have the right to demand or require the Trust to issue share certificates and share certificates are not issued.

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DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
Classification
          The Trust is an open-end management investment company. Each of the Funds except Invesco Financial Services Fund is “diversified” for purposes of the 1940 Act. Invesco Financial Services Fund is “non-diversified” for purposes of the 1940 Act, which means this Fund can invest a greater percentage of its assets in any one issuer than a diversified fund can.
Investment Strategies and Risks
          Set forth below are detailed descriptions of the various types of securities and investment techniques that Invesco and/or the Sub-Advisers (as defined herein) may use in managing the Funds, as well as the risks associated with those types of securities and investment techniques. The descriptions of the types of securities and investment techniques below supplement the discussion of principal investment strategies and risks contained in each Fund’s Prospectus. Where a particular type of security or investment technique is not discussed in a Fund’s Prospectus, that security or investment technique is not a principal investment strategy.
          Unless otherwise indicated, a Fund may invest in all of the following types of investments. Not all of the Funds invest in all of the types of securities or use all of the investment techniques described below, and a Fund might not invest in all of these types of securities or use all of these techniques at any one time. Invesco and/or the Sub-Advisers may invest in other types of securities and may use other investment techniques in managing the Funds, including those described below for Funds not specifically mentioned as investing in the security or using the investment technique, as well as securities and techniques not described A Fund’s transactions in a particular type of security or use of a particular technique is subject to limitations imposed by a Fund’s investment objective(s), policies and restrictions described in that Fund’s Prospectus and/or this Statement of Additional Information, as well as the federal securities laws.
          The Funds’ investment objectives, policies, strategies and practices described below are non-fundamental and may be changed without approval of the holders of the Funds’ voting securities unless otherwise indicated.
Equity Investments
          Each Fund may invest in the Equity Investments described below:
           Common Stock. Common stock is issued by a company principally to raise cash for business purposes and represents an equity or ownership interest in the issuing company. Common stockholders are typically entitled to vote on important matters of the issuing company, including the selection of directors, and may receive dividends on their holdings. A Fund participates in the success or failure of any company in which it holds common stock. In the event a company is liquidated or declares bankruptcy, the claims of bondholders, other debt holders, owners of preferred stock and general creditors take precedence over the claims of those who own common stock.
          The prices of common stocks change in response to many factors including the historical and prospective earnings of the issuing company, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity.

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           Preferred Stock . Preferred stock, unlike common stock, often offers a specified dividend rate payable from a company’s earnings. Preferred stock also generally has a preference over common stock on the distribution of a company’s assets in the event the company is liquidated or declares bankruptcy; however, the rights of preferred stockholders on the distribution of a company’s assets in the event of a liquidation or bankruptcy are generally subordinate to the rights of the company’s debt holders and general creditors. If interest rates rise, the fixed dividend on preferred stocks may be less attractive, causing the price of preferred stocks to decline.
          Some fixed rate preferred stock may have mandatory sinking fund provisions which provide for the stock to be retired or redeemed on a predetermined schedule, as well as call/redemption provisions prior to maturity, which can limit the benefit of any decline in interest rates that might positively affect the price of preferred stocks. Preferred stock dividends may be “cumulative,” requiring all or a portion of prior unpaid dividends to be paid before dividends are paid on the issuer’s common stock. Preferred stock may be “participating,” which means that it may be entitled to a dividend exceeding the stated dividend in certain cases. In some cases an issuer may offer auction rate preferred stock, which means that the interest to be paid is set by auction and will often be reset at stated intervals.
           Convertible Securities. Convertible securities are generally bonds, debentures, notes, preferred stocks or other securities or investments that may be converted or exchanged (by the holder or by the issuer) into shares of the underlying common stock (or cash or securities of equivalent value) at a stated exchange ratio or predetermined price (the conversion price). A convertible security is designed to provide current income and also the potential for capital appreciation through the conversion feature, which enables the holder to benefit from increases in the market price of the underlying common stock. A convertible security may be called for redemption or conversion by the issuer after a particular date and under certain circumstances (including a specified price) established upon issue. If a convertible security held by a Fund is called for redemption or conversion, the Fund could be required to tender it for redemption, convert it into the underlying common stock, or sell it to a third party, which may have an adverse effect on the Fund’s ability to achieve its investment objectives. Convertible securities have general characteristics similar to both debt and equity securities.
          A convertible security generally entitles the holder to receive interest paid or accrued until the convertible security matures or is redeemed, converted or exchanged. Before conversion, convertible securities have characteristics similar to non-convertible debt obligations and are designed to provide for a stable stream of income with generally higher yields than common stocks. However, there can be no assurance of current income because the issuers of the convertible securities may default on their obligations. Convertible securities rank senior to common stock in a corporation’s capital structure and, therefore, generally entail less risk than the corporation’s common stock. Convertible securities are subordinate in rank to any senior debt obligations of the issuer, and, therefore, an issuer’s convertible securities entail more risk than its debt obligations. Moreover, convertible securities are often rated below investment grade or not rated because they fall below debt obligations and just above common stock in order of preference or priority on an issuer’s balance sheet. To the extent that a Fund invests in convertible securities with credit ratings below investment grade, such securities may have a higher likelihood of default, although this may be somewhat offset by the convertibility feature.
          Convertible securities generally offer lower interest or dividend yields than non-convertible debt securities of similar credit quality because of the potential for capital appreciation. The common stock underlying convertible securities may be issued by a different entity than the issuer of the convertible securities.

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          The value of convertible securities is influenced by both the yield of non-convertible securities of comparable issuers and by the value of the underlying common stock. The value of a convertible security viewed without regard to its conversion feature ( i.e. , strictly on the basis of its yield) is sometimes referred to as its “investment value.” The investment value of the convertible security typically will fluctuate based on the credit quality of the issuer and will fluctuate inversely with changes in prevailing interest rates. However, at the same time, the convertible security will be influenced by its “conversion value,” which is the market value of the underlying common stock that would be obtained if the convertible security were converted. Conversion value fluctuates directly with the price of the underlying common stock, and will therefore be subject to risks relating to the activities of the issuer and general market and economic conditions. Depending upon the relationship of the conversion price to the market value of the underlying security, a convertible security may trade more like an equity security than a debt instrument.
          If, because of a low price of the common stock, the conversion value is substantially below the investment value of the convertible security, the price of the convertible security is governed principally by its investment value. Generally, if the conversion value of a convertible security increases to a point that approximates or exceeds its investment value, the value of the security will be principally influenced by its conversion value. A convertible security will sell at a premium over its conversion value to the extent investors place value on the right to acquire the underlying common stock while holding an income-producing security.
          While a Fund uses the same criteria to rate a convertible debt security that it uses to rate a more conventional debt security, a convertible preferred stock is treated like a preferred stock for the Fund’s financial reporting, credit rating and investment limitation purposes.
           Alternative Entity Securities. The Funds may invest in alternative entity securities which are the securities of entities that are formed as limited partnerships, limited liability companies, business trusts or other non-corporate entities that are similar to common or preferred stock of corporations.
Foreign Investments
           Foreign Securities. Each Fund may invest in foreign securities.
Foreign securities are equity or debt securities issued by issuers outside the U.S., and include securities in the form of American Depositary Receipts (ADRs), European Depositary Receipts (EDRs), or other securities representing underlying securities of foreign issuers (foreign securities). ADRs are receipts, issued by U.S. banks, for the shares of foreign corporations, held by the bank issuing the receipt. ADRs are typically issued in registered form, denominated in U.S. dollars and designed for use in the U.S. securities markets. EDRs are similar to ADRs, except they are typically issued by European banks or trust companies, denominated in foreign currencies and designed for use outside the U.S. securities markets. ADRs and EDRs entitle the holder to all dividends and capital gains on the underlying foreign securities, less any fees paid to the bank. Purchasing ADRs or EDRs gives a Fund the ability to purchase the functional equivalent of foreign securities without going to the foreign securities markets to do so. ADRs or EDRs that are “sponsored” means that the foreign corporation whose shares are represented by the ADR or EDR is actively involved in the issuance of the ADR or EDR, and generally provides material information about the corporation to the U.S. market. An “unsponsored” ADR or EDR program means that the foreign corporation whose shares are held by the bank is not obligated to disclose material information in the United States, and, therefore, the market value of the ADR or EDR may not reflect important facts known only to the foreign company.
Foreign debt securities include corporate debt securities of foreign issuers, certain foreign bank obligations (see Bank Instruments) and U.S. dollar or foreign currency denominated obligations of

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foreign governments or their subdivisions, agencies and instrumentalities (see Foreign Government Obligations), international agencies and supranational entities.
          The Funds consider various factors when determining whether a company is in a particular country, including whether (1) it is organized under the laws of a country; (2) it has a principal office in a country; (3) it derives 50% or more of its total revenues from businesses in a country; and/or (4) its securities are traded principally on a stock exchange, or in an over-the-counter market, in a particular country.
          Investments by a Fund in foreign securities, including ADRs and EDRs, whether denominated in U.S. dollars or foreign currencies, may entail all of the risks set forth below in addition to those accompanying an investment in issuers in the U.S.
           Currency Risk. The value in U.S. Dollars of the Fund’s non-dollar denominated foreign investments will be affected by changes in currency exchange rates. The U.S. dollar value of a foreign security decreases when the value of the U.S. dollar rises against the foreign currency in which the security is denominated and increases when the value of the U.S. dollar falls against such currency.
           Political and Economic Risk. The economies of many of the countries in which the Funds may invest may not be as developed as the United States’ economy and may be subject to significantly different forces. Political, economic or social instability and development, expropriation or confiscatory taxation, and limitations on the removal of funds or other assets could also adversely affect the value of the Funds’ investments.
           Regulatory Risk. Foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Foreign companies may not be subject to uniform accounting, auditing and financial reporting standards, corporate governance practices and requirements comparable to those applicable to domestic companies. Therefore, financial information about foreign companies may be incomplete, or may not be comparable to the information available on U.S. companies. Income from foreign securities owned by the Funds may be reduced by a withholding tax at the source, which tax would reduce dividend income payable to the Funds’ shareholders.
          There is generally less government supervision and regulation of securities exchanges, brokers, dealers, and listed companies in foreign countries than in the U.S., thus increasing the risk of delayed settlements of portfolio transactions or loss of certificates for portfolio securities. Foreign markets may also have different clearance and settlement procedures. If a Fund experiences settlement problems it may result in temporary periods when a portion of the Fund’s assets are uninvested and could cause the Fund to miss attractive investment opportunities or a potential liability to the Fund arising out of the Fund’s inability to fulfill a contract to sell such securities.
           Market Risk. Investing in foreign markets generally involves certain risks not typically associated with investing in the United States. The securities markets in many foreign countries will have substantially less trading volume than the United States markets. As a result, the securities of some foreign companies may be less liquid and experience more price volatility than comparable domestic securities. Obtaining and/or enforcing judgments in foreign countries may be more difficult, which may make it more difficult to enforce contractual obligations. Increased custodian costs as well as administrative costs (such as the need to use foreign custodians) may also be associated with the maintenance of assets in foreign jurisdictions. In addition, transaction costs in foreign securities markets are likely to be higher, since brokerage commission rates in foreign countries are likely to be higher than in the United States.

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           Risks of Developing Countries. Each Fund may invest up to 25% of its total assets in securities of companies located in developing countries. The Funds consider developing countries to be those countries that are not included in the MSCI World Index.
Investments in developing countries present risks in addition to, or greater than, those presented by investments in foreign issuers generally, and may include the following risks:
  i.   Restriction, to varying degrees, on foreign investment in stocks;
 
  ii.   Repatriation of investment income, capital, and the proceeds of sales in foreign countries may require foreign governmental registration and/or approval;
 
  iii.   Greater risk of fluctuation in value of foreign investments due to changes in currency exchange rates, currency control regulations or currency devaluation;
 
  iv.   Inflation and rapid fluctuations in inflation rates may have negative effects on the economies and securities markets of certain developing countries;
 
  v.   Many of the developing countries’ securities markets are relatively small or less diverse, have low trading volumes, suffer periods of relative illiquidity, and are characterized by significant price volatility; and
 
  vi.   There is a risk in developing countries that a future economic or political crisis could lead to price controls, forced mergers of companies, expropriation or confiscatory taxation, seizure, nationalization, or creation of government monopolies.
           Foreign Government Obligations. Each Fund may invest in debt securities of foreign governments. Debt securities issued by foreign governments are often, but not always, supported by the full faith and credit of the foreign governments, or their subdivisions, agencies or instrumentalities, that issue them. These securities involve the risks discussed above under Foreign Securities. Additionally, the issuer of the debt or the governmental authorities that control repayment of the debt may be unwilling or unable to pay interest or repay principal when due. Political or economic changes or the balance of trade may affect a country’s willingness or ability to service its debt obligations. Periods of economic uncertainty may result in the volatility of market prices of sovereign debt obligations, especially debt obligations issued by the governments of developing countries. Foreign government obligations of developing countries, and some structures of emerging market debt securities, both of which are generally below investment grade, are sometimes referred to as “Brady Bonds”.
           Foreign Exchange Transactions. Each Fund that may invest in foreign currency-denominated securities has the authority to purchase and sell foreign currency options, foreign currency futures contracts and related options, and may engage in foreign currency transactions either on a spot (i.e., for prompt delivery and settlement) basis at the rate prevailing in the currency exchange market at the time or through forward currency contracts (referred to also as forward contracts; see also Forward Currency Contracts). Because forward contracts are privately negotiated transactions, there can be no assurance that a counterparty will honor its obligations.
          The Funds will incur costs in converting assets from one currency to another. Foreign exchange dealers may charge a fee for conversion. In addition, dealers may realize a profit based on the difference between the prices at which they buy and sell various currencies in the spot and forward markets.
          A Fund will generally engage in these transactions in order to complete a purchase or sale of foreign currency denominated securities The Funds may also use foreign currency options and forward contracts to increase or reduce exposure to a foreign currency or to shift exposure from one foreign currency to another in a cross currency hedge. Forward contracts are intended to minimize the risk of loss due to a decline in the value of the hedged currencies; however, at the same time, they tend to limit any potential gain which might result should the value of such currencies increase. Certain Funds may also engage in foreign exchange transactions, such as forward contracts, for non-hedging purposes to enhance returns. Open positions in forward contracts used for non-hedging purposes will be covered by the segregation of a sufficient amount of liquid assets.

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          The Fund may purchase and sell currency futures and purchase and write currency options to increase or decrease its exposure to different foreign currencies. The Fund also may purchase and write currency options in connection with currency futures or forward contracts. Currency futures contracts are similar to forward currency exchange contracts, except that they are traded on exchanges and have standard contract sizes and delivery dates. Most currency futures contracts call for payment or delivery in U.S. dollars. The uses and risks of currency futures are similar to those of futures relating to securities or indices (see also Futures and Options). Currency futures values can be expected to correlate with exchange rates but may not reflect other factors that affect the value of the Fund’s investments.
          Whether or not any hedging strategy will be successful is highly uncertain, and use of hedging strategies may leave a Fund in a less advantageous position than if a hedge had not been established. Moreover, it is impossible to forecast with precision the market value of portfolio securities at the expiration of a foreign currency forward contract. Accordingly, a Fund may be required to buy or sell additional currency on the spot market (and bear the expense of such transaction) if Invesco’s or the Sub-Advisers’ predictions regarding the movement of foreign currency or securities markets prove inaccurate.
          Certain Funds may hold a portion of their assets in bank deposits denominated in foreign currencies, so as to facilitate investment in foreign securities as well as protect against currency fluctuations and the need to convert such assets into U.S. dollars (thereby also reducing transaction costs). To the extent these monies are converted back into U.S. dollars, the value of the assets so maintained will be affected favorably or unfavorably by changes in foreign currency exchange rates and exchange control regulations. Foreign exchange transactions may involve some of the risks of investments in foreign securities. See “Dividends, Distributions, and Tax Matters - Tax Matters — Tax Treatment of Portfolio Transactions.”
           Foreign Debt Securities. Foreign debt securities are debt securities that are issued and/or settled outside the United States and may be backed by foreign guarantees. A Fund will limit its investments in foreign debt securities to debt obligations denominated in U.S. dollars. Debt securities issued by a corporation or other issuer domiciled outside the United States that are dollar denominated and traded in the United States are not considered foreign securities. Although denominated in U.S. dollars, Foreign Debt Securities may entail some or all of the risks set forth below.
           Political and Economic Risk. The economies of many of the countries in which the Funds may invest may not be as developed as the United States’ economy and may be subject to significantly different forces. Political or social instability and development, expropriation or confiscatory taxation, and limitations on the removal of Funds or other assets could also adversely affect the value of the Funds’ investments.
           Regulatory Risk. Foreign companies may not be registered with the Securities and Exchange Commission (SEC) and are generally not subject to the regulatory controls and disclosure requirements imposed on United States issuers. Foreign companies may not be subject to uniform accounting, auditing and financial reporting standards, corporate governance practices and requirements comparable to those applicable to domestic companies. As a result, there is generally less publicly available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Funds may be reduced by a withholding tax at the source, which tax would reduce dividend income payable to the Funds’ shareholders.
           Market Risk. The securities markets in many of the countries in which the Funds invest will have substantially less trading volume than the major United States markets. As a result, the securities of some foreign companies may be less liquid and experience more price volatility than comparable domestic securities. Increased custodian costs as well as administrative costs (such as the need to use foreign custodians) may be associated with the maintenance of assets in foreign

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jurisdictions. There is generally less government regulation and supervision of foreign stock exchanges, brokers and issuers which may make it difficult to enforce contractual obligations.
Exchange-Traded Funds
          Exchange-Traded Funds. Each Fund may purchase shares of exchange-traded funds (ETFs). Most ETFs are registered under the 1940 Act as investment companies. Therefore, a Fund’s purchase of shares of an ETF may be subject to the restrictions on investments in other investment companies discussed under “Other Investment Companies.” ETFs have management fees, which increase their cost. The Fund may invest in exchange-traded funds advised by Invesco PowerShares Capital Management LLC (PowerShares). Invesco, the Sub-Advisers and PowerShares are affiliates of each other as they are all indirect wholly-owned subsidiaries of Invesco Ltd.
          ETFs hold portfolios of securities, commodities and/or currencies that are designed to replicate, as closely as possible before expenses, the price and/or yield of (i) a specified market or other index, (ii) a basket of securities, commodities or currencies, or (iii) a particular commodity or currency. The performance results of ETFs will not replicate exactly the performance of the pertinent index, basket, commodity or currency due to transaction and other expenses, including fees to service providers, borne by ETFs. Furthermore, there can be no assurance that the portfolio of securities, commodities and/or currencies purchased by an ETF will replicate a particular index or basket or price of a commodity or currency. ETF shares are sold and redeemed at net asset value only in large blocks called creation units and redemption units, respectively. ETF shares also may be purchased and sold in secondary market trading on national securities exchanges, which allows investors to purchase and sell ETF shares at their market price throughout the day.
          Investments in ETFs generally present the same primary risks as an investment in a conventional mutual fund that has the same investment objective, strategy and policies. Investments in ETFs further involve the same risks associated with a direct investment in the commodity or currency, or in the types of securities, commodities and/or currencies included in the indices or baskets the ETFs are designed to replicate. In addition, shares of an ETF may trade at a market price that is higher or lower than their net asset value and an active trading market in such shares may not develop or continue. Moreover, trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action to be appropriate, the shares are de-listed from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
Debt Investments
           U.S. Government Obligations. Each Fund may invest in U.S. Government obligations, which include obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities, including bills, notes and bonds issued by the U.S. Treasury, as well as “stripped” or “zero coupon” U.S. Treasury obligations.
          U.S. Government Obligations may be, (i) supported by the full faith and credit of the U.S. Treasury, (ii) supported by the right of the issuer to borrow from the U.S. Treasury, (iii) supported by the discretionary authority of the U.S. Government to purchase the agency’s obligations, or (iv) supported only by the credit of the instrumentality. There is a risk that the U.S. Government may choose not to provide financial support to U.S. Government-sponsored agencies or instrumentalities if it is not legally obligated to do so. In that case, if the issuer were to default, a Portfolio holding securities of such issuer might not be able to recover its investment from the U.S. Government. For example, while the U.S. Government has recently provided financial support to Federal National Mortgage Association (Fannie Mae) and Federal Home Loan Mortgage Corporation (Freddie Mac),

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no assurance can be given that the U.S. Government will always do so, since the U.S. Government is not so obligated by law. There also is no guarantee that the government would support Federal Home Loan Banks. Accordingly, securities of Fannie Mae, Freddie Mac and Federal Home Loan Banks, and other agencies, may involve a risk of non-payment of principal and interest.
           Temporary Investments. Each Fund may invest a portion of its assets in affiliated money market funds or in the types of money market instruments in which those Funds would invest or other short-term U.S. government securities for cash management purposes. The Fund may invest up to 100% of its assets in investments that may be inconsistent with the Fund’s principal investment strategies for temporary defensive purposes in anticipation of or in response to adverse market, economic, political or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions. As a result, the Fund may not achieve its investment objective.
           Mortgage-Backed and Asset-Backed Securities . Each Fund may invest in mortgage-backed and asset-backed securities. Mortgage-backed securities are mortgage-related securities issued or guaranteed by the U.S. Government, its agencies and instrumentalities, or issued by nongovernment entities. Mortgage-related securities represent ownership in pools of mortgage loans assembled for sale to investors by various government agencies such as GNMA and government-related organizations such as FNMA and the Federal Home Loan Mortgage Corporation (FHLMC) , as well as by nongovernment issuers such as commercial banks, savings and loan institutions, mortgage bankers and private mortgage insurance companies. Although certain mortgage-related securities are guaranteed by a third party or otherwise similarly secured, the market value of the security, which may fluctuate, is not so secured. These securities differ from conventional bonds in that the principal is paid back to the investor as payments are made on the underlying mortgages in the pool. Accordingly, a Fund receives monthly scheduled payments of principal and interest along with any unscheduled principal prepayments on the underlying mortgages. Because these scheduled and unscheduled principal payments must be reinvested at prevailing interest rates, mortgage-backed securities do not provide an effective means of locking in long-term interest rates for the investor.
          In addition, there are a number of important differences among the agencies and instrumentalities of the U.S. Government that issue mortgage-related securities and among the securities they issue. Mortgage-related securities issued by GNMA include GNMA Mortgage Pass-Through Certificates (also known as Ginnie Maes) which are guaranteed as to the timely payment of principal and interest. That guarantee is backed by the full faith and credit of the U.S. Treasury. GNMA is a corporation wholly owned by the U.S. Government within the Department of Housing and Urban Development. Mortgage-related securities issued by FNMA include FNMA Guaranteed Mortgage Pass-Through Certificates (also known as Fannie Maes) and are guaranteed as to payment of principal and interest by FNMA itself and backed by a line of credit with the U.S. Treasury. FNMA is a government-sponsored entity wholly owned by public stockholders. Mortgage-related securities issued by FHLMC include FHLMC Mortgage Participation Certificates (also known as Freddie Macs) guaranteed as to payment of principal and interest by FHLMC itself and backed by a line of credit with the U.S. Treasury. FHLMC is a government-sponsored entity wholly owned by public stockholders.
          In September 2008, the Federal Housing Finance Agency (FHFA) placed FNMA and Federal Home Loan Mortgage Corporation (FHLMC) into conservatorship, and FHFA succeeded to all rights, titles, powers and privileges of FNMA and FHLMC. The U.S. Treasury entered into a Senior Preferred Stock Purchase Agreement with each of FNMA and FHLMC pursuant to which the U.S. Treasury will purchase up to an aggregate of $200 billion of each of FNMA and FHLMC to maintain a positive net worth in each enterprise; this agreement contains various covenants that severely limit each enterprise’s operation. The U.S. Treasury also announced the creation of a new secured lending facility that is available to FNMA and FHLMC as a liquidity backstop and announced the creation of a temporary program to purchase mortgage-backed securities issued by FNMA and FHLMC. FHFA has the power to repudiate any contract entered into by FNMA or FHLMC prior to FHFA’s appointment if FHFA determines that performance of the contract is burdensome and the repudiation

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of the contract promotes the orderly administration of FNMA’s or FHLMC’s affairs. FHFA has indicated that it has no intention to repudiate the guaranty obligations of FNMA or FHLMC. FHFA also has the right to transfer or sell any asset or liability of FNMA or FHLMC without any approval, assignment or consent, although FHFA has stated that is has no present intention to do so. In addition, holders of mortgage-backed securities issued by FNMA and FHLMC may not enforce certain rights related to such securities against FHFA, or the enforcement of such rights may be delayed, during the conservatorship.
          Asset-backed securities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle installment sales contracts or installment loan contracts, leases of various types of real and personal property, and receivables from credit card agreements and from sales of personal property. Regular payments received on asset-backed securities include both interest and principal. Asset-backed securities typically have no U.S. Government backing. Additionally, the ability of an issuer of asset-backed securities to enforce its security interest in the underlying assets may be limited.
          If a Fund purchases a mortgage-backed or other asset-backed security at a premium, the premium may be lost if there is a decline in the market value of the security whether resulting from changes in interest rates or prepayments in the underlying collateral. As with other interest-bearing securities, the prices of such securities are inversely affected by changes in interest rates. Although the value of a mortgage-backed or other asset-backed security may decline when interest rates rise, the converse is not necessarily true, since in periods of declining interest rates the mortgages and loans underlying the securities are prone to prepayment, thereby shortening the average life of the security and shortening the period of time over which income at the higher rate is received. When interest rates are rising, the rate of prepayment tends to decrease, thereby lengthening the period of time over which income at the lower rate is received. For these and other reasons, a mortgage-backed or other asset-backed security’s average maturity may be shortened or lengthened as a result of interest rate fluctuations and, therefore, it is not possible to predict accurately the security’s return. In addition, while the trading market for short-term mortgages and asset-backed securities is ordinarily quite liquid, in times of financial stress the trading market for these securities may become restricted.
           Collateralized Mortgage Obligations (CMOs). Each Fund may invest in CMOs. A CMO is a hybrid between a mortgage-backed bond and a mortgage pass-through security. A CMO is a type of mortgage-backed security that creates separate classes with varying maturities and interest rates, called tranches. Similar to a bond, interest and prepaid principal is paid, in most cases, semiannually. CMOs may be collateralized by whole mortgage loans, but are more typically collateralized by portfolios of mortgage pass-through securities guaranteed by GNMA, FHLMC, or FNMA, and their income streams.
          CMOs are structured into multiple classes, each bearing a different fixed or floating interest rate and stated maturity. Actual maturity and average life will depend upon the prepayment experience of the collateral. CMOs provide for a modified form of call protection through a de facto breakdown of the underlying pool of mortgages according to how quickly the loans are repaid. Monthly payment of principal received from the pool of underlying mortgages, including prepayments, is first returned to investors holding the shortest maturity class. Investors holding the longer maturity classes receive principal only after the first class has been retired. An investor is partially guarded against a sooner than desired return of principal because of the sequential payments.
          In a typical CMO transaction, a corporation (issuer) issues multiple series (e.g., Series A, B, C and Z) of CMO bonds (Bonds). Proceeds of the Bond offering are used to purchase mortgages or mortgage pass-through certificates (Collateral). The Collateral is pledged to a third party trustee as security for the Bonds. Principal and interest payments from the Collateral are used to pay principal on the Bonds in the following order: Series A, B, C and Z. The Series A, B, and C Bonds all bear current interest. Interest on a Series Z Bond is accrued and added to principal and a like amount is

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paid as principal on the Series A, B, or C Bond currently being paid off. Only after the Series A, B, and C Bonds are paid in full does the Series Z Bond begin to receive payment . With some CMOs, the issuer serves as a conduit to allow loan originators (primarily builders or savings and loan associations) to borrow against their loan portfolios.
          CMOs that are issued or guaranteed by the U.S. Government or by any of its agencies or instrumentalities will be considered U.S. Government securities by the Funds, while other CMOs, even if collateralized by U.S. Government securities, will have the same status as other privately issued securities for purposes of applying the Funds’ diversification tests.
          FHLMC CMOs are debt obligations of FHLMC issued in multiple classes having different maturity dates which are secured by the pledge of a pool of conventional mortgage loans purchased by FHLMC. Payments of principal and interest on the FHLMC CMOs are made semiannually. The amount of principal payable on each semiannual payment date is determined in accordance with FHLMC’s mandatory sinking fund schedule, which, in turn, is equal to approximately 100% of FHA prepayment experience applied to the mortgage collateral pool. All sinking fund payments in the FHLMC CMOs are allocated to the retirement of the individual classes of bonds in the order of their stated maturities. Payment of principal on the mortgage loans in the collateral pool in excess of the amount of FHLMC’s minimum sinking fund obligation for any payment date are paid to the holders of the FHLMC CMOs as additional sinking fund payments. Because of the “pass-through” nature of all principal payments received on the collateral pool in excess of FHLMC’s minimum sinking fund requirement, the rate at which principal of the FHLMC CMOs is actually repaid is likely to be such that each class of bonds will be retired in advance of its scheduled maturity date. If collection of principal (including prepayments) on the mortgage loans during any semiannual payment period is not sufficient to meet FHLMC CMO’s minimum sinking fund obligation on the next sinking fund payment date, FHLMC agrees to make up the deficiency from its general funds.
          Classes of CMOs may also include interest only (IOs) and principal only (POs). IOs and POs are stripped mortgage-backed securities representing interests in a pool of mortgages the cash flow from which has been separated into interest and principal components. IOs (interest only securities) receive the interest portion of the cash flow while POs (principal only securities) receive the principal portion. IOs and POs can be extremely volatile in response to changes in interest rates. As interest rates rise and fall, the value of IOs tends to move in the same direction as interest rates. POs perform best when prepayments on the underlying mortgages rise since this increases the rate at which the investment is returned and the yield to maturity on the PO. When payments on mortgages underlying a PO are slow, the life of the PO is lengthened and the yield to maturity is reduced.
          CMOs are generally subject to the same risks as mortgage-backed securities. In addition, CMOs may be subject to credit risk because the issuer or credit enhancer has defaulted on its obligations and a Fund may not receive all or part of its principal. Obligations issued by U.S. Government-related entities are guaranteed as to the payment of principal and interest, but are not backed by the full faith and credit of the U.S. Government. The performance of private label mortgage-backed securities, issued by private institutions, is based on the financial health of those institutions. Although GNMA guarantees timely payment of GNMA certificates even if homeowners delay or default, tracking the “pass-through” payments may, at times, be difficult.
           Credit Linked Notes (CLNs). Each Fund may invest in CLNs. A CLN is a security with an embedded credit default swap allowing the issuer to transfer a specific credit risk to credit investors.
          CLNs are created through a Special Purpose Company (SPC), or trust, which is collateralized with AAA-rated securities. The CLN’s price or coupon is linked to the performance of the reference asset of the second party. Generally, the CLN holder receives either fixed or floating coupon rate during the life of the CLN and par at maturity. The cash flows are dependent on specified credit-related events. Should the second party default or declare bankruptcy, the CLN holder will receive an amount equivalent to the recovery rate. In return for these risks, the CLN holder receives a higher yield. The Fund bears the risk of default by the second party and any unforeseen movements in the

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reference asset, which could lead to loss of principal and receipt of interest payments. As with most derivative instruments, valuation of a CLN may be difficult due to the complexity of the security.
           Bank Instruments. Each Fund may invest in bank instruments. Bank instruments are unsecured interest bearing bank deposits. Bank instruments include, but are not limited to, certificates of deposits, time deposits, and banker’s acceptances from U.S. or foreign banks as well as Eurodollar certificates of deposit (Eurodollar CDs) and Eurodollar time deposits (Eurodollar time deposits) of foreign branches of domestic banks. Some certificates of deposit is a negotiable interest-bearing instrument with a specific maturity issued by banks and savings and loan institutions in exchange for the deposit of funds, and can typically be traded in the secondary market prior to maturity. Other certificates of deposit, like time deposits, are non-negotiable receipts issued by a bank in exchange for the deposit of funds which earns a specified rate of interest over a definite period of time; however, it cannot be traded in the secondary market. A bankers’ acceptance is a bill of exchange or time draft drawn on and accepted by a commercial bank.
          An investment in Eurodollar CDs or Eurodollar time deposits may involve some of the same risks that are described for Foreign Securities.
           Commercial Instruments. Each Fund may invest in commercial instruments, including commercial paper, master notes and other short-term corporate instruments, that are denominated in U.S. dollars or foreign currencies.
          Commercial instruments are a type of instrument issued by large banks and corporations to raise money to meet their short term debt obligations, and are only backed by the issuing bank or corporation’s promise to pay the face amount on the maturity date specified on the note. Commercial paper consists of short-term promissory notes issued by corporations. Commercial paper may be traded in the secondary market after its issuance. Master notes are demand notes that permit the investment of fluctuating amounts of money at varying rates of interest pursuant to arrangements with issuers who meet the credit quality criteria of the Funds. The interest rate on a master note may fluctuate based on changes in specified interest rates or may be reset periodically according to a prescribed formula or may be a set rate. Although there is no secondary market in master demand notes, if such notes have a demand feature, the payee may demand payment of the principal amount of the note upon relatively short notice. Master notes are generally illiquid and therefore subject to the Funds’ percentage limitations for investments in illiquid securities. Commercial instruments may not be registered with the U.S. Securities and Exchange Commission.
           Investment Grade Debt Obligations. Each Fund may invest in U.S. dollar-denominated debt obligations issued or guaranteed by U.S. corporations or U.S. commercial banks, U.S. dollar-denominated obligations of foreign issuers and debt obligations of foreign issuers denominated in foreign currencies. Debt obligations include, among others, bonds, notes, debentures and variable rate demand notes.
          These obligations must meet minimum ratings criteria set forth for the Fund or, if unrated, be of comparable quality. Bonds rated Baa3 or higher by Moody’s Investors Service and/or BBB or higher by Standard & Poors or Fitch Ratings, Ltd are typically considered investment grade debt obligations. The description of debt securities ratings may be found in Appendix A.
          In choosing corporate debt securities on behalf of a Fund, portfolio managers may consider:
  (i)   general economic and financial conditions;
 
  (ii)   the specific issuer’s (a) business and management, (b) cash flow, (c) earnings coverage of interest and dividends, (d) ability to operate under adverse economic conditions, (e) fair market value of assets, and (f) in the case of foreign issuers, unique political, economic or social conditions applicable to such issuer’s country; and,

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  (iii)   other considerations deemed appropriate.
          Debt securities are subject to a variety of risks, such as interest rate risk, income risk, prepayment risk, inflation risk, credit risk, currency risk and default risk.
           Non-Investment Grade Debt Obligations (Junk Bonds). Each Fund may invest in lower-rated or non-rated debt securities commonly known as junk bonds.
          Bonds rated Ba or below by Moody’s Investors Service and/or BB or below by Standard & Poors or Fitch Ratings, Ltd are typically considered non- investment grade or “junk bonds.” Analysis of the creditworthiness of junk bond issuers is more complex than that of investment-grade issuers and the success of the Adviser in managing these decisions is more dependent upon its own credit analysis than is the case with investment-grade bonds. Descriptions of debt securities ratings are found in Appendix A.
          The capacity of junk bonds to pay interest and repay principal is considered speculative. While junk bonds may provide an opportunity for greater income and gains, they are subject to greater risks than higher-rated debt securities. The prices of and yields on junk bonds may fluctuate to a greater extent than those of higher-rated debt securities. Junk bonds are generally more sensitive to individual issuer developments, economic conditions and regulatory changes than higher-rated bonds. Issuers of junk bonds are often issued by smaller, less-seasoned companies or companies that are highly leveraged with more traditional methods of financing unavailable to them. Junk bonds are generally at a higher risk of default because such issues are often unsecured or otherwise subordinated to claims of the issuer’s other creditors. If a junk bond issuer defaults, a Fund may incur additional expenses to seek recovery. The secondary markets in which junk bonds are traded may be thin and less liquid than the market for higher-rated debt securities and a Fund may have difficulty selling certain junk bonds at the desired time and price. Less liquidity in secondary trading markets could adversely affect the price at which a Fund could sell a particular junk bond, and could cause large fluctuations in the net asset value of that Fund’s shares. The lack of a liquid secondary market may also make it more difficult for a Fund to obtain accurate market quotations in valuing junk bond assets and elements of judgment may play a greater role in the valuation.
           Structured Notes and Indexed Securities. Each Fund may invest in structured notes or other indexed securities.
          Structured notes are derivative debt instruments, the interest rate or principal of which is linked to currencies, interest rates, commodities, indices or other financial indicators (reference instruments). Indexed securities may include structured notes and other securities wherein the interest rate or principal are determined by a reference instrument.
          Most structured notes and indexed securities are fixed income securities that have maturities of three years or less. The interest rate or the principal amount payable at maturity of an indexed security may vary based on changes in one or more specified reference instruments, such as a floating interest rate compared with a fixed interest rate. The reference instrument need not be related to the terms of the indexed security. Structured notes and indexed securities may be positively or negatively indexed (i.e., their principal value or interest rates may increase or decrease if the underlying reference instrument appreciates), and may have return characteristics similar to direct investments in the underlying reference instrument or to one or more options on the underlying reference instrument.
          Structured notes and indexed securities may entail a greater degree of market risk than other types of debt securities because the investor bears the risk of the reference instrument. Structured notes or indexed securities also may be more volatile, less liquid, and more difficult to accurately price than less complex securities and instruments or more traditional debt securities. In addition to the credit risk of the structured note or indexed security’s issuer and the normal risks of price changes

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in response to changes in interest rates, the principal amount of structured notes or indexed securities may decrease as a result of changes in the value of the underlying reference instruments. Further, in the case of certain structured notes or indexed securities in which the interest rate, or exchange rate in the case of currency, is linked to a referenced instrument, the rate may be increased or decreased or the terms may provide that, under certain circumstances, the principal amount payable on maturity may be reduced to zero resulting in a loss to the Fund.
Other Investments
           Real Estate Investment Trusts (REITs). Each Fund may invest up to 15% of its total assets in equity interests and/or debt obligations issued by REITs.
          REITs are trusts that sell equity or debt securities to investors and use the proceeds to invest in real estate or interests therein. Equity REITs invest the majority of their assets directly in real property and derive income primarily from the collection of rents. Equity REITs can also realize capital gains by selling property that has appreciated in value. Mortgage REITs invest the majority of their assets in real estate mortgages and derive income from the collection of interest payments.
          Investments in REITS may be subject to many of the same risks as direct investments in real estate. These risks include difficulties in valuing and trading real estate, declines in the value of real estate, risks related to general and local economic conditions, adverse changes in the climate for real estate, environmental liability risks, increases in property taxes and operating expenses, changes in zoning laws, casualty or condemnation losses, limitations on rents, changes in neighborhood values, the appeal of properties to tenants, heavy cash flow dependency and increases in interest rates. To the extent that a Fund invests in REITs, the Fund could conceivably own real estate directly as a result of a default on the REIT interests or obligations it owns.
          In addition to the risks of direct real estate investment described above, equity REITs may be affected by any changes in the value of the underlying property owned by the trusts, while mortgage REITs may be affected by the quality of any credit extended. REITs are also subject to the following risks: they are dependent upon management skill and on cash flows; are not diversified; are subject to defaults by borrowers, self-liquidation, and the possibility of failing to maintain an exemption from the 1940 Act; and are subject to interest rate risk. A Fund that invests in REITs will bear a proportionate share of the expenses of the REITs.
           Other Investment Companies. Each Fund may purchase shares of other investment companies, including exchange-traded funds. For each Fund, the 1940 Act imposes the following restrictions on investments in other investment companies: (i) a Fund may not purchase more than 3% of the total outstanding voting stock of another investment company; (ii) a Fund may not invest more than 5% of its total assets in securities issued by another investment company; and (iii) a Fund may not invest more than 10% of its total assets in securities issued by other investment companies. The 1940 Act and related rules provide certain exemptions from these restrictions. For example, under certain conditions, a Fund may acquire an unlimited amount of shares of mutual funds that are part of the same group of investment companies as the acquiring fund. In addition, these restrictions do not apply to investments by the Funds in investment companies that are money market funds, including money market funds that have Invesco or an affiliate of Invesco as an investment adviser (the Affiliated Money Market Funds).
          When a Fund purchases shares of another investment company, including an Affiliated Money Market Fund, the Fund will indirectly bear its proportionate share of the advisory fees and other operating expenses of such investment company and will be subject to the risks associated with the portfolio investments of the underlying investment company.
           Gold Bullion. Invesco Gold & Precious Metals Fund may invest up to 10%, at the time of purchase, of its total assets directly in gold bullion.

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          Invesco Gold & Precious Metals Fund may purchase gold bullion from, and sell gold bullion to, banks (both U.S. and foreign) and dealers who are members of, or affiliated with members of, a regulated U.S. commodities exchange, in accordance with applicable investment laws. The two largest national producers of gold bullion are the Republic of South Africa and the former states of the Soviet Union. Changes in political and economic conditions affecting either country may have a direct impact on its sales of gold bullion. Because precious metals do not generate investment income, the return from such investments will be derived solely from the gains and losses realized by the Funds upon the sale of the precious metals. The Funds may also incur storage and other costs relating to their investments in precious metals. Under certain circumstances, these costs may exceed the custodial and brokerage costs associated with investments in portfolio securities.
Investment Techniques
           Forward Commitments, When-Issued and Delayed Delivery Securities. Each Fund may purchase or sell securities on a forward commitment, when-issued or delayed-delivery basis.
          Forward commitments, when-issued or delayed-delivery basis means that delivery and payment take place in the future after the date of the commitment to purchase or sell the securities at a pre-determined price and/or yield. Settlement of such transactions normally occurs a month or more after the purchase or sale commitment is made. Typically, no interest accrues to the purchaser until the security is delivered. Forward commitments also include “To be announced” (TBA) mortgage backed securities, which are contracts for the purchase or sale of mortgage-backed securities to be delivered at a future agreed upon date, whereby the specific mortgage pool numbers or the number of pools that will be delivered to fulfill the trade obligation or terms of the contract are unknown at the time of the trade. A Fund may also enter into buy/sell back transactions (a form of delayed delivery agreement). In a buy/sell back transaction, a Fund enters a trade to sell securities at one price and simultaneously enters a trade to buy the same securities at another price for settlement at a future date. Although a Fund generally intends to acquire or dispose of securities on a forward commitment, when-issued or delayed delivery basis, a Fund may sell these securities or its commitment before the settlement date if deemed advisable.
          When purchasing a security on a forward commitment, when-issued or delayed-delivery basis, a Fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuation, and takes such fluctuations into account when determining its net asset value. Securities purchased on a forward commitment, when-issued or delayed-delivery basis are subject to changes in value based upon the public’s perception of the creditworthiness of the issuer and changes, real or anticipated, in the level of interest rates. Accordingly, securities acquired on such a basis may expose a Fund to risks because they may experience such fluctuations prior to actual delivery. Purchasing securities on a forward commitment, when-issued or delayed delivery basis may involve the additional risk that the yield available in the market when the delivery takes place actually may be higher than that obtained in the transaction itself.
          Investment in these types of securities may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must engage in portfolio transactions in order to honor its commitment. Until the settlement date, a Fund will segregate liquid assets of a dollar value sufficient at all times to make payment for the forward commitment, when-issued or delayed delivery transactions. Such segregated liquid assets will be marked-to-market daily, and the amount segregated will be increased if necessary to maintain adequate coverage of the delayed delivery commitments. No additional forward, when-issued or delayed delivery commitments will be made by a Fund if, as a result, more than 25% of the Fund’s total assets would become so committed. The delayed delivery securities, which will not begin to accrue interest or dividends until the settlement date, will be recorded as an asset of a Fund and will be subject to the risk of market fluctuation. The purchase price of the delayed delivery securities is a liability of a Fund until settlement.

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           Short Sales. Each Fund does not currently intend to engage in short sales other than short sales against the box. A Fund will not sell a security short if, as a result of such short sale, the aggregate market value of all securities sold short exceeds 10% of the Fund’s total assets. This limitation does not apply to short sales against the box.
          A short sale involves the sale of a security which a Fund does not own in the hope of purchasing the same security at a later date at a lower price. To make delivery to the buyer, a Fund must borrow the security from a broker. The Fund normally closes a short sale by purchasing an equivalent number of shares of the borrowed security on the open market and delivering them to the broker. A short sale is typically effected when the Adviser believes that the price of a particular security will decline. Open short positions using futures or forward currency contracts are not deemed to constitute selling securities short.
          To secure its obligation to deliver the securities sold short to the broker, a Fund will be required to deposit cash or liquid securities with the broker. In addition, the Fund may have to pay a premium to borrow the securities, and while the loan of the security sold short is outstanding, the Fund is required to pay to the broker the amount of any dividends paid on shares sold short. In addition to maintaining collateral with the broker, a Fund will set aside an amount of cash or liquid securities equal to the difference, if any, between the current market value of the securities sold short and any cash or liquid securities deposited as collateral with the broker-dealer in connection with the short sale. The collateral will be marked to market daily. The amounts deposited with the broker or segregated with the custodian do not have the effect of limiting the amount of money that the Fund may lose on a short sale. Short sale transactions covered in this manner are not considered senior securities and are not subject to the Fund’s fundamental investment limitations on senior securities and borrowings.
          Short positions create a risk that a Fund will be required to cover them by buying the security at a time when the security has appreciated in value, thus resulting in a loss to the Fund. A short position in a security poses more risk than holding the same security long. Because a short position loses value as the security’s price increases, the loss on a short sale is theoretically unlimited. The loss on a long position is limited to what the Fund originally paid for the security together with any transaction costs. The Fund may not always be able to borrow a security the Fund seeks to sell short at a particular time or at an acceptable price. It is possible that the market value of the securities the Fund holds in long positions will decline at the same time that the market value of the securities the Fund has sold short increases, thereby increasing the Fund’s potential volatility. Because the Fund may be required to pay dividends, interest, premiums and other expenses in connection with a short sale, any benefit for the Fund resulting from the short sale will be decreased, and the amount of any ultimate gain or loss will be decreased or increased, respectively, by the amount of such expenses.
          The Fund may also enter into short sales against the box. Short sales against the box are short sales of securities that a Fund owns or has the right to obtain (equivalent in kind or amount to the securities sold short). If a Fund enters into a short sale against the box, it will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into such securities) and will be required to hold such securities while the short sale is outstanding. The Fund will incur transaction costs including interest expenses, in connection with opening, maintaining, and closing short sales against the box.
          Short sales against the box result in a “constructive sale” and require a Fund to recognize any taxable gain unless an exception to the constructive sale applies. See “Dividends, Distributions and Tax Matters — Tax Matters- Determination of Taxable Income of a Regulated Investment Company.”
           Margin Transactions. None of the Funds will purchase any security on margin, except that each Fund may obtain such short-term credits as may be necessary for the clearance of purchases and sales of portfolio securities. The payment by a Fund of initial or variation margin in connection

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with futures or related options transactions will not be considered the purchase of a security on margin.
           Interfund Loans. The SEC has issued an exemptive order permitting the Invesco Funds to borrow money from and lend money to each other for temporary or emergency purposes. The Invesco Funds’ interfund lending program is subject to a number of conditions, including the requirements that: (1) an interfund loan will generally only occur if the interest rate on the loan is more favorable to the borrowing fund than the interest rate typically available from a bank for a comparable transaction and the rate is more favorable to the lending fund than the rate available on overnight repurchase transactions; (2) an Invesco Fund may not lend more than 15% of its net assets through the program (measured at the time of the last loan); and (3) an Invesco Fund may not lend more than 5% of its net assets to another Invesco Fund through the program (measured at the time of the loan). A Fund may participate in the program only if and to the extent that such participation is consistent with the Fund’s investment objective and investment policies. Interfund loans have a maximum duration of seven days. Loans may be called with one day’s notice and may be repaid on any day.
           Borrowing. The Funds may borrow money to the extent permitted under the Fund Policies. Such borrowings may be utilized (i) for temporary or emergency purposes; (ii) in anticipation of or in response to adverse market conditions; or, (iii) for cash management purposes. All borrowings are limited to an amount not exceeding 33 1/3% of a Fund’s total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that exceed this amount will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation even if it is not advantageous to sell securities at that time.
          If there are unusually heavy redemptions, a Fund may have to sell a portion of its investment portfolio at a time when it may not be advantageous to do so. Selling Fund securities under these circumstances may result in a lower net asset value per share or decreased dividend income, or both. Invesco and the Sub-Advisers believe that, in the event of abnormally heavy redemption requests, a Fund’s borrowing ability would help to mitigate any such effects and could make the forced sale of their portfolio securities less likely.
          The Funds may borrow from a bank, broker-dealer, or an Invesco Fund. Additionally, the Funds are permitted to temporarily carry a negative or overdrawn balance in their account with their custodian bank. To compensate the custodian bank for such overdrafts, the Funds may either (i) leave funds as a compensating balance in their account so the custodian bank can be compensated by earning interest on such funds; or (ii) compensate the custodian bank by paying it an agreed upon rate. A Fund may not purchase additional securities when any borrowings from banks or broker-dealers exceed 5% of the Fund’s total assets or when any borrowings from an Invesco Fund are outstanding.
           Lending Portfolio Securities. Each Fund may lend its portfolio securities (principally to broker-dealers) to generate additional income. Such loans are callable at any time and are continuously secured by segregated collateral equal to no less than the market value, determined daily, of the loaned securities. Such collateral will be cash, letters of credit, or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Each Fund may lend portfolio securities to the extent of one-third of its total assets. A Fund will loan its securities only to parties that Invesco has determined are in good standing and when, in Invesco’s judgment, the income earned would justify the risks.
          A Fund will not have the right to vote securities while they are on loan, but it can call a loan in anticipation of an important vote. The Fund would receive income in lieu of dividends on loaned securities and may, at the same time, generate income on the loan collateral or on the investment of any cash collateral.
          If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund could experience delays and costs in recovering securities loaned or

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gaining access to the collateral. If the Fund is not able to recover the securities loaned, the Fund may sell the collateral and purchase a replacement security in the market. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the loaned securities increases and the collateral is not increased accordingly.
          Any cash received as collateral for loaned securities will be invested, in accordance with a Fund’s investment guidelines, in short-term money market instruments or Affiliated Money Market Funds. Investing this cash subjects that investment to market appreciation or depreciation. For purposes of determining whether a Fund is complying with its investment policies, strategies and restrictions, the Fund will consider the loaned securities as assets of the Fund, but will not consider any collateral received as a Fund asset. The Fund will bear any loss on the investment of cash collateral.
          For a discussion of tax considerations relating to lending portfolio securities, see “Dividends, Distributions and Tax Matters — Tax Matters — Securities Lending.”
           Repurchase Agreements. Each Fund may engage in repurchase agreement transactions involving the types of securities in which it is permitted to invest. Repurchase agreements are agreements under which a Fund acquires ownership of a security from a broker-dealer or bank that agrees to repurchase the security at a mutually agreed upon time and price (which is higher than the purchase price), thereby determining the yield during a Fund’s holding period. A Fund may enter into a “continuing contract” or “open” repurchase agreement under which the seller is under a continuing obligation to repurchase the underlying securities from the Fund on demand and the effective interest rate is negotiated on a daily basis. Repurchase agreements may be viewed as loans made by a Fund which are collateralized by the securities subject to repurchase.
          If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, a Fund might incur expenses in enforcing its rights, and could experience a loss on the sale of the underlying security to the extent that the proceeds of the sale including accrued interest are less than the resale price provided in the agreement, including interest. In addition, although the Bankruptcy Code and other insolvency laws may provide certain protections for some types of repurchase agreements, if the seller of a repurchase agreement should be involved in bankruptcy or insolvency proceedings, a Fund may incur delay and costs in selling the underlying security or may suffer a loss of principal and interest if the value of the underlying security declines. The securities underlying a repurchase agreement will be marked-to-market every business day so that the value of such securities is at least equal to the investment value of the repurchase agreement, including any accrued interest thereon.
          The Funds may invest their cash balances in joint accounts with other Invesco Funds for the purpose of investing in repurchase agreements with maturities not to exceed 60 days, and in certain other money market instruments with remaining maturities not to exceed 90 days. Repurchase agreements are considered loans by a Fund under the 1940 Act.
           Restricted and Illiquid Securities. Each Fund may invest up to 15% of its net assets in securities that are illiquid.
          Illiquid securities are securities that cannot be disposed of within seven days in the normal course of business at the price at which they are valued. Illiquid securities may include a wide variety of investments, such as: (1) repurchase agreements maturing in more than seven days (unless the agreements have demand/redemption features); (2) OTC options contracts and certain other derivatives (including certain swap agreements); (3) fixed time deposits that are not subject to prepayment or that provide for withdrawal penalties upon prepayment (other than overnight deposits); (4) loan interests and other direct debt instruments; (5) municipal lease obligations; (6) commercial paper issued pursuant to Section 4(2) of the Securities Act of 1933 (the 1933 Act); and (7) securities that are unregistered, that can be sold to qualified institutional buyers in accordance with Rule 144A

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under the 1933 Act, or that are exempt from registration under the 1933 Act or otherwise restricted under the federal securities laws.
          Limitations on the resale of restricted securities may have an adverse effect on their marketability, which may prevent a Fund from disposing of them promptly at reasonable prices. The Fund may have to bear the expense of registering such securities for resale, and the risk of substantial delays in effecting such registrations. A Fund’s difficulty valuing and selling illiquid securities may result in a loss or be costly to the Fund.
          If a substantial market develops for a restricted security or other illiquid investment held by a Fund, it may be treated as a liquid security, in accordance with procedures and guidelines approved by the Board. While Invesco monitors the liquidity of restricted securities on a daily basis, the Board oversees and retains ultimate responsibility for Invesco’s liquidity determinations. Invesco considers various factors when determining whether a security is liquid, including the frequency of trades, availability of quotations and number of dealers or qualified institutional buyers in the market.
           Rule 144A Securities. Rule 144A securities are securities which, while privately placed, are eligible for purchase and resale pursuant to Rule 144A under the 1933 Act. This Rule permits certain qualified institutional buyers, such as the Funds, to trade in privately placed securities even though such securities are not registered under the 1933 Act. Invesco and/or Sub-Advisors, under the supervision of the Board, will consider whether securities purchased under Rule 144A are illiquid and thus subject to the Funds’ restriction on investment in illiquid securities. Determination of whether a Rule 144A security is liquid or not is a question of fact. In making this determination Invesco and/or Sub-Advisors will consider the trading markets for the specific security taking into account the unregistered nature of a Rule 144A security. In addition, Invesco and/or Sub-Advisors could consider the (i) frequency of trades and quotes; (ii) number of dealers and potential purchasers; (iii) dealer undertakings to make a market; and (iv) nature of the security and of market place trades (for example, the time needed to dispose of the security, the method of soliciting offers and the mechanics of transfer). Invesco and/or Sub-Advisors will also monitor the liquidity of Rule 144A securities and, if as a result of changed conditions, Invesco and/or Sub-Advisors determines that a Rule 144A security is no longer liquid, Invesco and/or Sub-Advisors will review a Fund’s holdings of illiquid securities to determine what, if any, action is required to assure that such Fund complies with its restriction on investment in illiquid securities. Investing in Rule 144A securities could increase the amount of each Fund’s investments in illiquid securities if qualified institutional buyers are unwilling to purchase such securities.
Derivatives
          A derivative is a financial instrument whose value is dependent upon the value of other assets, rates or indices, referred to as an “underlying reference.” These underlying references may include commodities, stocks, bonds, interest rates, currency exchange rates or related indices. Derivatives include swaps, options, warrants, futures and forward currency contracts. Some derivatives, such as futures and certain options, are traded on U.S. commodity or securities exchanges, while other derivatives, such as swap agreements, are privately negotiated and entered into in the over-the-counter (OTC) market.
          Derivatives may be used for “hedging,” which means that they may be used when the portfolio manager seeks to protect the Fund’s investments from a decline in value, which could result from changes in interest rates, market prices, currency fluctuations and other market factors. Derivatives may also be used when the portfolio manager seeks to increase liquidity, implement a tax or cash management strategy, invest in a particular stock, bond or segment of the market in a more efficient or less expensive way, modify the characteristics of the Fund’s portfolio investments, for example, duration, and/or to enhance return. However derivatives are used, their successful use is not assured and will depend upon the portfolio manager’s ability to predict and understand relevant market movements.

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          Because certain derivatives involve leverage, that is, the amount invested may be smaller than the full economic exposure of the derivative instrument and the Fund could lose more than it invested, federal securities laws, regulations and guidance may require the Fund to earmark assets to reduce the risks associated with derivatives or to otherwise hold instruments that offset the Fund’s obligations under the derivatives instrument. This process is known as “cover.” A Fund will not enter into any derivative transaction unless it can comply with SEC guidance regarding cover, and, If SEC guidance so requires, a Fund will earmark cash or liquid assets with a value sufficient to cover its obligations under a derivative transaction or otherwise “cover” the transaction in accordance with applicable SEC guidance. If a large portion of a Fund’s assets is used for cover, it could affect portfolio management or the Fund’s ability to meet redemption requests or other current obligations. The leverage involved in certain derivative transactions may result in a Fund’s net asset value being more sensitive to changes in the value of the related investment.
           General risks associated with derivatives:
The use by the Funds of derivatives may involve certain risks, as described below.
           Counterparty Risk: OTC derivatives are generally governed by a single master agreement for each counterparty. Counterparty risk refers to the risk that the counterparty under the agreement will not live up to its obligations. An agreement may not contemplate delivery of collateral to support fully a counterparty’s contractual obligation; therefore, a Fund might need to rely on contractual remedies to satisfy the counterparty’s full obligation. As with any contractual remedy, there is no guarantee that a Fund will be successful in pursuing such remedies, particularly in the event of the counterparty’s bankruptcy. The agreement may allow for netting of the counterparty’s obligations on specific transactions, in which case a Fund’s obligation or right will be the net amount owed to or by the counterparty. The Fund will not enter into a derivative transaction with any counterparty that Invesco and/or the Sub-Advisers believe does not have the financial resources to honor its obligations under the transaction. Invesco monitors the financial stability of counterparties. Where the obligations of the counterparty are guaranteed, Invesco monitors the financial stability of the guarantor instead of the counterparty.
          A Fund will not enter into a transaction with any single counterparty if the net amount owed or to be received under existing transactions under the agreements with that counterparty would exceed 5% of the Fund’s net assets determined on the date the transaction is entered into.
           Leverage Risk: Leverage exists when a Fund can lose more than it originally invests because it purchases or sells an instrument or enters into a transaction without investing an amount equal to the full economic exposure of the instrument or transaction. A Fund mitigates leverage by segregating or earmarking assets or otherwise covers transactions that may give rise to leverage.
           Liquidity Risk: The risk that a particular derivative is difficult to sell or liquidate. If a derivative transaction is particularly large or if the relevant market is illiquid, it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price, which may result in significant losses to the Fund.
           Pricing Risk: The risk that the value of a particular derivative does not move in tandem or as otherwise expected relative to the corresponding underlying instruments.
           Regulatory Risk: The risk that a change in laws or regulations will materially impact a security or market.
           Tax Risks: For a discussion of the tax considerations relating to derivative transactions, see “Dividends, Distributions and Tax Matters.”

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General risks of hedging strategies using derivatives:
          The use by the Funds of hedging strategies involves special considerations and risks, as described below.
          Successful use of hedging transactions depends upon Invesco’s and the Sub-Advisers’ ability to predict correctly the direction of changes in the value of the applicable markets and securities, contracts and/or currencies. While Invesco and the Sub-Advisers are experienced in the use of derivatives for hedging, there can be no assurance that any particular hedging strategy will succeed.
          In a hedging transaction, there might be imperfect correlation, or even no correlation, between the price movements of an instrument used for hedging and the price movements of the investments being hedged. Such a lack of correlation might occur due to factors unrelated to the value of the investments being hedged, such as changing interest rates, market liquidity, and speculative or other pressures on the markets in which the hedging instrument is traded.
          Hedging strategies, if successful, can reduce risk of loss by wholly or partially offsetting the negative effect of unfavorable price movements in the investments being hedged. However, hedging strategies can also reduce opportunity for gain by offsetting the positive effect of favorable price movements in the hedged investments.
           Bundled Securities. In lieu of investing directly in securities the Funds may from time to time invest in Targeted Return Index Securities Trusts (TRAINS) or similar instruments representing a fractional undivided interest in an underlying pool of securities often referred to as “Bundled Securities”. Bundled Securities are typically represented by certificates and the Funds will be permitted at any time to exchange such certificates for the underlying securities evidenced by such certificates and thus the certificates are generally subject to the same risks as the underlying securities held in the trust. The Funds will examine the characteristics of the underlying securities for compliance with investment criteria but will determine liquidity with reference to the certificates themselves. TRAINS and other trust certificates are generally not registered under the 1933 Act or the 1940 Act and therefore must be held by qualified purchasers and resold to qualified institutional buyers pursuant to Rule 144A under the 1933 Act. Investments in certain TRAINS or other trust certificates may have the effect of increasing the level of Fund illiquidity to the extent a Fund, at a particular point in time, may be unable to find qualified institutional buyers interested in purchasing such securities.
           Types of derivatives:
           Swap Agreements. Each Fund may enter into swap agreements.
          Generally, swap agreements are contracts between a Fund and a brokerage firm, bank, or other financial institution (the counterparty) for periods ranging from a few days to multiple years. In a basic swap transaction, the Fund agrees with its counterparty to exchange the returns (or differentials in returns) earned or realized on a particular asset such as an equity or debt security, commodity, currency or interest rate, calculated with respect to a “notional amount.” The notional amount is the set amount selected by the parties to use as the basis on which to calculate the obligations that the parties to a swap agreement have agreed to exchange. The parties typically do not exchange the notional amount. Instead, they agree to exchange the returns that would be earned or realized if the notional amount were invested in given investments or at given interest rates. Examples of returns that may be exchanged in a swap agreement are those of a particular security, a particular fixed or variable interest rate, a particular foreign currency, or a “basket” of securities representing a particular index. In some cases, such as cross currency swaps, the swap agreement may require delivery (exchange) of the entire notional value of one designated currency for another designated currency.
          Numerous proposals have been made by various regulatory entities and rulemaking bodies to regulate the OTC derivatives markets, including, specifically, credit default swaps. The Fund

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cannot predict the outcome or final form of any of these proposals or if or when any of them would become effective. However, any additional regulation or limitation on the OTC markets for derivatives could materially and adversely impact the ability of the Fund to buy or sell OTC derivatives, including credit default swaps.
          Commonly used swap agreements include:
           Credit Default Swaps (CDS): An agreement between two parties where the first party agrees to make one or more payments to the second party, while the second party assumes the risk of certain defaults, generally a failure to pay or bankruptcy of the issuer on a referenced debt obligation. CDS transactions are typically individually negotiated and structured. A Fund may enter into CDS to create long or short exposure to domestic or foreign corporate debt securities or sovereign debt securities.
          A Fund may buy a CDS (buy credit protection). In this transaction the Fund makes a stream of payments based on a fixed interest rate (the premium) over the life of the swap in exchange for a counterparty (the seller) taking on the risk of default of a referenced debt obligation (the Reference Obligation). If a credit event occurs for the Reference Obligation, the Fund would cease making premium payments and it would deliver defaulted bonds to the seller. In return, the seller would pay the notional value of the Reference Obligation to the Fund. Alternatively, the two counterparties may agree to cash settlement in which the seller delivers to the Fund (buyer) the difference between the market value and the notional value of the Reference Obligation. If no event of default occurs, the Fund pays the fixed premium to the seller for the life of the contract, and no other exchange occurs.
          Alternatively, a Fund may sell a CDS (sell credit protection). In this transaction the Fund will receive premium payments from the buyer in exchange for taking the risk of default of the Reference Obligation. If a credit event occurs for the Reference Obligation, the buyer would cease to make premium payments to the Fund and deliver the Reference Obligation to the Fund. In return, the Fund would pay the notional value of the Reference Obligation to the buyer. Alternatively, the two counterparties may agree to cash settlement in which the Fund would pay the buyer the difference between the market value and the notional value of the Reference Obligation. If no event of default occurs, the Fund receives the premium payments over the life of the contract, and no other exchange occurs.
           Credit Default Index (CDX). A CDX is an index of CDS. CDX allow an investor to manage credit risk or to take a position on a basket of credit entities (such as CDS or CMBS) in a more efficient manner than transacting in single name CDS. If a credit event occurs in one of the underlying companies, the protection is paid out via the delivery of the defaulted bond by the buyer of protection in return for payment of the notional value of the defaulted bond by the seller of protection or it may be settled through a cash settlement between the two parties. The underlying company is then removed from the index. New series of CDX are issued on a regular basis. A Commercial Mortgage-Backed Index (CMBX) is a type of CDX made up of 25 tranches of commercial mortgage-backed securities (See “Debt Instruments — Mortgage-Backed and Asset-Backed Securities”) rather than CDS. Unlike other CDX contracts where credit events are intended to capture an event of default CMBX involves a pay-as-you-go (PAUG) settlement process designed to capture non-default events that affect the cash flow of the reference obligation. PAUG involves ongoing, two-way payments over the life of a contract between the buyer and the seller of protection and is designed to closely mirror the cash flow of a portfolio of cash commercial mortgage-backed securities.
           Currency Swap : An agreement between two parties pursuant to which the parties exchange a U.S. dollar-denominated payment for a payment denominated in a different currency.
           Interest Rate Swap: An agreement between two parties pursuant to which the parties exchange a floating rate payment for a fixed rate payment based on a specified principal or notional amount. In other words, Party A agrees to pay Party B a fixed interest rate and in return Party B agrees to pay Party A a variable interest rate.

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           Total Return Swap : An agreement in which one party makes payments based on a set rate, either fixed or variable, while the other party makes payments based on the return of an underlying asset, which includes both the income it generates and any capital gains.
Options. Each Fund may invest in options.
          An option is a contract that gives the purchaser of the option, in return for the premium paid, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option at the exercise price during the term of the option (for American style options or on a specified date for European style options), the security, currency or other instrument underlying the option (or in the case of an index option the cash value of the index). Options on a CDS or a Futures Contract (defined below) give the purchaser the right to enter into a CDS or assume a position in a Futures Contract.
          The Funds may engage in certain strategies involving options to attempt to manage the risk of their investments or, in certain circumstances, for investment (e.g., as a substitute for investing in securities). Option transactions present the possibility of large amounts of exposure (or leverage), which may result in a Fund’s net asset value being more sensitive to changes in the value of the option.
          The value of an option position will reflect, among other things, the current market value of the underlying investment, the time remaining until expiration, the relationship of the exercise price to the market price of the underlying investment, the price volatility of the underlying investment and general market and interest rate conditions.
          A Fund will not write (sell) options if, immediately after such sale, the aggregate value of securities or obligations underlying the outstanding options would exceed 20% of the Fund’s total assets. A Fund will not purchase options if, immediately after such purchase, the aggregate premiums paid for outstanding options would exceed 5% of the Fund’s total assets.
          A Fund may effectively terminate its right or obligation under an option by entering into an offsetting closing transaction. For example, a Fund may terminate its obligation under a call or put option that it had written by purchasing an identical call or put option, which is known as a closing purchase transaction. Conversely, a Fund may terminate a position in a put or call option it had purchased by writing an identical put or call option, which is known as a closing sale transaction. Closing transactions permit a Fund to realize profits or limit losses on an option position prior to its exercise or expiration.
          Options may be either listed on an exchange or traded in OTC markets. Listed options are tri-party contracts (i.e., performance of the obligations of the purchaser and seller are guaranteed by the exchange or clearing corporation) and have standardized strike prices and expiration dates. OTC options are two-party contracts with negotiated strike prices and expiration dates and differ from exchange-traded options in that OTC options are transacted with dealers directly and not through a clearing corporation (which guarantees performance). In the case of OTC options, there can be no assurance that a liquid secondary market will exist for any particular option at any specific time; therefore the Fund may be required to treat some or all OTC options as illiquid securities. Although a Fund will enter into OTC options only with dealers that are expected to be capable of entering into closing transactions with it, there is no assurance that the Fund will in fact be able to close out an OTC option position at a favorable price prior to exercise or expiration. In the event of insolvency of the dealer, a Fund might be unable to close out an OTC option position at any time prior to its expiration.

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Types of Options:
          Put Options on Securities: A put option gives the purchaser the right to sell, to the writer, the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration date of the option for American style options or on a specified date for European style options, regardless of the market price or exchange rate of the security, contract or foreign currency, as the case may be, at the time of exercise. If the purchaser exercises the put option, the writer of a put option is obligated to buy the underlying security, contract or foreign currency for the exercise price.
           Call Options on Securities: A call option gives the purchaser the right to buy, from the writer, the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration of the option (for American style options) or on a specified date (for European style options), regardless of the market price or exchange rate of the security, contract or foreign currency, as the case may be, at the time of exercise. If the purchaser exercises the call option, the writer of a call option is obligated to sell to and deliver the underlying security, contract or foreign currency to the purchaser of the call option for the exercise price.
           Index Options: Index options (or options on securities indices) give the holder the right to receive, upon exercise, cash instead of securities, if the closing level of the securities index upon which the option is based is greater than, in the case of a call, or less than, in the case of a put, the exercise price of the option. The amount of cash is equal to the difference between the closing price of the index and the exercise price of the call or put times a specified multiple (the multiplier), which determines the total dollar value for each point of such difference.
          The risks of investment in index options may be greater than options on securities. Because index options are settled in cash, when a Fund writes a call on an index it cannot provide in advance for its potential settlement obligations by acquiring and holding the underlying securities. A Fund can offset some of the risk of writing a call index option by holding a diversified portfolio of securities similar to those on which the underlying index is based. However, the Fund cannot, as a practical matter, acquire and hold a portfolio containing exactly the same securities that underlie the index and, as a result, bears the risk that the value of the securities held will not be perfectly correlated with the value of the index.
           CDS Option: A CDS option transaction gives the holder the right to enter into a CDS at a specified future date and under specified terms in exchange for a purchase price or premium. The writer of the option bears the risk of any unfavorable move in the value of the CDS relative to the market value on the exercise date, while the purchaser may allow the option to expire unexercised.
           Options on Futures Contracts: Options on Futures Contracts give the holder the right to assume a position in a Futures Contract (to buy the Futures Contract if the option is a call and to sell the Futures Contract if the option is a put) at a specified exercise price at any time during the period of the option.
           Option Techniques
           Writing Options . A Fund may write options to generate additional income and to seek to hedge its portfolio against market or exchange rate movements. As the writer of an option, the Fund may have no control over when the underlying instruments must be sold (in the case of a call option) or purchased (in the case of a put option) because the option purchaser may notify the Fund of exercise at any time prior to the expiration of the option (for American style options). In general, options are rarely exercised prior to expiration. Whether or not an option expires unexercised, the writer retains the amount of the premium.
          A Fund would write a put option at an exercise price that, reduced by the premium received on the option, reflects the price it is willing to pay for the underlying security, contract or currency. In

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return for the premium received for writing a put option, the Fund assumes the risk that the price of the underlying security, contract, or foreign currency will decline below the exercise price, in which case the put would be exercised and the Fund would suffer a loss.
          In return for the premium received for writing a call option on a security the Fund holds, the Fund foregoes the opportunity for profit from a price increase in the underlying security, contract, or foreign currency above the exercise price so long as the option remains open, but retains the risk of loss should the price of the security, contract, or foreign currency decline.
          If an option that a Fund has written expires, the Fund will realize a gain in the amount of the premium; however, such gain may be offset by a decline in the market value of the underlying security, contract or currency, held by the Fund during the option period. If a call option is exercised, a Fund will realize a gain or loss from the sale of the underlying security, contract or currency, which will be increased or offset by the premium received. The obligation imposed upon the writer of an option is terminated upon the expiration of the option, or such earlier time at which a Fund effects a closing purchase transaction by purchasing an option (put or call as the case may be) identical to that previously sold.
           Purchasing Options. A Fund may only purchase a put option on an underlying security, contract or currency owned by the Fund in order to protect against an anticipated decline in the value of the security, contract or currency held by the Fund; or purchase put options on underlying securities, contracts or currencies against which it has written other put options. The premium paid for the put option and any transaction costs would reduce any profit realized when the security, contract or currency is delivered upon the exercise of the put option. Conversely, if the underlying security, contract or currency does not decline in value, the option may expire worthless and the premium paid for the protective put would be lost.
          A Fund may purchase a call option for the purpose of acquiring the underlying security, contract or currency for its portfolio, or on underlying securities, contracts or currencies against which it has written other call options. The Fund is not required to own the underlying security in order to purchase a call option. If the Fund does not own the underlying position, the purchase of a call option would enable a Fund to acquire the security, contract or currency at the exercise price of the call option plus the premium paid. So long as it holds a call option, rather than the underlying security, contract or currency itself, the Fund is partially protected from any unexpected increase in the market price of the underlying security, contract or currency. If the market price does not exceed the exercise price, the Fund could purchase the security on the open market and could allow the call option to expire, incurring a loss only to the extent of the premium paid for the option.
           Straddles/Spreads/Collars. Each Fund, for hedging purposes, may enter into straddles, spreads and collars.
           Spread and straddle options transactions. In “spread” transactions, a Fund buys and writes a put or buys and writes a call on the same underlying instrument with the options having different exercise prices, expiration dates, or both. In “straddles,” a Fund purchases a put option and a call option or writes a put option and a call option on the same instrument with the same expiration date and typically the same exercise price. When a Fund engages in spread and straddle transactions, it seeks to profit from differences in the option premiums paid and received and in the market prices of the related options positions when they are closed out or sold. Because these transactions require the Fund to buy and/or write more than one option simultaneously, the Fund’s ability to enter into such transactions and to liquidate its positions when necessary or deemed advisable may be more limited than if the Fund were to buy or sell a single option. Similarly, costs incurred by the Fund in connection with these transactions will in many cases be greater than if the Fund were to buy or sell a single option.

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           Option Collars. A Fund also may use option “collars.” A “collar” position combines a put option purchased by the Fund (the right of the Fund to sell a specific security within a specified period) with a call option that is written by the Fund (the right of the counterparty to buy the same security) in a single instrument. The Fund’s right to sell the security is typically set at a price that is below the counterparty’s right to buy the security. Thus, the combined position “collars” the performance of the underlying security, providing protection from depreciation below the price specified in the put option, and allowing for participation in any appreciation up to the price specified by the call option.
           Warrants. Each Fund may purchase warrants.
          A warrant gives the holder the right to purchase securities from the issuer at a specific price within a certain time frame and is similar to a call option. The main difference between warrants and call options is that warrants are issued by the company that will issue the underlying security, whereas options are not issued by the company. Young, unseasoned companies often issue warrants to finance their operations.
           Futures Contracts. Each Fund (including certain of the Underlying Funds in which the Asset Allocation Funds invest) may enter into future contracts.
          A Futures Contract is a two-party agreement to buy or sell a specified amount of a specified security or currency (or delivery of a cash settlement price, in the case of certain futures such as an index future or Eurodollar Future) for a specified price at a designated date, time and place (collectively, Futures Contracts). A “sale” of a Futures Contract means the acquisition of a contractual obligation to deliver the underlying instrument or asset called for by the contract at a specified price on a specified date. A “purchase” of a Futures Contract means the acquisition of a contractual obligation to acquire the underlying instrument or asset called for by the contract at a specified price on a specified date.
          The Funds will only enter into Futures Contracts that are traded (either domestically or internationally) on futures exchanges and are standardized as to maturity date and underlying financial instrument. Futures exchanges and trading thereon in the United States are regulated under the Commodity Exchange Act and by the Commodity Futures Trading Commission (CFTC). Foreign futures exchanges and trading thereon are not regulated by the CFTC and are not subject to the same regulatory controls. The Trust, on behalf of each Fund, has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act and, therefore, is not subject to registration or regulation as a pool operator under the act with respect to the Funds.
          Brokerage fees are incurred when a Futures Contract is bought or sold, and margin deposits must be maintained at all times when a Futures Contract is outstanding. “Margin” for a Futures Contracts is the amount of funds that must be deposited by a Fund in order to initiate Futures Contracts trading and maintain its open positions in Futures Contracts. A margin deposit made when the Futures Contract is entered (initial margin) is intended to ensure the Fund’s performance under the Futures Contract. The margin required for a particular Futures Contract is set by the exchange on which the Futures Contract is traded and may be significantly modified from time to time by the exchange during the term of the Futures Contract.
          Subsequent payments, called “variation margin,” received from or paid to the futures commission merchant through which a Fund enters into the Futures Contract will be made on a daily basis as the futures price fluctuates making the Futures Contract more or less valuable, a process known as marking-to-market. When the Futures Contract is closed out, if the Fund has a loss equal to or greater than the margin amount, the margin amount is paid to the futures commission merchant along with any amount in excess of the margin amount; if the Fund has a loss of less than the margin amount, the difference is returned to the Fund; or if the Fund has a gain, the margin amount is paid to the Fund and the futures commission merchant pays the Fund any excess gain over the margin amount.

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          Closing out an open Futures Contract is affected by entering into an offsetting Futures Contract for the same aggregate amount of the identical financial instrument or currency and the same delivery date. There can be no assurance, however, that a Fund will be able to enter into an offsetting transaction with respect to a particular Futures Contract at a particular time. If a Fund is not able to enter into an offsetting transaction, it will continue to be required to maintain the margin deposits on the Futures Contract.
          In addition, if a Fund were unable to liquidate a Futures Contract or an option on a Futures Contract position due to the absence of a liquid secondary market or the imposition of price limits, it could incur substantial losses. The Fund would continue to be subject to market risk with respect to the position. In addition, except in the case of purchased options, the Fund would continue to be required to make daily variation margin payments.
           Types of Futures Contracts:
           Currency Futures: A currency Futures Contract is a standardized, exchange-traded contract to buy or sell a particular currency at a specified price at a future date (commonly three months or more). Currency Futures Contracts may be highly volatile and thus result in substantial gains or losses to the Fund.
           Index Futures: A stock index Futures Contract is an exchange-traded contract that provides for the delivery, at a designated date, time and place, of an amount of cash equal to a specified dollar amount times the difference between the stock index value at the close of trading on the date specified in the contract and the price agreed upon in the Futures Contract; no physical delivery of stocks comprising the index is made.
           Interest Rate Futures: An interest-rate Futures Contract is an exchange-traded contact in which the specified underlying security is either an interest-bearing fixed income security or an inter-bank deposit. Two examples of common interest rate Futures Contracts are U.S. Treasury futures and Eurodollar Futures Contracts. The specified security for U.S. Treasury futures is a U.S. Treasury security. The specified security for Eurodollar futures is the London Interbank Offered Rate (Libor) which is a daily reference rate based on the interest rates at which banks offer to lend unsecured funds to other banks in the London wholesale money market.
           Security Futures: A security Futures Contract is an exchange-traded contract to purchase or sell, in the future, a specified quantity of a security (other than a Treasury security, or a narrow-based securities index) at a certain price.
Forward Currency Contracts. Each Fund may enter into forward currency contracts.
          A forward currency contract is an over the counter contract between two parties to buy or sell a particular currency at a specified price at a future date. The parties may exchange currency at the maturity of the forward currency contract, or if the parties agree prior to maturity, enter into a closing transaction involving the purchase or sale of an offsetting amount of currency. Forward currency contracts are traded over-the-counter, and not on organized commodities or securities exchanges.
          A Fund may enter into forward currency contracts with respect to a specific purchase or sale of a security, or with respect to its portfolio positions generally.
          The cost to a Fund of engaging in forward currency contracts varies with factors such as the currencies involved, the length of the contract period, interest rate differentials and the prevailing market conditions. Because forward currency contracts are usually entered into on a principal basis, no fees or commissions are involved. The use of forward currency contracts does not eliminate fluctuations in the prices of the underlying securities a Fund owns or intends to acquire, but it does establish a rate of exchange in advance. While forward currency contract sales limit the risk of loss

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due to a decline in the value of the hedged currencies, they also limit any potential gain that might result should the value of the currencies increase.
           Limitations on Futures Contracts and Options on Futures Contracts and on Certain Options on Currencies.
          The Funds will enter into Futures Contracts for hedging purposes only. For example, Futures Contracts may be sold to protect against a decline in the price of securities or currencies that the Fund owns, or purchased to protect the Fund against an increase in the price of securities or currencies it has committed to purchase or expects to purchase. Additionally, Futures Contracts may be used to hedge against certain portfolio risks such as interest rate risk, yield curve risk and currency exchange rates.
Fund Policies
           Fundamental Restrictions. Except as otherwise noted below, each Fund is subject to the following investment restrictions, which may be changed only by a vote of such Fund’s outstanding shares. Fundamental restrictions may be changed only by a vote of the lesser of (i) 67% or more of the Fund’s shares present at a meeting if the holders of more than 50% of the outstanding shares are present in person or represented by proxy, or (ii) more than 50% of the Fund’s outstanding shares. Any investment restriction that involves a maximum or minimum percentage of securities or assets (other than with respect to borrowing) shall not be considered to be violated unless an excess over or a deficiency under the percentage occurs immediately after, and is caused by, an acquisition or disposition of securities or utilization of assets by the Fund.
          (1) The Fund (except for Invesco Financial Services Fund) is a “diversified company” as defined in the 1940 Act. The Fund will not purchase the securities of any issuer if, as a result, the Fund would fail to be a diversified company within the meaning of the 1940 Act, and the rules and regulations promulgated thereunder, as such statute, rules and regulations are amended from time to time or are interpreted from time to time by the SEC staff (collectively, the “1940 Act Laws and Interpretations”) or except to the extent that the Fund may be permitted to do so by exemptive order or similar relief (collectively, with the 1940 Act Laws and Interpretations, the “1940 Act Laws, Interpretations and Exemptions”). In complying with this restriction, however, the Fund may purchase securities of other investment companies to the extent permitted by the 1940 Act Laws, Interpretations and Exemptions.
          (2) The Fund may not borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions.
          (3) The Fund may not underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act.
          (4) Invesco Energy Fund will concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers engaged primarily in energy-related industries. Invesco Financial Services Fund will concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers engaged primarily in financial services-related industries. Invesco Gold & Precious Metals Fund will concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers primarily engaged in gold and precious metals-related industries. Invesco Leisure Fund will concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers engaged primarily in leisure-related industries. Invesco Technology Fund will concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers engaged primarily in technology-related industries. Invesco Utilities Fund will

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concentrate (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) its investments in the securities of issuers engaged primarily in utilities-related industries.
          (5) The Fund may not purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein.
          (6) The Fund may not purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities.
          Invesco Gold & Precious Metals Fund may not purchase physical commodities or sell physical commodities (other than gold bullion) unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent Invesco Gold & Precious Metals Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities.
          (7) The Fund may not make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests.
          (8) The Fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and restrictions as the Fund.
          The investment restrictions set forth above provide each of the Funds with the ability to operate under new interpretations of the 1940 Act or pursuant to exemptive relief from the SEC without receiving prior shareholder approval of the change. Even though each of the Funds has this flexibility, the Board has adopted non-fundamental restrictions for each of the Funds relating to certain of these restrictions which Invesco and, when applicable, the Sub-Advisers must follow in managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below, require the approval of the Board.
           Non-Fundamental Restrictions. Non-fundamental restrictions may be changed for any Fund without shareholder approval. The non-fundamental investment restrictions listed below apply to each of the Funds unless otherwise indicated.
          (1) In complying with the fundamental restriction regarding issuer diversification, the Fund (except for Invesco Financial Services Fund) will not, with respect to 75% of its total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities and securities issued by other investment companies), if, as a result, (i) more than 5% of the Fund’s total assets would be invested in the securities of that issuer, or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer. The Fund may purchase securities of other investment companies as permitted by the 1940 Act Laws, Interpretations and Exemptions.
          In complying with the fundamental restriction regarding issuer diversification, any Fund that invests in municipal securities will regard each state (including the District of Columbia and Puerto Rico), territory and possession of the United States, each political subdivision, agency, instrumentality and authority thereof, and each multi-state agency of which a state is a member as a separate “issuer.” When the assets and revenues of an agency, authority, instrumentality or other political subdivision are separate from the government creating the subdivision and the security is backed only by assets and revenues of the subdivision, such subdivision would be deemed to be the sole issuer. Similarly, in the case of an

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Industrial Development Bond or Private Activity bond, if that bond is backed only by the assets and revenues of the non-governmental user, then that non-governmental user would be deemed to be the sole issuer. However, if the creating government or another entity guarantees a security, then to the extent that the value of all securities issued or guaranteed by that government or entity and owned by the Fund exceeds 10% of the Fund’s total assets, the guarantee would be considered a separate security and would be treated as issued by that government or entity. Securities issued or guaranteed by a bank or subject to financial guaranty insurance are not subject to the limitations set forth in the preceding sentence.
          (2) In complying with the fundamental restriction regarding borrowing money and issuing senior securities, the Fund may borrow money in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings).
          (3) For purposes of Invesco Energy Fund’s fundamental investment restriction regarding industry concentration an issuer will be considered to be engaged in an energy-related industry if (1) at least 50% of its gross income or its net sales are derived from activities in energy-related industries; (2) at least 50% of its assets are devoted to producing revenues in energy-related industries; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is within energy-related industries.
          For purposes of Invesco Financial Services Fund’s fundamental investment restriction regarding industry concentration an issuer will be considered to be engaged in a financial services-related industry if (1) at least 50% of its gross income or its net sales are derived from activities in financial services-related industries; (2) at least 50% of its assets are devoted to producing revenues in financial services-related industries; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is within financial services-related industries.
          For purposes of Invesco Gold & Precious Metals Fund’s fundamental investment restriction regarding industry concentration, an issuer will be considered to be engaged in gold and precious metals-related industries if (1) at least 50% of its gross income or its net sales are derived from activities in the gold and precious metals industry; (2) at least 50% of its assets are devoted to producing revenues in the gold and precious metals industry; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is within the gold and precious metals industry.
          For purposes of Invesco Leisure Fund’s fundamental investment restriction regarding industry concentration, an issuer will be considered to be in the leisure industry if (1) at least 50% of its gross income or its net sales are derived from products or services related to the leisure activities of individuals; (2) at least 50% of its assets are devoted to producing revenues through products or services related to the leisure activities of individuals; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is in products or services related to leisure activities of individuals.
          For purposes of Invesco Technology Fund’s fundamental investment restriction regarding industry concentration an issuer will be considered to be engaged in a technology-related industry if (1) at least 50% of its gross income or its net sales are derived from activities in technology-related industries; (2) at least 50% of its assets are devoted to producing revenues in technology-related industries; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is within technology-related industries.
          For purposes of Invesco Utilities Fund’s fundamental investment restriction regarding industry concentration an issuer will be considered to be engaged in a utilities-related industry if (1) at least 50% of its gross income or its net sales are derived from activities in utilities-related industries; (2) at least 50% of its assets are devoted to producing revenues in utilities-related industries; or (3) based on other available information, the Fund’s portfolio manager(s) determines that its primary business is within utilities-related industries.

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          (4) Notwithstanding the fundamental restriction with regard to engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities, the Fund (except for Invesco Gold & Precious Metals Fund) currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
          Invesco Gold & Precious Metals Fund may invest up to 10% at the time of purchase of its total assets in gold bullion.
          The Funds do not consider currencies or other financial commodities or contracts and financial instruments to be physical commodities (which include, for example, oil, precious metals and grains). Accordingly, the Funds will interpret the fundamental restriction and the related non-fundamental restriction to permit the Funds, subject to each Fund’s investment objectives and general investment policies (as stated in the Funds’ prospectuses and herein), to invest directly in foreign currencies and other financial commodities and to purchase, sell or enter into commodity futures contracts and options thereon, foreign currency forward contracts, foreign currency options, currency-, commodity- and financial instrument-related swap agreements, hybrid instruments, interest rate or securities-related or foreign currency-related hedging instruments or other currency-, commodity- or financial instrument-related derivatives, subject to compliance with any applicable provisions of the federal securities or commodities laws. The Funds also will interpret their fundamental restriction regarding purchasing and selling physical commodities and their related non-fundamental restriction to permit the Funds to invest in exchange-traded funds that invest in physical and/or financial commodities, subject to the limits described in the Funds’ prospectuses and herein.
          (4) In complying with the fundamental restriction with regard to making loans, the Fund may lend up to 33 1/3% of its total assets and may lend money to an Invesco Fund, on such terms and conditions as the SEC may require in an exemptive order.
          (5) Notwithstanding the fundamental restriction with regard to investing all assets in an open-end fund, the Fund may not invest all of its assets in the securities of a single open-end management investment company with the same fundamental investment objective, policies, and restrictions as the Fund.
          (6) The Fund may not acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on Sections 12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.
          (7) The following apply:
     (a) Invesco Energy Fund invests, under normal circumstances, at least 80% of its assets in securities of issuers that do business primarily in energy-related industries.
     (b) Invesco Financial Services Fund invests, under normal circumstances, at least 80% of its assets in securities of issuers engaged primarily in financial services-related industries.
     (c) Invesco Gold & Precious Metals Fund invests, under normal circumstances, at least 80% of its assets in securities of companies involved in exploring for, mining, processing, or dealing and investing in gold, gold bullion, and other precious metals such as silver, platinum and palladium, as well as diamonds.
     (d) Invesco Leisure Fund invests, under normal circumstances, at least 80% of its assets in securities of issuers that are engaged in the design, production and distribution of products and services related to leisure activities of individuals.

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     (e) Invesco Technology Fund invests, under normal circumstances, at least 80% of its assets in securities of issuers engaged primarily in technology-related industries.
     (f) Invesco Utilities Fund invests, under normal circumstances, at least 80% of its assets in securities of issuers engaged primarily in utilities-related industries.
     For purposes of the foregoing, “assets” means net assets, plus the amount of any borrowings for investment purposes. The Fund will provide written notice to its shareholders prior to any change to this policy, as required by the 1940 Act Laws, Interpretations and Exemptions.
Portfolio Turnover
               For the fiscal years, ended March 31, 2009 and 2008, the portfolio turnover rates for each Fund are presented in the table below. Unless otherwise indicated, variations in turnover rate may be due to a fluctuating volume of shareholder purchase and redemption orders, market conditions and/or changes in Invesco’s investment outlook.
                 
Turnover Rates   2009   2008
Invesco Energy Fund
    61 %     64 %
Invesco Financial Services Fund
    38       15  
Invesco Gold & Precious Metals Fund
    39       43  
Invesco Leisure Fund
    17       14  
Invesco Technology Fund 1
    68       42  
Invesco Utilities Fund
    5       25  
 
1   Invesco Technology Fund’s portfolio turnover rate increased from 42% in 2008 to 68% in 2009. This increase can be attributed to portfolio manager changes following February 2008 and turbulent market conditions during the credit crisis, which caused an increase in the number of holdings and an increase in portfolio turnover.

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Policies and Procedures for Disclosure of Fund Holdings
          The Board has adopted policies and procedures with respect to the disclosure of the Funds’ portfolio holdings (the Holdings Disclosure Policy). Invesco and the Board may amend the Holdings Disclosure Policy at any time without prior notice. Details of the Holdings Disclosure Policy and a description of the basis on which employees of Invesco and its affiliates may release information about portfolio securities in certain contexts are provided below.
           Public release of portfolio holdings. The Funds disclose the following portfolio holdings information on www.invesco.com 1 :
         
    Approximate Date of   Information Remains
Information   Website Posting   Posted on Website
Top ten holdings as of month- end
  15 days after month-end   Until replaced with the following month’s top ten holdings
 
       
Select holdings included in the Fund’s Quarterly Performance Update
  29 days after calendar quarter-end   Until replaced with the following quarter’s Quarterly Performance Update
 
       
Complete portfolio holdings as of calendar quarter-end
  30 days after calendar quarter-end   For one year
 
       
Complete portfolio holdings as of fiscal quarter-end
  60-70 days after fiscal quarter-end   For one year
          These holdings are listed along with the percentage of the Fund’s net assets they represent. Generally, employees of Invesco and its affiliates may not disclose such portfolio holdings until one day after they have been posted on www.invesco.com . You may also obtain the publicly available portfolio holdings information described above by contacting us at 1-800-959-4246.
           Selective disclosure of portfolio holdings pursuant to non-disclosure agreement. Employees of Invesco and its affiliates may disclose non-public full portfolio holdings on a selective basis only if the Internal Compliance Controls Committee (the ICCC) of Invesco approves the parties to whom disclosure of non-public full portfolio holdings will be made. The ICCC must determine that the proposed selective disclosure will be made for legitimate business purposes of the applicable Fund and is in the best interest of the applicable Fund’s shareholders. In making such determination, the ICCC will address any perceived conflicts of interest between shareholders of such Fund and Invesco or its affiliates as part of granting its approval.
          The Board exercises continuing oversight of the disclosure of Fund portfolio holdings by (1) overseeing the implementation and enforcement of the Holdings Disclosure Policy and the Invesco Funds Code of Ethics by the Chief Compliance Officer (or his designee) of Invesco and the Invesco Funds and (2) considering reports and recommendations by the Chief Compliance Officer concerning any material compliance matters (as defined in Rule 38a-1 under the 1940 Act and Rule 206(4)-7 under the Investment Advisers Act of 1940, as amended) that may arise in connection with the Holdings Disclosure Policy. Pursuant to the Holdings Disclosure Policy, the Board reviews the types of situations in which Invesco provides selective disclosure and
 
1   To locate the Fund’s portfolio holdings information on www.invesco.com , click on the Products and Performance tab, then click on the Mutual Funds link, then click on the Fund Overview link and select the Fund from the drop down menu. Links to the Fund’s portfolio holdings are located in the upper right side of this website page.

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approves situations involving perceived conflicts of interest between shareholders of the applicable Fund and Invesco or its affiliates brought to the Board’s attention by Invesco.
          Invesco discloses non-public full portfolio holdings information to the following persons in connection with the day-to-day operations and management of the Invesco Funds:
    Attorneys and accountants;
 
    Securities lending agents;
 
    Lenders to the Invesco Funds;
 
    Rating and rankings agencies;
 
    Persons assisting in the voting of proxies;
 
    Invesco Funds’ custodians;
 
    The Invesco Funds’ transfer agent(s) (in the event of a redemption in kind);
 
    Pricing services, market makers, or other persons who provide systems or software support in connection with Invesco Funds’ operations (to determine the price of securities held by an Invesco Fund);
 
    Financial printers;
 
    Brokers identified by the Invesco Funds’ portfolio management team who provide execution and research services to the team; and
 
    Analysts hired to perform research and analysis to the Invesco Funds’ portfolio management team.
          In many cases, Invesco will disclose current portfolio holdings on a daily basis to these persons. In these situations, Invesco has entered into non-disclosure agreements which provide that the recipient of the portfolio holdings will maintain the confidentiality of such portfolio holdings and will not trade on such information (Non-disclosure Agreements). Please refer to Appendix B for a list of examples of persons to whom Invesco provides non-public portfolio holdings on an ongoing basis.
          Invesco will also disclose non-public portfolio holdings information if such disclosure is required by applicable laws, rules or regulations, or by regulatory authorities having jurisdiction over Invesco and its affiliates or the Funds.
          The Holdings Disclosure Policy provides that Invesco will not request, receive or accept any compensation (including compensation in the form of the maintenance of assets in any Fund or other mutual fund or account managed by Invesco or one of its affiliates) for the selective disclosure of portfolio holdings information.
           Disclosure of certain portfolio holdings and related information without non-disclosure agreement. Invesco and its affiliates that provide services to the Funds, the Sub-Advisers and each of their employees may receive or have access to portfolio holdings as part of the day to day operations of the Funds.
          From time to time, employees of Invesco and its affiliates may express their views orally or in writing on one or more of the Funds’ portfolio securities or may state that a Fund has recently purchased or sold, or continues to own, one or more securities. The securities subject to these views and statements may be ones that were purchased or sold since a Fund’s most recent quarter-end and therefore may not be reflected on the list of the Fund’s most recent quarter-end portfolio holdings disclosed on the website. Such views and statements may be made to various persons, including members of the press, brokers and other financial intermediaries that sell shares of the Funds, shareholders in the applicable Fund, persons considering investing in the applicable Fund or representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k) plan or a trust and their advisers, and other entities for which Invesco or its affiliates provides or may provide investment advisory services. The nature and content of the views and statements provided to each of these persons may differ.

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          From time to time, employees of Invesco and its affiliates also may provide oral or written information (portfolio commentary) about a Fund, including, but not limited to, how the Fund’s investments are divided among various sectors, industries, countries, investment styles and capitalization sizes, and among stocks, bonds, currencies and cash, security types, bond maturities, bond coupons and bond credit quality ratings. This portfolio commentary may also include information on how these various weightings and factors contributed to Fund performance. Invesco may also provide oral or written information (statistical information) about various financial characteristics of a Fund or its underlying portfolio securities including, but not limited to, alpha, beta, R-squared, coefficient of determination, duration, maturity, information ratio, sharpe ratio, earnings growth, payout ratio, price/book value, projected earnings growth, return on equity, standard deviation, tracking error, weighted average quality, market capitalization, percent debt to equity, price to cash flow, dividend yield or growth, default rate, portfolio turnover, and risk and style characteristics. This portfolio commentary and statistical information about a Fund may be based on the Fund’s portfolio as of the most recent quarter-end or the end of some other interim period, such as month-end. The portfolio commentary and statistical information may be provided to various persons, including those described in the preceding paragraph. The nature and content of the information provided to each of these persons may differ.
           Disclosure of portfolio holdings by traders. Additionally, employees of Invesco and its affiliates may disclose one or more of the portfolio securities of a Fund when purchasing and selling securities through broker-dealers, requesting bids on securities, obtaining price quotations on securities, or in connection with litigation involving the Funds’ portfolio securities. Invesco does not enter into formal Non-disclosure Agreements in connection with these situations; however, the Funds would not continue to conduct business with a person who Invesco believed was misusing the disclosed information.
           Disclosure of portfolio holdings of other Invesco-managed products. Invesco and its affiliates manage products sponsored by companies other than Invesco, including investment companies, offshore funds, and separate accounts. In many cases, these other products are managed in a similar fashion to certain Invesco Funds (as defined herein) and thus have similar portfolio holdings. The sponsors of these other products managed by Invesco and its affiliates may disclose the portfolio holdings of their products at different times than Invesco discloses portfolio holdings for the Invesco Funds.
          Invesco provides portfolio holdings information for portfolios of Invesco Variable Insurance Funds (the Insurance Funds) to insurance companies whose variable annuity and variable life insurance accounts invest in the Insurance Funds (Insurance Companies). Invesco may disclose portfolio holdings information for the Insurance Funds to Insurance Companies with which Invesco has entered into Non-disclosure Agreements up to five days prior to the scheduled dates for Invesco’s disclosure of similar portfolio holdings information for other Invesco Funds on www.invesco.com . Invesco provides portfolio holdings information for the Insurance Funds to such Insurance Companies to allow them to disclose this information on their websites at approximately the same time that Invesco discloses portfolio holdings information for the other Invesco Funds on its website. Invesco manages the Insurance Funds in a similar fashion to certain other Invesco Funds and thus the Insurance Funds and such other Invesco Funds have similar portfolio holdings. Invesco does not disclose the portfolio holdings information for the Insurance Funds on its website, and not all Insurance Companies disclose this information on their websites.

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MANAGEMENT OF THE TRUST
Board of Trustees
          The Trustees and officers of the Trust, their principal occupations during at least the last five years and certain other information concerning them are set forth in Appendix C.
           Qualifications and Experience. In addition to the information set forth in Appendix C, the following sets forth additional information about the qualifications and experiences of each of the Trustees.
Bob R. Baker, Trustee
          Bob R. Baker has been a member of the Board of Trustees of the Invesco Funds and predecessors funds since 1982.
          Mr. Baker currently is Manager, USA Signs International LLC and China Consulting Connection LLC. Previously, Mr. Baker was president and chief executive officer of AMC Cancer Research Center in Denver, CO. He previously served as Chief Executive Officer and Chairman, First Columbia Financial Corporation and its operating subsidiaries, based in Englewood, CO. The Board believes that Mr. Baker’s experience as the CEO of a financial institution and familiarity with the financial services industry benefits the Funds.
Frank S. Bayley, Trustee
          Frank S. Bayley has been a member of the Board of Trustees of the Invesco Funds and its predecessor funds since 1985. Mr. Bayley is a business consultant in San Francisco. He is Chairman and a Director of the C. D. Stimson Company, a private investment company in Seattle.
          Mr. Bayley serves as a Trustee of the Seattle Art Museum, a Trustee of San Francisco Performances, and a Trustee and Overseer of The Curtis Institute of Music in Philadelphia. He also serves on the East Asian Art Committee of the Philadelphia Museum of Art and the Visiting Committee for Art of Asia, Oceana and Africa of the Museum of Fine Arts, Boston.
          Mr. Bayley is a retired partner of the international law firm of Baker & McKenzie LLP, where his practice focused on business acquisitions and venture capital transactions. Prior to joining Baker & McKenzie LLP in 1986, he was a partner of the San Francisco law firm of Chickering & Gregory. He received his A.B. from Harvard College in 1961, his LL.B. from Harvard Law School in 1964, and his LL.M. from Boalt Hall at the University of California, Berkeley, in 1965. Mr. Bayley served as a Trustee of the Badgley Funds from inception in 1998 until dissolution in 2007.
          The Board believes that Mr. Bayley’s experience as a business consultant and a lawyer benefits the Funds.
James T. Bunch, Trustee
          James T. Bunch has been a member of the Board of Trustees of the Invesco Funds and predecessor funds since 2000.
          Mr. Bunch is Founding Partner of Green Manning & Bunch, Ltd. a leading investment banking firm located in Denver, Colorado. Green Manning & Bunch is a FINRA-registered investment bank specializing in mergers and acquisitions, private financing of middle-market companies and corporate finance advisory services. Mr. Bunch and his partners formed Green Manning & Bunch in 1988. Immediately prior to forming Green Manning and Bunch, Mr. Bunch was Executive Vice President, General Counsel, and a Director of Boettcher & Company, then the leading investment banking firm in the Rocky Mountain region.

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          Mr. Bunch began his professional career as a practicing attorney. He joined the prominent Denver-based law firm of Davis Graham & Stubbs in 1970 and later rose to the position of Chairman and Managing Partner of the firm.
          At various other times during his career, Mr. Bunch has served as Chair of the NASD Business District Conduct Committee, and Chair of the Colorado Bar Association Ethics Committee.
          The Board believes that Mr. Bunch’s experience as an investment banker and investment management lawyer benefits the Funds.
Bruce K. Crockett, Trustee and Chair
          Bruce L. Crockett has been a member of the Board of Trustees of the Invesco Funds since 1978, and has served as Independent Chair of the Board of Trustees since 2004.
          Mr. Crockett has more than 30 years of experience in finance and general management in the banking, aerospace and telecommunications industries. From 1992 to 1996, he served as president, chief executive officer and a director of COMSAT Corporation, an international satellite and wireless telecommunications company.
          Mr. Crockett has also served, since 1996, as chairman of Crockett Technologies Associates, a strategic consulting firm that provides services to the information technology and communications industries. Mr. Crockett also serves on the Board of Directors of ACE Limited, a Zurich-based insurance company. He is a life trustee of the University of Rochester Board of Directors.
          The Board of Trustees elected Mr. Crockett to serve as its Independent Chair because of his extensive experience in managing public companies and familiarity with investment companies.
Albert R. Dowden, Trustee
          Albert R. Dowden has been a member of the Board of Trustees of the Invesco Funds since 2000.
          Mr. Dowden retired at the end of 1998 after a 24 -year career with Volvo Group North America, Inc. and Volvo Cars of North America, Inc. Mr. Dowden joined Volvo as general counsel in 1974 and was promoted to increasingly senior positions until 1991 when he was appointed president, chief executive officer and director of Volvo Group North America and senior vice president of Swedish parent company AB Volvo.
          Since retiring, Mr. Dowden continues to serve on the board of the Reich & Tang Funds and also serves on the boards of Homeowners of America Insurance Company and its parent company as well as Nature’s Sunshine Products, Inc. and The Boss Group. Mr. Dowden’s charitable endeavors currently focus on Boys & Girls Clubs where he has been active for many years as well as several other not-for-profit organizations.
          Mr. Dowden began his career as an attorney with a major international law firm, Rogers & Wells (1967-1976), which is now Clifford Chance.
          The Board believes that Mr. Dowden’s extensive experience as a corporate executive benefits the Funds.

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Jack M. Fields, Trustee
          Jack M. Fields has been a member of the Board of Trustees of the Invesco Funds since 1997.
          Mr. Fields served as a member of Congress, representing the 8 th Congressional District of Texas from 1980 to 1997. As a member of Congress, Mr. Fields served as Chairman of the House Telecommunications and Finance Subcommittee, which has jurisdiction and oversight of the Federal Communications Commission and the Securities and Exchange Commission. Mr. Fields co-sponsored the National Securities Markets Improvements Act of 1996, and played a leadership role in enactment of the Securities Litigation Reform Act.
          Mr. Fields currently serves as Chief Executive Officer of the Twenty-First Century Group in Washington, D.C., a bipartisan Washington consulting firm specializing in Federal government affairs.
          Mr. Fields also serves as a Director of Administaff (NYSE: ASF), a premier professional employer organization with clients nationwide. In addition, Jack sits on the Board of the Discovery Channel Global Education Fund, a nonprofit organization dedicated to providing educational resources to people in need around the world through the use of technology.
          The Board believes that Mr. Fields experience in the House of Representatives, especially concerning regulation of the securities markets, benefits the Funds.
Martin L. Flanagan Trustee
          Martin Flanagan has been a member of the Board of Trustees of the Invesco Group of Funds since 2007. Mr. Flanagan is president and chief executive officer of Invesco, Ltd., a position he has held since August 2005. He is also a member of the Board of Directors of Invesco, Ltd.
          Mr. Flanagan joined Invesco, Ltd. from Franklin Resources, Inc., where he was president and co-chief executive officer from January 2004 to July 2005. Previously he had been Franklin’s co-president from May 2003 to January 2004, chief operating officer and chief financial officer from November 1999 to May 2003, and senior vice president and chief financial officer from 1993 until November 1999.
          Mr. Flanagan served as director, executive vice president and chief operating officer of Templeton, Galbraith & Hansberger, Ltd. before its acquisition by Franklin in 1992. Before joining Templeton in 1983, he worked with Arthur Anderson & Co.
          Mr. Flanagan is a chartered financial analyst and a certified public accountant. He serves as vice chairman of the Investment Company Institute and a member of the executive board at the SMU Cox School of Business.
          The Board believes that Mr. Flanagan’s long experience as an executive in the investment management area benefits the Funds.
Carl Frischling, Trustee
          Carl Frischling has been a member of the Board of Trustees of the Invesco Funds since 1977. Mr. Frischling is senior partner of the Financial Services Group of Kramer Levin, a law firm that represents the Funds’ independent trustees. He is a pioneer in the field of bank-related mutual funds and has counseled clients in developing and structuring comprehensive mutual fund complexes. Mr. Frischling also advises mutual funds and their independent directors/trustees on their fiduciary obligations under federal securities laws.

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          Prior to his practicing law, he was chief administrative officer and general counsel of a large mutual fund complex that included a retail and institutional sales force, investment counseling and an internal transfer agent. During his ten years with the organization, he developed business expertise in a number of areas within the financial services complex. He served on the Investment Company Institute Board and was involved in ongoing matters with all of the regulatory areas overseeing this industry.
          Mr. Frischling is a board member of the Mutual Fund Director’s Forum. He also serves as a trustee of the Reich & Tang Funds, a registered investment company. Mr. Frischling serves as a Trustee of the Yorkville Youth Athletic Association and is a member of the Advisory Board of Columbia University Medical Center.
          The Board believes that Mr. Frischling’s experience as an investment management lawyer, and his long involvement with investment companies benefits the Funds.
Dr. Prema Mathai-Davis Trustee
          Prema Mathai-Davis has been a member of the Board of Trustee of the Invesco Group of Funds since 1998.
          Prior to her retirement in 2000, Dr. Mathai-Davis served as Chief Executive Officer of the YWCA of the USA. Prior to joining the YWCA, Dr. Mathai-Davis served as the Commissioner of the New York City Department for the Aging. She was a Commissioner of the New York Metropolitan Transportation Authority of New York, the largest regional transportation network in the U.S. Dr. Mathai-Davis also serves as a Trustee of the YWCA Retirement Fund, the first and oldest pension fund for women, and on the advisory board of the Johns Hopkins Bioethcs Institute. Dr. Mathai-Davis was the president and chief executive officer of the Community Agency for Senior Citizens, a non-profit social service agency that she established in 1981. She also directed the Mt. Sinai School of Medicine-Hunter College Long-Term Care Gerontology Center, one of the first of its kind.
          The Board believes that Dr. Mathai-Davis extensive experience in running public and charitable institutions benefits the Funds.
Lewis Pennock, Trustee
          Lewis Pennock has been a member of the Board of Trustees of the Invesco Funds since 1981. Mr. Pennock has been practicing law in Houston, Texas since 1967. His practice focuses primarily on commercial lending transactions.
          The Board believes that Mr. Pennock’s long association as a Trustee of the Funds and his extensive legal experience benefit the Funds.
Dr. Larry Soll, Trustee
          Dr. Larry Soll has been a member of the Board of Trustees of the Invesco Group of Funds and its predecessor since 1997.
          Formerly, Dr. Soll was chairman of the board (1987 to 1994), chief executive officer (1982 to 1989; 1993 to 1994), and president (1982 to 1989) of Synergen Corp., a biotechnology company, in Boulder, CO. He was also a faculty member at the University of Colorado (1974-1980).
          The Board believes that Dr. Soll’s experience as a chairman of a public company and in academia benefits the Fund.

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Raymond Stickel, Trustee
          Raymond Stickel retired after a 35-year career with Deloitte & Touche. For the last five years of his career, he was the managing partner of the Investment Management practice for the New York, New Jersey and Connecticut region. In addition to his management role, he directed audit and tax services to several mutual fund clients.
          Mr. Stickel began his career with Touche Ross & Co. in Dayton, Ohio, became a partner in 1976 and managing partner of the office in 1985. He also started and developed an investment management practice in the Dayton office that grew to become a significant source of investment management talent for the Firm. In Ohio, he served as the audit partner on numerous mutual funds and on public and privately held companies in other industries. Mr. Stickel has also served on the Firm’s Accounting and Auditing Executive Committee.
          The Board believes that Mr. Stickel’s experience as a partner in a large accounting firm working with investment managers and investment companies, and his status as an Audit Committee Financial Expert, benefits the Funds.
Philip Taylor, Trustee
          Philip Taylor has been a member of the Board of the Invesco Funds since 2006. Mr. Taylor has headed Invesco’s North American retail business as Senior Managing Director since April 2006. He previously served as chief executive officer of Invesco Trimark Investments since January 2002.
          Mr. Taylor joined Invesco in 1999 as senior vice president of operations and client services and later became executive vice president and chief operating officer.
          Mr. Taylor was president of Canadian retail broker Investors Group Securities from 1994 to 1997 and managing partner of Meridian Securities, an execution and clearing broker, from 1989 to 1994. He held various management positions with Royal Trust, now part of Royal Bank of Canada, from 1982 to 1989. He began his career in consumer brand management in the U.S. and Canada with Richardson-Vicks, now part of Procter & Gamble.
          The Board believes that Mr. Taylor’s long experience in the investment management business benefits the Funds.
Management Information
          The Trustees have the authority to take all actions necessary in connection with the business affairs of the Trust, including, among other things, approving the investment objectives, policies and procedures for the Funds. The Trust enters into agreements with various entities to manage the day-to-day operations of the Funds, including the Funds’ investment advisers, administrator, transfer agent, distributor and custodians. The Trustees are responsible for selecting these service providers and approving the terms of their contracts with the Funds, and exercising general oversight of these service providers on an ongoing basis.
          Certain trustees and officers of the Trust are affiliated with Invesco and Invesco Ltd., the parent corporation of Invesco. All of the Trust’s executive officers hold similar offices with some or all of the other Funds.
           Leadership Structure and the Board of Trustees . The Board is currently composed of thirteen Trustees, including eleven Trustees who are not “interested persons” of the Fund, as that term is defined in the 1940 Act (collectively, the Independent Trustees and each an Independent Trustee). In addition to eight regularly scheduled meetings per year, the Board holds special meetings or informal conference calls to discuss specific matters that may require action prior to

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the next regular meeting. As discussed below, the Board has established six committees to assist the Board in performing its oversight responsibilities.
          The Board has appointed an Independent Trustee to serve in the role of Chairman. The Chairman’s primary role is to participate in the preparation of the agenda for meetings of the Board and the identification of information to be presented to the Board and matters to be acted upon by the Board. The Chairman also presides at all meetings of the Board and acts as a liaison with service providers, officers, attorneys, and other Trustees generally between meetings. The Chairman may perform such other functions as may be requested by the Board from time to time. Except for any duties specified herein or pursuant to the Trust’s Declaration of Trust or By-laws, the designation of Chairman does not impose on such Independent Trustee any duties, obligations or liability that is greater than the duties, obligations or liability imposed on such person as a member of the Board, generally. The Fund has substantially the same leadership structure as the Trust.
           Risk Oversight. The Board considers risk management issues as part of its general oversight responsibilities throughout the year at regular meetings of the Investments, Audit, Compliance and Valuation, Distribution and Proxy Oversight Committees (as defined and further described below). These Committees in turn report to the full Board and recommend actions and approvals for the full Board to take.
          Invesco prepares regular reports that address certain investment, valuation and compliance matters, and the Board as a whole or the Committees may also receive special written reports or presentations on a variety of risk issues at the request of the Board, a Committee or the Senior Officer. In addition, the Audit Committee of the Board meets regularly with Invesco Ltd.’s internal audit group to review reports on their examinations of functions and processes within the Adviser that affect the Funds.
          The Investments Committee and its sub-committees receive regular written reports describing and analyzing the investment performance of the Funds. In addition, the portfolio managers of the Funds meet regularly with the sub-committees of the Investment Committee to discuss portfolio performance, including investment risk, such as the impact on the Funds of the investment in particular securities or instruments, such as derivatives. To the extent that a Fund changes a particular investment strategy that could have a material impact on the Fund’s risk profile, the Board generally is consulted in advance with respect to such change.
          The Adviser provides regular written reports to the Valuation, Distribution and Proxy Oversight Committee that enable the Committee to monitor the number of fair valued securities in a particular portfolio, the reasons for the fair valuation and the methodology used to arrive at the fair value. Such reports also include information concerning illiquid securities within a Fund’s portfolio. In addition, the Audit Committee reviews valuation procedures and pricing results with the Fund’s independent auditors in connection with such Committee’s review of the results of the audit of the Fund’s year end financial statement.
          The Compliance Committee receives regular compliance reports prepared by the Adviser’s compliance group and meets regularly with the Fund’s Chief Compliance Officer (CCO) to discuss compliance issues, including compliance risks. As required under SEC rules, the Independent Trustees meet at least quarterly in executive session with the CCO and the Fund’s CCO prepares and presents an annual written compliance report to the Board. The Compliance Committee recommends and the Board adopts compliance policies and procedures for the Fund and approves such procedures for the Fund’s service providers. The compliance policies and procedures are specifically designed to detect and prevent and correct violations of the federal securities laws
           Committee Structure. The standing committees of the Board are the Audit Committee, the Compliance Committee, the Governance Committee, the Investments Committee, the Valuation, Distribution and Proxy Oversight Committee and the Special Market Timing Litigation Committee (the Committees).

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          The members of the Audit Committee are Messrs. James T. Bunch (Vice-Chair), Bruce L. Crockett, Lewis F. Pennock, Raymond Stickel, Jr. (Chair) and Dr. Larry Soll. The Audit Committee’s primary purposes are to: (i) oversee qualifications, independence and performance of the independent registered public accountants; (ii) appoint independent registered public accountants for the Funds; (iii) pre-approve all permissible audit and non-audit services that are provided to Funds by their independent registered public accountants to the extent required by Section 10A(h) and (i) of the Exchange Act; (iv) pre-approve, in accordance with Rule 2-01(c)(7)(ii) of Regulation S-X, certain non-audit services provided by the Funds’ independent registered public accountants to the Adviser and certain other affiliated entities; (v) review the audit and tax plans prepared by the independent registered public accountants; (vi) review the Funds’ audited financial statements; (vii) review the process that management uses to evaluate and certify disclosure controls and procedures in Form N-CSR; (viii) review the process for preparation and review of the Funds’ shareholder reports; (ix) review certain tax procedures maintained by the Funds; (x) review modified or omitted officer certifications and disclosures; (xi) review any internal audits of the Funds; (xii) establish procedures regarding questionable accounting or auditing matters and other alleged violations; (xiii) set hiring policies for employees and proposed employees of the Funds who are employees or former employees of the independent registered public accountants; and (xiv) remain informed of (a) the Funds’ accounting systems and controls, (b) regulatory changes and new accounting pronouncements that affect the Funds’ net asset value calculations and financial statement reporting requirements, and (c) communications with regulators regarding accounting and financial reporting matters that pertain to the Funds. During the fiscal year ended March 31, 2010, the Audit Committee held [six] meetings.
          The members of the Compliance Committee are Messrs. Frank S. Bayley, Crockett (Chair), Albert R. Dowden (Vice Chair) and Stickel. The Compliance Committee is responsible for: (i) recommending to the Board and the independent trustees the appointment, compensation and removal of the Funds’ Chief Compliance Officer; (ii) recommending to the independent trustees the appointment, compensation and removal of the Funds’ Senior Officer appointed pursuant to the terms of the Assurances of Discontinuance entered into by the New York Attorney General, Invesco and INVESCO Funds Group, Inc. (IFG); (iii) reviewing any report prepared by a third party who is not an interested person of Invesco, upon the conclusion by such third party of a compliance review of Invesco; (iv) reviewing all reports on compliance matters from the Funds’ Chief Compliance Officer, (v) reviewing all recommendations made by the Senior Officer regarding Invesco’s compliance procedures, (vi) reviewing all reports from the Senior Officer of any violations of state and federal securities laws, the Colorado Consumer Protection Act, or breaches of Invesco’s fiduciary duties to Fund shareholders and of Invesco’s Code of Ethics; (vii) overseeing all of the compliance policies and procedures of the Funds and their service providers adopted pursuant to Rule 38a-1 of the 1940 Act; (viii) from time to time, reviewing certain matters related to redemption fee waivers and recommending to the Board whether or not to approve such matters; (ix) receiving and reviewing quarterly reports on the activities of Invesco’s Internal Compliance Controls Committee; (x) reviewing all reports made by Invesco’s Chief Compliance Officer; (xi) reviewing and recommending to the independent trustees whether to approve procedures to investigate matters brought to the attention of Invesco’s ombudsman; (xii) risk management oversight with respect to the Funds and, in connection therewith, receiving and overseeing risk management reports from Invesco Ltd. that are applicable to the Funds or their service providers; and (xiii) overseeing potential conflicts of interest that are reported to the Compliance Committee by Invesco, the Chief Compliance Officer, the Senior Officer and/or the Compliance Consultant. During the fiscal year ended March 31, 2010, the Compliance Committee [held seven meetings].
          The members of the Governance Committee are Messrs. Bob R. Baker, Bayley, Dowden (Chair), Jack M. Fields (Vice Chair), Carl Frischling and Dr. Prema Mathai-Davis. The Governance Committee is responsible for: (i) nominating persons who will qualify as independent trustees for (a) election as trustees in connection with meetings of shareholders of the Funds that are called to vote on the election of trustees, (b) appointment by the Board as trustees in

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connection with filling vacancies that arise in between meetings of shareholders; (ii) reviewing the size of the Board, and recommending to the Board whether the size of the Board shall be increased or decreased; (iii) nominating the Chair of the Board; (iv) monitoring the composition of the Board and each committee of the Board, and monitoring the qualifications of all trustees; (v) recommending persons to serve as members of each committee of the Board (other than the Compliance Committee), as well as persons who shall serve as the chair and vice chair of each such committee; (vi) reviewing and recommending the amount of compensation payable to the independent trustees; (vii) overseeing the selection of independent legal counsel to the independent trustees; (viii) reviewing and approving the compensation paid to independent legal counsel to the independent trustees; (ix) reviewing and approving the compensation paid to counsel and other advisers, if any, to the Committees of the Board; and (x) reviewing as they deem appropriate administrative and/or logistical matters pertaining to the operations of the Board. During the fiscal year ended March 31, 2010, the Governance Committee [held eight meetings].
          The Governance Committee will consider nominees recommended by a shareholder to serve as trustees, provided: (i) that such person is a shareholder of record at the time he or she submits such names and is entitled to vote at the meeting of shareholders at which trustees will be elected; and (ii) that the Governance Committee or the Board, as applicable, shall make the final determination of persons to be nominated. Notice procedures set forth in the Trust’s bylaws require that any shareholder of a Fund desiring to nominate a trustee for election at a shareholder meeting must submit to the Trust’s Secretary the nomination in writing not later than the close of business on the later of the 90 th day prior to such shareholder meeting or the tenth day following the day on which public announcement is made of the shareholder meeting and not earlier than the close of business on the 120 th day prior to the shareholder meeting.
          The members of the Investments Committee are Messrs. Baker (Vice Chair), Bayley (Chair), Bunch, Crockett, Dowden, Fields, Martin L. Flanagan, Frischling, Pennock, Stickel, Philip A. Taylor and Drs. Mathai-Davis (Vice Chair) and Soll (Vice-Chair). The Investments Committee’s primary purposes are to: (i) assist the Board in its oversight of the investment management services provided by Invesco Ltd. and the Sub-Advisers; and (ii) review all proposed and existing advisory and sub-advisory arrangements for the Funds, and to recommend what action the full Boards and the independent trustees take regarding the approval of all such proposed arrangements and the continuance of all such existing arrangements. During the fiscal year ended March 31, 2010, the Investments Committee [held six meetings].
          The Investments Committee has established three Sub-Committees. The Sub-Committees are responsible for: (i) reviewing the performance, fees and expenses of the Funds that have been assigned to a particular Sub-Committee (for each Sub-Committee, the Designated Funds), unless the Investments Committee takes such action directly; (ii) reviewing with the applicable portfolio managers from time to time the investment objective(s), policies, strategies and limitations of the Designated Funds; (iii) evaluating the investment advisory, sub-advisory and distribution arrangements in effect or proposed for the Designated Funds, unless the Investments Committee takes such action directly; (iv) being familiar with the registration statements and periodic shareholder reports applicable to their Designated Funds; and (v) such other investment-related matters as the Investments Committee may delegate to the Sub-Committee from time to time.
               The members of the Valuation, Distribution and Proxy Oversight Committee are Messrs. Baker, Bunch, Fields, Frischling (Chair), Pennock (Vice Chair), Taylor and Drs. Mathai-Davis and Soll. The primary purposes of the Valuation, Distribution and Proxy Oversight Committee are: (a) to address issues requiring action or oversight by the Board of the Invesco Funds (i) in the valuation of the Invesco Funds’ portfolio securities consistent with the Pricing Procedures, (ii) in oversight of the creation and maintenance by the principal underwriters of the Invesco Funds of an effective distribution and marketing system to build and maintain an adequate asset base and to create and maintain economies of scale for the Invesco Funds, (iii) in

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the review of existing distribution arrangements for the Invesco Funds under Rule 12b-1 and Section 15 of the 1940 Act, and (iv) in the oversight of proxy voting on portfolio securities of the Funds; and (b) to make regular reports to the full Boards of the Invesco Funds.
          The Valuation, Distribution and Proxy Oversight Committee is responsible for: (a) with regard to valuation, (i) developing an understanding of the valuation process and the Pricing Procedures, (ii) reviewing the Pricing Procedures and making recommendations to the full Board with respect thereto, (iii) reviewing the reports described in the Pricing Procedures and other information from Invesco Ltd. regarding fair value determinations made pursuant to the Pricing Procedures by Invesco’s internal valuation committee and making reports and recommendations to the full Board with respect thereto, (iv) receiving the reports of Invesco’s internal valuation committee requesting approval of any changes to pricing vendors or pricing methodologies as required by the Pricing Procedures and the annual report of Invesco Ltd. evaluating the pricing vendors, approving changes to pricing vendors and pricing methodologies as provided in the Pricing Procedures, and recommending annually the pricing vendors for approval by the full Board; (v) upon request of Invesco, assisting Invesco’s internal valuation committee or the full Board in resolving particular fair valuation issues; (vi) reviewing the reports described in the Procedures for Determining the Liquidity of Securities (the Liquidity Procedures) and other information from Invesco Ltd. regarding liquidity determinations made pursuant to the Liquidity Procedures by Invesco Ltd. and making reports and recommendations to the full Board with respect thereto, and (vii) overseeing actual or potential conflicts of interest by investment personnel or others that could affect their input or recommendations regarding pricing or liquidity issues; (b) with regard to distribution; (b) with regard to distribution and marketing, (i) developing an understanding of mutual fund distribution and marketing channels and legal, regulatory and market developments regarding distribution, (ii) reviewing periodic distribution and marketing determinations and annual approval of distribution arrangements and making reports and recommendations to the full Board with respect thereto, and (iii) reviewing other information from the principal underwriters to the Invesco Funds regarding distribution and marketing of the Invesco Funds and making recommendations to the full Board with respect thereto; and (c) with regard to proxy voting, (i) overseeing the implementation of the Proxy Voting Guidelines (the Guidelines) and the Proxy Policies and Procedures (the Proxy Procedures) by Invesco Ltd. and the Sub-Advisers, reviewing the Quarterly Proxy Voting Report and making recommendations to the full Board with respect thereto, (ii) reviewing the Guidelines and the Proxy Procedures and information provided by Invesco Ltd. and the Sub-Advisers regarding industry developments and best practices in connection with proxy voting and making recommendations to the full Board with respect thereto, and (iii) in implementing its responsibilities in this area, assisting Invesco Ltd. in resolving particular proxy voting issues. The Valuation, Distribution and Proxy Oversight Committee was formed effective January 1, 2008. It succeeded the Valuation Committee which existed prior to 2008. During the fiscal year ended March 31, 2010, the Valuation, Distribution and Proxy Oversight Committee [held four meetings].
          The members of the Special Market Timing Litigation Committee are Messrs. Bayley, Bunch (Chair), Crockett and Dowden (Vice Chair). The Special Market Timing Litigation Committee is responsible: (i) for receiving reports from time to time from management, counsel for management, counsel for the Invesco Funds and special counsel for the independent trustees, as applicable, related to (a) the civil lawsuits, including purported class action and shareholder derivative suits, that have been filed against Funds concerning alleged excessive short term trading in shares of the Invesco Funds (market timing) and (b) the civil enforcement actions and investigations related to market timing activity in the Invesco Funds that were settled with certain regulators, including without limitation the SEC, the New York Attorney General and the Colorado Attorney General, and for recommending to the independent trustees what actions, if any, should be taken by the Invesco Funds in light of all such reports; (ii) for overseeing the investigation(s) on behalf of the independent trustees by special counsel for the independent trustees and the independent trustees’ financial expert of market timing activity in the Invesco Funds, and for recommending to the independent trustees what actions, if any, should be taken by the Invesco Funds in light of the results of such investigation(s); (iii) for (a) reviewing the

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methodology developed by Invesco Ltd.’s Independent Distribution Consultant (the Distribution Consultant) for the monies ordered to be paid under the settlement order with the SEC, and making recommendations to the independent trustees as to the acceptability of such methodology and (b) recommending to the independent trustees whether to consent to any firm with which the Distribution Consultant is affiliated entering into any employment, consultant, attorney-client, auditing or other professional relationship with Invesco, or any of its present or former affiliates, directors, officers, employees or agents acting in their capacity as such for the period of the Distribution Consultant’s engagement and for a period of two years after the engagement; and (iv) for taking reasonable steps to ensure that any Invesco Fund which the Special Market Timing Litigation Committee determines was harmed by improper market timing activity receives what the Special Market Timing Litigation Committee deems to be full restitution. During the fiscal year ended March 31, 2010, the Special Market Timing Litigation Committee [did not meet].
Trustee Ownership of Fund Shares
          The dollar range of equity securities beneficially owned by each trustee (i) in the Funds and (ii) on an aggregate basis, in all registered investment companies overseen by the trustee within the Invesco Funds complex, is set forth in Appendix C.
Compensation
          Each trustee who is not affiliated with Invesco is compensated for his or her services according to a fee schedule that recognizes the fact that such trustee also serves as a trustee of other Invesco Funds. Each such trustee receives a fee, allocated among the Invesco Funds for which he or she serves as a trustee, that consists of an annual retainer component and a meeting fee component. The Chair of the Board and Chairs and Vice Chairs of certain committees receive additional compensation for their services. Information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with Invesco during the year ended March 31, 2010 is found in Appendix D.
Retirement Plan For Trustees
          The trustees have adopted a retirement plan secured by the Funds for the trustees of the Trust who are not affiliated with Invesco. The trustees also have adopted a retirement policy that permits each non-Invesco-affiliated trustee to serve until December 31 of the year in which the trustee turns 75. A majority of the trustees may extend from time to time the retirement date of a trustee.
          Annual retirement benefits are available to each non-Invesco-affiliated trustee of the Trust and/or the other Invesco Funds (each, a Covered Fund) who became a trustee prior to December 1, 2008 and has at least five years of credited service as a trustee (including service to a predecessor fund) for a Covered Fund. Effective January 1, 2006, for retirements after December 31, 2005, the retirement benefits will equal 75% of the trustee’s annual retainer paid to or accrued by any Covered Fund with respect to such trustee during the twelve-month period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation agreement between the Covered Fund and the trustee. The amount of the annual retirement benefit does not include additional compensation paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the trustee or deferred. The annual retirement benefit is payable in quarterly installments for a number of years equal to the lesser of (i) sixteen years or (ii) the number of such trustee’s credited years of service. If a trustee dies prior to receiving the full amount of retirement benefits, the remaining payments will be made to the deceased trustee’s designated beneficiary for the same length of time that the trustee would have received the payments based on his or her service or if the trustee has elected, in a discounted lump sum payment. A trustee must have attained the age of 65 (60 in the event of

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death or disability) to receive any retirement benefit. A trustee may make an irrevocable election to commence payment of retirement benefits upon retirement from the Board before age 72; in such a case, the annual retirement benefit is subject to a reduction for early payment.
Deferred Compensation Agreements
          Messrs. Crockett, Edward K. Dunn (a former trustee), Fields and Frischling and Drs. Mathai-Davis and Soll (for purposes of this paragraph only, the Deferring Trustees) have each executed a Deferred Compensation Agreement (collectively, the Compensation Agreements). Pursuant to the Compensation Agreements, the Deferring Trustees have the option to elect to defer receipt of up to 100% of their compensation payable by the Trust, and such amounts are placed into a deferral account and deemed to be invested in one or more Invesco Funds selected by the Deferring Trustees. Distributions from the Deferring Trustees’ deferral accounts will be paid in cash, generally in equal quarterly installments over a period of up to ten (10) years (depending on the Compensation Agreement) beginning on the date selected under the Compensation Agreement. If a Deferring Trustee dies prior to the distribution of amounts in his or her deferral account, the balance of the deferral account will be distributed to his or her designated beneficiary. The Compensation Agreements are not funded and, with respect to the payments of amounts held in the deferral accounts, the Deferring Trustees have the status of unsecured creditors of the Trust and of each other Invesco Fund from which they are deferring compensation.
Purchase of Class A Shares of the Funds at Net Asset Value
          The trustees and other affiliated persons of the Trust may purchase Class A shares of the Invesco Funds without paying an initial sales charge. Invesco Distributors permits such purchases because there is a reduced sales effort involved in sales to such purchasers, thereby resulting in relatively low expenses of distribution. For a complete description of the persons who will not pay an initial sales charge on purchases of Class A shares of the Invesco Funds, see “Purchase, Redemption and Pricing of Shares — Purchase and Redemption of Shares — Purchases of Class A Shares, Class A2 Shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund and Invesco Cash Reserve Shares of Invesco Money Market Fund — Purchases of Class A Shares at Net Asset Value.”
Code of Ethics
          Invesco, the Trust, Invesco Distributors and the Sub-Advisers each have adopted a Code of Ethics that applies to all Invesco Fund trustees and officers, and employees of Invesco, the Sub-Advisers and their affiliates, and governs, among other things, the personal trading activities of all such persons. Unless specifically noted, each Sub-Advisers’ Codes of Ethics do not materially differ from Invesco Code of Ethics discussed below. The Code of Ethics is intended to address conflicts of interest with the Trust that may arise from personal trading, including personal trading in most of the Invesco Funds. Personal trading, including personal trading involving securities that may be purchased or held by an Invesco Fund, is permitted under the Code subject to certain restrictions; however, employees are required to pre-clear security transactions with the Compliance Officer or a designee and to report transactions on a regular basis.
Proxy Voting Policies
          Invesco is comprised of two business divisions, Invesco and Invesco Institutional, each of which have adopted their own specific Proxy Voting Policies.

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     The Board has delegated responsibility for decisions regarding proxy voting for securities held by each Fund to the following Adviser/Sub-Adviser(s), including as appropriate, separately to the named division of the Adviser:
     Invesco (the Proxy Voting Entity) will vote such proxies in accordance with the proxy policies and procedures, as outlined above, which have been reviewed and approved by the Board, and which are found in Appendix E. Any material changes to the proxy policies and procedures will be submitted to the Board for approval. The Board will be supplied with a summary quarterly report of each Fund’s proxy voting record. Information regarding how the Funds voted proxies related to their portfolio securities during the 12 months ended June 30, 2009 is available without charge at our web site, www.invesco.com . This information is also available at the SEC website, http://www.sec.gov.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
     Information about the ownership of each class of the Funds’ shares by beneficial or record owners of such Fund and by trustees and officers as a group is found in Appendix [F]. A shareholder who owns beneficially 25% or more of the outstanding shares of a Fund is presumed to “control” that Fund.
INVESTMENT ADVISORY AND OTHER SERVICES
Investment Adviser
     Invesco serves as the Funds’ investment adviser. The Adviser managers the investment operations of the Funds as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Funds’ day-to-day management. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976. Invesco is an indirect, wholly owned subsidiary of Invesco Ltd. Invesco Ltd. and its subsidiaries are an independent global investment management group. Certain of the directors and officers of Invesco are also executive officers of the Trust and their affiliations are shown under “Management Information” herein.
     As investment adviser, Invesco supervises all aspects of the Funds’ operations and provides investment advisory services to the Funds. Invesco obtains and evaluates economic, statistical and financial information to formulate and implement investment programs for the Funds. The Master Investment Advisory Agreement (Advisory Agreement) provides that, in fulfilling its responsibilities, Invesco may engage the services of other investment managers with respect to one or more of the Funds. The investment advisory services of Invesco are not exclusive and Invesco is free to render investment advisory services to others, including other investment companies.
     Invesco is also responsible for furnishing to the Funds, at Invesco’s expense, the services of persons believed to be competent to perform all supervisory and administrative services required by the Funds, which in the judgment of the trustees, are necessary to conduct the respective businesses of the Funds effectively, as well as the offices, equipment and other facilities necessary for their operations. Such functions include the maintenance of each Fund’s accounts and records, and the preparation of all requisite corporate documents such as tax returns and reports to the SEC and shareholders.

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     The Advisory Agreement provides that each Fund will pay or cause to be paid all expenses of such Fund not assumed by Invesco, including, without limitation: brokerage commissions, taxes, legal, auditing or governmental fees, custodian, transfer and shareholder service agent costs, expenses of issue, sale, redemption, and repurchase of shares, expenses of registering and qualifying shares for sale, expenses relating to trustee and shareholder meetings, the cost of preparing and distributing reports and notices to shareholders, the fees and other expenses incurred by the Trust on behalf of each Fund in connection with membership in investment company organizations, and the cost of printing copies of prospectuses and statements of additional information distributed to the Funds’ shareholders.
     Invesco, at its own expense, furnishes to the Trust office space and facilities. Invesco furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series of shares.
     Pursuant to its Advisory Agreement with the Trust, Invesco receives a monthly fee from each Fund calculated at the annual rates indicated in the second column below, based on the average daily net assets of each Fund during the year. Each Fund allocates advisory fees to a class based on the relative net assets of each class.
               
Fund Name     Net Assets   Annual Rate
Invesco Energy Fund
    First $350 million     0.75 %
Invesco Financial Services Fund
    Next $350 million     0.65 %
Invesco Leisure Fund
    Next $1.3 billion     0.55 %
Invesco Technology Fund
    Next $2 billion     0.45 %
Invesco Utilities Fund
    Next $2 billion     0.40 %
 
    Next $2 billion     0.375 %
 
    Over $8 billion     0.35 %
     Effective January 1, 2005, the advisor has contractually agreed to waive advisory fees to the extent necessary so that the advisory fees payable by each Fund do not exceed the maximum advisory fee rate set forth in the third column below. The maximum advisory fee rates are effective through the Committed Until Date set forth in the fourth column.
             
            Maximum
    Annual Rate/Net Asset   Maximum Advisory Fee   Advisory Fee
    Per Advisory   Rate After January 1,   Rates Committed
Fund Name   Agreement   2005   Until Date
Invesco Gold & Precious Metals Fund,
  0.75% of first $350 M   0.75% of the first $250M   June 30, 2010
 
  0.65% of next $350 M   0.74% of the next $250M    
 
  0.55% of the next $1.3B   0.73% of the next $500M    
 
  0.45% of next $2 B   0.72% of the next $1.5B    
 
  0.40% of next $2 B   0.71% of the next $2.5B    
 
  0.375% of next $2 B   0.70% of the next $2.5B    
 
  0.35% of amount over $8 B   0.69% of the next $2.5B    
 
    0.68% of the excess over $10B    
     Invesco may from time to time waive or reduce its fee. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors. During periods of voluntary fee waivers or reductions, Invesco will retain its ability to be reimbursed for such fee prior to the end of the respective fiscal year in which the voluntary fee waiver or reduction was made. Contractual fee waivers or reductions set forth in the Fee Table in a Prospectus may not

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be terminated or amended to the Funds’ detriment during the period stated in the agreement between Invesco and the Fund.
     Invesco has contractually agreed through at least June 30, 2011, to waive advisory fees payable by each Fund in an amount equal to 100% of the advisory fee Invesco receives from the Affiliated Money Market Funds as a result of each Fund’s investment of uninvested cash in the Affiliated Money Market Funds. See “Description of the Funds and Their Investments and Risks – Investment Strategies and Risks – Other Investments – Other Investment Companies.”
     Invesco also has contractually agreed through at least August 31, 2011, to waive advisory fees or reimburse expenses to the extent necessary to limit total annual fund operating expenses (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items; and (v) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement) for the following Funds’ shares:
         
Fund   Expense Limitation
Invesco Energy Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
Institutional Class Shares
    1.75 %
 
       
Invesco Financial Services Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
 
       
Invesco Gold & Precious Metals Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
 
       
Invesco Leisure Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class R Shares
    2.25 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
 
       
Invesco Technology Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
Institutional Class Shares
    1.75 %

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Fund   Expense Limitation
Invesco Utilities Fund
       
Class A Shares
    2.00 %
Class B Shares
    2.75 %
Class C Shares
    2.75 %
Class Y Shares
    1.75 %
Investor Class Shares
    2.00 %
Institutional Class Shares
    1.75 %
     The total annual fund operating expenses used in determining whether a fund meets or exceeds the expense limitations described above do not include Acquired Fund Fees and Expenses, which are required to be disclosed and included in the total annual fund operating expenses in a fund’s prospectus fee table. Acquired Fund Fees and Expenses are not operating expenses of the Fund directly, but are fees and expenses, including management fees of the investment companies in which the Fund invest. As a result, the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement may exceed a Fund’s expense limit.
     Such contractual fee waivers or reductions are set forth in the Fee Table to each Fund’s Prospectus. Unless the Board of Trustees and Invesco mutually agree to amend or continue the fee waiver agreement, it will terminate on June 30, 2012.
     The management fees payable by each Fund, the amounts waived by Invesco and the net fees paid by each Fund for the last three fiscal years ended March 31 are found in Appendix G.
Investment Sub-Advisers
     Invesco has entered into a Sub-Advisory Agreement with certain affiliates to serve as sub-advisers to each Fund, pursuant to which these affiliated sub-advisers may be appointed by Invesco from time to time to provide discretionary investment management services, investment advice, and/or order execution services to the Funds. These affiliated sub-advisers, each of which is a registered investment adviser under the Investment Advisers Act of 1940 are:
Invesco Asset Management Deutschland Gmbh (Invesco Deutschland)
Invesco Asset Management Limited (Invesco Asset Management)
Invesco Asset Management (Japan) Limited (Invesco Japan)
Invesco Australia Limited (Invesco Australia)
Invesco Hong Kong Limited (Invesco Hong Kong)
Invesco Senior Secured Management, Inc. (Invesco Senior Secured)
Invesco Trimark Ltd. (Invesco Trimark); (each a Sub-Adviser and collectively, the Sub-Advisers).
     Invesco and each Sub-Adviser are indirect wholly owned subsidiaries of Invesco Ltd.
The only fees payable to the Sub-Advisers under the Sub-Advisory Agreement are for providing discretionary investment management services. For such services, Invesco will pay each Sub-Adviser a fee, computed daily and paid monthly, equal to (i) 40% of the monthly compensation that Invesco receives from the Trust, multiplied by (ii) the fraction equal to the net assets of such Fund as to which such Sub-Adviser shall have provided discretionary investment management services for that month divided by the net assets of such Fund for that month. Pursuant to the Sub-Advisory Agreement, this fee is reduced to reflect contractual or voluntary fee waivers or expense limitations by Invesco, if any, in effect from time to time. In no event shall the aggregate monthly fees paid to the Sub-Advisers under the Sub-Advisory Agreement exceed 40% of the monthly compensation that Invesco receives from the Trust pursuant to its advisory agreement with the Trust, as reduced to reflect contractual or voluntary fees waivers or expense limitations by Invesco, if any.

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Portfolio Managers
          Appendix H contains the following information regarding the portfolio managers identified in each Fund’s prospectus:
    The dollar range of the managers’ investments in each Fund.
 
    A description of the managers’ compensation structure.
Information regarding other accounts managed by the manager and potential conflicts of interest that might arise from the management of multiple accounts.
Securities Lending Arrangements
          If a Fund engages in securities lending, Invesco will provide the Fund investment advisory services and related administrative services. The Advisory Agreement describes the administrative services to be rendered by Invesco if a Fund engages in securities lending activities, as well as the compensation Invesco may receive for such administrative services. Services to be provided include: (a) overseeing participation in the securities lending program to ensure compliance with all applicable regulatory and investment guidelines; (b) assisting the securities lending agent or principal (the agent) in determining which specific securities are available for loan; (c) monitoring the agent to ensure that securities loans are effected in accordance with Invesco’s instructions and with procedures adopted by the Board; (d) preparing appropriate periodic reports for, and seeking appropriate approvals from, the Board with respect to securities lending activities; (e) responding to agent inquiries; and (f) performing such other duties as may be necessary.
          Invesco’s compensation for advisory services rendered in connection with securities lending is included in the advisory fee schedule. As compensation for the related administrative services Invesco will provide, a lending Fund will pay Invesco a fee equal to 25% of the net monthly interest or fee income retained or paid to the Fund from such activities. Invesco currently waives such fee, and has agreed to seek Board approval prior to its receipt of all or a portion of such fee.
Service Agreements
Administrative Services Agreement. Invesco and the Trust have entered into a Master Administrative Services Agreement (Administrative Services Agreement) pursuant to which Invesco may perform or arrange for the provision of certain accounting and other administrative services to each Fund which are not required to be performed by Invesco under the Advisory Agreement. The Administrative Services Agreement provides that it will remain in effect and continue from year to year only if such continuance is specifically approved at least annually by the Board, including the independent trustees, by votes cast in person at a meeting called for such purpose. Under the Administrative Services Agreement, Invesco is entitled to receive from the Funds reimbursement of its costs or such reasonable compensation as may be approved by the Board. Currently, Invesco is reimbursed for the services of the Trust’s principal financial officer and her staff and any expenses related to fund accounting services.
          Administrative services fees paid to Invesco by each Fund for the last three fiscal years ended March 31 are found in Appendix I.

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Other Service Providers
      Transfer Agent . Invesco Investment Services, Inc., (Invesco Investment Services), 11 Greenway Plaza, Suite 100, Houston, Texas 77046, a wholly owned subsidiary of Invesco, is the Trust’s transfer agent.
     The Transfer Agency and Service Agreement (the TA Agreement) between the Trust and Invesco Investment Services provides that Invesco Investment Services will perform certain services related to the servicing of shareholders of the Funds. Other such services may be delegated or sub-contracted to third party intermediaries. For servicing accounts holding Class A, A3, B, C, P, R, S, Y, Invesco Cash Reserve and Investor Class shares, the TA Agreement provides that the Trust, on behalf of the Funds, will pay Invesco Investment Services an annual fee per open shareholder account plus certain out of pocket expenses. This fee is paid monthly at the rate of 1/12 of the annual rate and is based upon the number of open shareholder accounts during each month. For servicing accounts holding Institutional Class shares, the TA Agreement provides that the Trust, on behalf of the Funds, will pay Invesco Investment Services a fee per trade executed, to be billed monthly, plus certain out-of-pocket expenses. In addition, all fees payable by Invesco Investment Services or its affiliates to third party intermediaries who service accounts pursuant to sub-transfer agency, omnibus account services and sub-accounting agreements are charged back to the Funds, subject to certain limitations approved by the Board of the Trust. These payments are made in consideration of services that would otherwise be provided by Invesco Investment Services if the accounts serviced by such intermediaries were serviced by Invesco Investment Services directly. For more information regarding such payments to intermediaries, see the discussion under “Sub-Accounting and Network Support Payments” found in Appendix L.
      Sub-Transfer Agent. Invesco Trimark, 5140 Yonge Street, Suite 900, Toronto, Ontario M2N6X7, a wholly owned, indirect subsidiary of Invesco, provides services to the Trust as a sub-transfer agent, pursuant to an agreement between Invesco Trimark and Invesco Investment Services. The Trust does not pay a fee to Invesco Trimark for these services. Rather Invesco Trimark is compensated by Invesco Investment Services, as a sub-contractor.
      Custodian . State Street Bank and Trust Company (the Custodian), 225 Franklin Street, Boston, Massachusetts 02110, is custodian of all securities and cash of the Funds. The Bank of New York Mellon, 2 Hanson Place, Brooklyn, New York 11217-1431, also serves as sub-custodian to facilitate cash management.
     The custodians are authorized to establish separate accounts in foreign countries and to cause foreign securities owned by the Funds to be held outside the United States in branches of U.S. banks and, to the extent permitted by applicable regulations, in certain foreign banks and securities depositories. Invesco is responsible for selecting eligible foreign securities depositories and for assessing the risks associated with investing in foreign countries, including the risk of using eligible foreign securities’ depositories in a country. The Custodian is responsible for monitoring eligible foreign securities depositories.
     Under its contract with the Trust, the Custodian maintains the portfolio securities of the Funds, administers the purchases and sales of portfolio securities, collects interest and dividends and other distributions made on the securities held in the portfolios of the Funds and performs other ministerial duties. These services do not include any supervisory function over management or provide any protection against any possible depreciation of assets.
      Independent Registered Public Accounting Firm . The Funds’ independent registered public accounting firm is responsible for auditing the financial statements of the Funds. The Audit Committee of the Board has appointed PricewaterhouseCoopers LLP, 1201 Louisiana, Suite 2900, Houston, Texas 77002, as the independent registered public accounting firm to audit the financial statements of the Funds. Such appointment was ratified and approved by the Board.

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     Counsel to the Trust . Legal matters for the Trust have been passed upon by Stradley Ronon Stevens & Young, LLP, 2600 One Commerce Square, Philadelphia, Pennsylvania 19103.
BROKERAGE ALLOCATION AND OTHER PRACTICES
     The Sub-Advisers have adopted compliance procedures that cover, among other items, brokerage allocation and other trading practices. If all or a portion of a Fund’s assets are managed by one or more Sub-Advisers, the decision to buy and sell securities and broker selection will be made by the Sub-Adviser for the assets it manages. Unless specifically noted, the Sub-Advisers brokerage allocation procedures do not materially differ from Invesco’s procedures.
Brokerage Transactions
          Placing trades generally involves acting on portfolio manager instructions to buy or sell a specified amount of portfolio securities, including selecting one or more third-party broker-dealers to execute the trades, and negotiating commissions and spreads. Various Invesco Ltd. subsidiaries have created a global equity trading desk. The global equity trading desk has assigned local traders in three regions to place equity securities trades in their regions. The Atlanta trading desk of Invesco (the Americas Desk) generally places trades of equity securities in Canada, the U.S., Mexico and Brazil; the Hong Kong desk of Invesco Hong Kong (the Hong Kong Desk) generally places trades of equity securities in Australia, China, Hong Kong, Indonesia, Japan, Korea, Malaysia, New Zealand, the Philippines, Singapore, Taiwan, Thailand, and other far Eastern countries; and the London trading desk of Invesco Global Investment Funds Limited (the London Desk) generally places trades of equity securities in European Economic Area markets, Egypt, Israel, Russia, South Africa, Switzerland, Turkey, and other European countries. Invesco, Invesco Deutschland and Invesco Hong Kong use the global equity trading desk to place equity trades. Other Sub-Advisers may use the global equity trading desk in the future. The trading procedures for the Americas Desk, the Hong Kong Desk and the London Desk are similar in all material respects.
          References in the language below to actions by Invesco or a Sub-Adviser (other than Invesco Trimark or Invesco Japan) making determinations or taking actions related to equity trading include these entities’ delegation of these determinations/actions to the Americas Desk, the Hong Kong Desk, and the London Desk. Even when trading is delegated by Invesco or the Sub-Advisers to the various arms of the global equity trading desk, Invesco or the Sub-Advisers that delegate trading is responsible for oversight of this trading activity.
     Invesco or the Sub-Advisers make decisions to buy and sell securities for each Fund, selects broker-dealers (each, a Broker), effects the Funds’ investment portfolio transactions, allocates brokerage fees in such transactions and, where applicable, negotiates commissions and spreads on transactions. Invesco’s and the Sub-Advisers’ primary consideration in effecting a security transaction is to obtain best execution, which is defined as prompt and efficient execution of the transaction at the best obtainable price with payment of commissions, mark-ups or mark-downs which are reasonable in relation to the value of the brokerage services provided by the Broker. While Invesco or the Sub-Advisers seek reasonably competitive commission rates, the Funds may not pay the lowest commission or spread available. See “Broker Selection” below.
     Some of the securities in which the Funds invest are traded in over-the-counter markets. Portfolio transactions in such markets may be effected on a principal basis at net prices without commissions, but which include compensation to the Broker in the form of a mark-up or mark-down, or on an agency basis, which involves the payment of negotiated brokerage commissions to the Broker, including electronic communication networks. Purchases of underwritten issues,

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which include initial public offerings and secondary offerings, include a commission or concession paid by the issuer (not the Funds) to the underwriter. Purchases of money market instruments may be made directly from issuers without the payment of commissions.
     Historically, Invesco and the Sub-Advisers did not negotiate commission rates on stock markets outside the United States. In recent years many overseas stock markets have adopted a system of negotiated rates; however, a number of markets maintain an established schedule of minimum commission rates.
     In some cases, Invesco may decide to place trades on a “blind principal bid” basis, which involves combining all trades for one or more portfolios into a single basket, and generating a description of the characteristics of the basket for provision to potential executing brokers. Based on the trade characteristics information provided by Invesco, these brokers submit bids for executing all of the required trades at the market close price for a specific commission. Invesco generally selects the broker with the lowest bid to execute these trades.
     Brokerage commissions paid by each of the Fund’s during the last three fiscal years ended March 31 are found in Appendix J.
Commissions
     During the last three fiscal years ended March 31, none of the Funds paid brokerage commissions to Brokers affiliated with the Funds, Invesco (or Invesco Aim Advisors, Inc., former adviser to the Funds that merged into Invesco Advisers, Inc. on December 31, 2009), Invesco Distributors, the Sub-Advisers or any affiliates of such entities.
     The Funds may engage in certain principal and agency transactions with banks and their affiliates that own 5% or more of the outstanding voting securities of an Invesco Fund, provided the conditions of an exemptive order received by the Invesco Funds from the SEC are met. In addition, a Fund may purchase or sell a security from or to certain other Invesco Funds or other accounts (and may invest in the Affiliated Money Market Funds) provided the Funds follow procedures adopted by the Boards of the various Invesco Funds, including the Trust. These inter-fund transactions do not generate brokerage commissions but may result in custodial fees or taxes or other related expenses.
Broker Selection
     Invesco’s or the Sub-Advisers’ primary consideration in selecting Brokers to execute portfolio transactions for a Fund is to obtain best execution. In selecting a Broker to execute a portfolio transaction in equity securities for a Fund, Invesco or the Sub-Advisers consider the full range and quality of a Broker’s services, including the value of research and/or brokerage services provided, execution capability, commission rate, and willingness to commit capital, anonymity and responsiveness. Invesco’s and the Sub-Advisers’ primary consideration when selecting a Broker to execute a portfolio transaction in fixed income securities for a Fund is the Broker’s ability to deliver or sell the relevant fixed income securities; however, Invesco and the Sub-Advisers will also consider the various factors listed above. In each case, the determinative factor is not the lowest commission or spread available but whether the transaction represents the best qualitative execution for the Fund. Invesco and the Sub-Advisers will not select Brokers based upon their promotion or sale of Fund shares.
     In choosing Brokers to execute portfolio transactions for the Funds, Invesco or the Sub-Advisers may select Brokers that provide brokerage and/or research services (Soft Dollar Products) to the Funds and/or the other accounts over which Invesco and its affiliates have investment discretion. Section 28(e) of the Securities Exchange Act of 1934, as amended, provides that Invesco or the Sub-Adviser, under certain circumstances, lawfully may cause an

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account to pay a higher commission than the lowest available. Under Section 28(e)(1), Invesco or the Sub-Advisers must make a good faith determination that the commissions paid are “reasonable in relation to the value of the brokerage and research services provided ... viewed in terms of either that particular transaction or [Invesco’s or the Sub-Advisers’] overall responsibilities with respect to the accounts as to which [it] exercises investment discretion.” The services provided by the Broker also must lawfully and appropriately assist Invesco or the Sub-Advisers in the performance of its investment decision-making responsibilities. Accordingly, a Fund may pay a Broker commissions higher than those available from another Broker in recognition of the Broker’s provision of Soft Dollar Products to Invesco or the Sub-Advisers.
          Invesco and the Sub-Advisers face a potential conflict of interest when they use client trades to obtain Soft Dollar Products. This conflict exists because Invesco and the Sub-Advisers are able to use the Soft Dollar Products to manage client accounts without paying cash for the Soft Dollar Products, which reduces Invesco’s or the Sub-Advisers’ expenses to the extent that Invesco or the Sub-Advisers would have purchased such products had they not been provided by Brokers. Section 28(e) permits Invesco or the Sub-Advisers to use Soft Dollar Products for the benefit of any account it manages. Certain Invesco-managed accounts (or accounts managed by the Sub-Advisers) may generate soft dollars used to purchase Soft Dollar Products that ultimately benefit other Invesco Advisers, Inc.-managed accounts (or Sub-Adviser-managed accounts), effectively cross subsidizing the other Invesco-managed accounts (or the other Sub-Adviser-managed accounts) that benefit directly from the product. Invesco or the Sub-Advisers may not use all of the Soft Dollar Products provided by Brokers through which a Fund effects securities transactions in connection with managing the Fund whose trades generated the soft dollars used to purchase such products.
          Invesco presently engages in the following instances of cross-subsidization:
     Smaller Funds that do not generate significant soft dollar commissions may by cross sub-subsidized by the larger equity Invesco Funds in that the smaller equity Funds receive the benefit of Soft Dollar Products for which they do not pay. Certain other accounts managed by Invesco or certain of its affiliates may benefit from Soft Dollar Products services for which they do not pay.
          Invesco and the Sub-Advisers attempt to reduce or eliminate the potential conflicts of interest concerning the use of Soft Dollar Products by directing client trades for Soft Dollar Products only if Invesco or the Sub-Adviser concludes that the Broker supplying the product is capable of providing best execution.
          Certain Soft Dollar Products may be available directly from a vendor on a hard dollar basis; other Soft Dollar Products are available only through Brokers in exchange for soft dollars. Invesco and the Sub-Adviser use soft dollars to purchase two types of Soft Dollar Products:
    proprietary research created by the Broker executing the trade, and
 
    other products created by third parties that are supplied to Invesco or the Sub-Advisers through the Broker executing the trade.
          Proprietary research consists primarily of traditional research reports, recommendations and similar materials produced by the in-house research staffs of broker-dealer firms. This research includes evaluations and recommendations of specific companies or industry groups, as well as analyses of general economic and market conditions and trends, market data, contacts and other related information and assistance. Invesco periodically rates the quality of proprietary research produced by various Brokers. Based on the evaluation of the quality of information that Invesco receives from each Broker, Invesco develops an estimate of each Broker’s share of Invesco clients’ commission dollars and attempts to direct trades to these firms to meet these estimates.

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     Invesco and the Sub-Advisers also use soft dollars to acquire products from third parties that are supplied to Invesco or the Sub-Advisers through Brokers executing the trades or other Brokers who “step in” to a transaction and receive a portion of the brokerage commission for the trade. Invesco or the Sub-Advisers may from time to time instruct the executing Broker to allocate or “step out” a portion of a transaction to another Broker. The Broker to which Invesco or the Sub-Advisers have “stepped out” would then settle and complete the designated portion of the transaction, and the executing Broker would settle and complete the remaining portion of the transaction that has not been “stepped out.” Each Broker may receive a commission or brokerage fee with respect to that portion of the transaction that it settles and completes.
     Soft Dollar Products received from Brokers supplement Invesco’s and or the Sub-Advisers’ own research (and the research of certain of its affiliates), and may include the following types of products and services:
    Database Services – comprehensive databases containing current and/or historical information on companies and industries and indices. Examples include historical securities prices, earnings estimates and financial data. These services may include software tools that allow the user to search the database or to prepare value-added analyses related to the investment process (such as forecasts and models used in the portfolio management process).
 
    Quotation/Trading/News Systems – products that provide real time market data information, such as pricing of individual securities and information on current trading, as well as a variety of news services.
 
    Economic Data/Forecasting Tools – various macro economic forecasting tools, such as economic data or currency and political forecasts for various countries or regions.
 
    Quantitative/Technical Analysis – software tools that assist in quantitative and technical analysis of investment data.
 
    Fundamental/Industry Analysis – industry specific fundamental investment research.
 
    Other Specialized Tools – other specialized products, such as consulting analyses, access to industry experts, and distinct investment expertise such as forensic accounting or custom built investment-analysis software.
     If Invesco or the Sub-Advisers determine that any service or product has a mixed use (i.e., it also serves functions that do not assist the investment decision-making or trading process), Invesco or the Sub-Advisers will allocate the costs of such service or product accordingly in its reasonable discretion. Invesco or the Sub-Advisers will allocate brokerage commissions to Brokers only for the portion of the service or product that Invesco or the Sub-Advisers determine assists it in the investment decision-making or trading process and will pay for the remaining value of the product or service in cash.
     Outside research assistance is useful to Invesco or the Sub-Advisers because the Brokers used by Invesco or the Sub-Advisers tend to provide more in-depth analysis of a broader universe of securities and other matters than Invesco’s or the Sub-Advisers’ staff follow. In addition, such services provide Invesco or the Sub-Advisers with a diverse perspective on financial markets. Some Brokers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting concessions by Invesco’s or the Sub-Advisers’ clients, including the Funds. However, the Funds are not under any obligation to deal with any Broker in the execution of transactions in portfolio securities. In some cases, Soft Dollar Products are available only from the Broker providing them. In other cases, Soft Dollar Products may be obtainable from alternative sources in return

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for cash payments. Invesco and the Sub-Advisers believe that because Broker research supplements rather than replaces Invesco’s or the Sub-Advisers’ research, the receipt of such research tends to improve the quality of Invesco’s or the Sub-Advisers’ investment advice. The advisory fee paid by the Funds is not reduced because Invesco or the Sub-Advisers receive such services. To the extent the Funds’ portfolio transactions are used to obtain Soft Dollar Products, the brokerage commissions obtained by the Funds might exceed those that might otherwise have been paid.
     Invesco or the Sub-Advisers may determine target levels of brokerage business with various Brokers on behalf of its clients (including the Funds) over a certain time period. Invesco determines target levels based upon the following factors, among others: (1) the execution services provided by the Broker; and (2) the research services provided by the Broker. Portfolio transactions may be effected through Brokers that recommend the Funds to their clients, or that act as agent in the purchase of a Fund’s shares for their clients, provided that Invesco or the Sub-Advisers believe such Brokers provide best execution and such transactions are executed in compliance with Invesco’s policy against using directed brokerage to compensate Brokers for promoting or selling Invesco Fund shares. Invesco and the Sub-Advisers will not enter into a binding commitment with Brokers to place trades with such Brokers involving brokerage commissions in precise amounts.
Directed Brokerage (Research Services)
     Directed brokerage (research services) paid by each of the Funds during the last fiscal year ended March 31, 2010 are found in Appendix K.
Regular Brokers
     Information concerning the Funds’ acquisition of securities of their Brokers during the last fiscal year ended March 31, 2010 is found in Appendix K.
Allocation of Portfolio Transactions
     Invesco and the Sub-Advisers manage numerous Invesco Funds and other accounts. Some of these accounts may have investment objectives similar to the Funds. Occasionally, identical securities will be appropriate for investment by one of the Funds and by another Fund or one or more other accounts. However, the position of each account in the same security and the length of time that each account may hold its investment in the same security may vary. Invesco and the Sub-Adviser will also determine the timing and amount of purchases for an account based on its cash position. If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and one or more other accounts, and is considered at or about the same time, Invesco or the Sub-Adviser will allocate transactions in such securities among the Fund(s) and these accounts on a pro rata basis based on order size or in such other manner believed by Invesco to be fair and equitable. Invesco or the Sub-Adviser may combine transactions in accordance with applicable laws and regulations to obtain the most favorable execution. Simultaneous transactions could, however, adversely affect a Fund’s ability to obtain or dispose of the full amount of a security which it seeks to purchase or sell.

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Allocation of Initial Public Offering (IPO) Transactions
     Certain of the Invesco Funds or other accounts managed by Invesco may become interested in participating in IPOs. Purchases of IPOs by one Invesco Fund or other accounts may also be considered for purchase by one or more other Invesco Funds or accounts. Invesco combines indications of interest for IPOs for all Invesco Funds and accounts participating in purchase transactions for that IPO. When the full amount of all IPO orders for such Invesco Funds and accounts cannot be filled completely, Invesco shall allocate such transactions in accordance with the following procedures:
     Invesco or the Sub-Adviser may determine the eligibility of each Invesco Fund and account that seeks to participate in a particular IPO by reviewing a number of factors, including market capitalization/liquidity suitability and sector/style suitability of the investment with the Invesco Fund’s or account’s investment objective, policies, strategies and current holdings. Invesco will allocate securities issued in IPOs to eligible Invesco Funds and accounts on a pro rata basis based on order size.
     Invesco Trimark, Invesco Australia, Invesco Hong Kong and Invesco Japan allocate IPOs on a pro rata basis based on size of order or in such other manner which they believe is fair and equitable.
     Invesco Asset Management allocates IPOs on a pro rata basis based on account size or in such other manner believed by Invesco Asset Management to be fair and equitable.
     Invesco Deutschland and Invesco Senior Secured do not subscribe to IPOs.

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PURCHASE, REDEMPTION AND PRICING OF SHARES
          Please refer to Appendix L for information on Purchase, Redemption and Pricing of Shares.
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS
Dividends and Distributions
          The following discussion of dividends and distributions should be read in connection with the applicable sections in the Prospectus.
          All dividends and distributions will be automatically reinvested in additional shares of the same class of a Fund (hereinafter, the Fund) unless the shareholder has requested in writing to receive such dividends and distributions in cash or that they be invested in shares of another Invesco Fund, subject to the terms and conditions set forth in the Prospectus under the caption “Purchasing Shares ¾ Automatic Dividend and Distribution Investment.” Such dividends and distributions will be reinvested at the net asset value per share determined on the ex-dividend date.
          The Fund calculates income dividends and capital gain distributions the same way for each class. The amount of any income dividends per share will differ, however, generally due to any differences in the distribution and service (Rule 12b-1) fees applicable to the classes, as well as any other expenses attributable to a particular class (Class Expenses). Class Expenses, including distribution plan expenses, must be allocated to the class for which they are incurred consistent with applicable legal principles under the 1940 Act and the Code.
Tax Matters
          The following is a summary of certain additional tax considerations generally affecting the Fund and its shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of the Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
          This “Tax Matters” section is based on the Code and applicable regulations in effect on the date of this Statement of Additional Information. Future legislative, regulatory or administrative changes or court decisions may significantly change the tax rules applicable to the Fund and its shareholders. Any of these changes or court decisions may have a retroactive effect.
           This is for general information only and not tax advice. All investors should consult their own tax advisors as to the federal, state, local and foreign tax provisions applicable to them.
           Taxation of the Fund . The Fund has elected and intends to qualify (or, if newly organized, intends to elect and qualify) each year as a “regulated investment company” (sometimes referred to as a regulated investment company, RIC or Fund) under Subchapter M of the Code. If the Fund qualifies, the Fund will not be subject to federal income tax on the portion of its investment company taxable income (i.e., generally, taxable interest, dividends, net short-term capital gains and other taxable ordinary income net of expenses without regard to the deduction for dividends paid) and net capital gain (i.e., the excess of net long-term capital gains over net short-term capital losses) that it distributes to shareholders.
      Qualification as a regulated investment company . In order to qualify for treatment as a regulated investment company, the Fund must satisfy the following requirements:

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    Distribution Requirement ¾ the Fund must distribute at least 90% of its investment company taxable income and 90% of its net tax-exempt income, if any, for the tax year (certain distributions made by the Fund after the close of its tax year are considered distributions attributable to the previous tax year for purposes of satisfying this requirement).
 
    Income Requirement ¾ the Fund must derive at least 90% of its gross income from dividends, interest, certain payments with respect to securities loans, and gains from the sale or other disposition of stock, securities or foreign currencies, or other income (including, but not limited to, gains from options, futures or forward contracts) derived from its business of investing in such stock, securities or currencies and net income derived from qualified publicly traded partnerships (QPTPs).
 
    Asset Diversification Test ¾ the Fund must satisfy the following asset diversification test at the close of each quarter of the Fund’s tax year: (1) at least 50% of the value of the Fund’s assets must consist of cash and cash items, U.S. Government securities, securities of other regulated investment companies, and securities of other issuers (as to which the Fund has not invested more than 5% of the value of the Fund’s total assets in securities of an issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of the issuer); and (2) no more than 25% of the value of the Fund’s total assets may be invested in the securities of any one issuer (other than U.S. Government securities and securities of other regulated investment companies) or of two or more issuers which the Fund controls and which are engaged in the same or similar trades or businesses, or, collectively, in the securities of QPTPs.
     In some circumstances, the character and timing of income realized by the Fund for purposes of the Income Requirement or the identification of the issuer for purposes of the Asset Diversification Test is uncertain under current law with respect to a particular investment, and an adverse determination or future guidance by IRS with respect to such type of investment may adversely affect the Fund’s ability to satisfy these requirements. See “Tax Treatment of Portfolio Transactions” with respect to the application of these requirements to certain types of investments. In other circumstances, the Fund may be required to sell portfolio holdings in order to meet the Income Requirement, Distribution requirement, or Asset Diversification Test, which may have a negative impact on the Fund’s income and performance.
     The Fund may use “equalization accounting” (in lieu of making some cash distributions) in determining the portion of its income and gains that has been distributed. If the Fund uses equalization accounting, it will allocate a portion of its undistributed investment company taxable income and net capital gain to redemptions of Fund shares and will correspondingly reduce the amount of such income and gains that it distributes in cash. However, the Fund intends to make cash distributions for each taxable year in an aggregate amount that is sufficient to satisfy the Distribution Requirement without taking into account its use of equalization accounting. If the IRS determines that the Fund’s allocation is improper and that the Fund has under-distributed its income and gain for any taxable year, the Fund may be liable for federal income and/or excise tax.
     If for any taxable year the Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) would be subject to tax at regular corporate rates without any deduction for dividends paid to shareholders, and the dividends will be taxable to the shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the Fund’s current and accumulated earnings and profits. Failure to qualify as a regulated investment company thus would have a negative impact on the Fund’s income and performance. It is possible that the Fund will not qualify as a regulated investment company in any given tax year. Moreover, the Board reserves the right not to maintain the qualification of the Fund as a regulated investment company if it determines such a course of action to be beneficial to shareholders.
      Portfolio turnover. For investors that hold their Fund shares in a taxable account, a high portfolio turnover rate (except in a money market fund that maintains a stable net asset value) may result in higher taxes. This is because a Fund with a high turnover rate may accelerate the recognition of capital gains

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and more of such gains are likely to be taxable as short-term rather than long-term capital gains in contrast to a comparable Fund with a low turnover rate. Any such higher taxes would reduce the Fund’s after-tax performance. See “Taxation of Fund Distributions o Capital gain dividends”.
      Capital loss carryovers . For federal income tax purposes, the Fund is permitted to carry forward its net realized capital losses, if any, for eight years as a short-term capital loss and use such losses, subject to applicable limitations, to offset net capital gains without being required to pay taxes on or distribute such gains that are offset by the losses. However, the amount of capital losses that can be carried forward and used in any single year may be limited if the Fund experiences an “ownership change” within the meaning of Section 382 of the Code; this change generally results when the shareholders owning 5% or more of the Fund increase their aggregate holdings by more than 50% over a three-year period. An ownership change may result in capital loss carryovers that expire unused, thereby reducing a Fund’s ability to offset capital gains with those losses. An increase in the amount of taxable gains distributed to the Fund’s shareholders could result from an ownership change. The Fund undertakes no obligation to avoid or prevent an ownership change, which can occur in the normal course of shareholder purchases and redemptions or as a result of engaging in a tax-free reorganization with another Fund. Moreover, because of circumstances beyond the Fund’s control, there can be no assurance that the Fund will not experience, or has not already experienced, an ownership change.
      Post-October losses . The Fund (unless its fiscal year ends in October) presently intends to elect to treat any net capital loss or any net long-term capital loss incurred after October 31 as if it had been incurred in the succeeding year in determining its taxable income for the current year. The effect of this election is to treat any such net loss incurred after October 31 as if it had been incurred in the succeeding year in determining the Fund’s net capital gain for capital gain dividend purposes. See “Taxation of Fund Distributions ¾ Capital gain dividends”. The Fund also may elect to treat all or part of any net foreign currency loss incurred after October 31 as if it had been incurred in the succeeding taxable year.
      Undistributed capital gains . The Fund may retain or distribute to shareholders its net capital gain for each taxable year. The Fund currently intends to distribute net capital gains. If the Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carry forward) at the highest corporate tax rate (currently 35%). If the Fund elects to retain its net capital gain, it is expected that the Fund also will elect to have shareholders treated as if each received a distribution of its pro rata share of such gain, with the result that each shareholder will be required to report its pro rata share of such gain on its tax return as long-term capital gain, will receive a refundable tax credit for its pro rata share of tax paid by the Fund on the gain and will increase the tax basis for its shares by an amount equal to the deemed distribution less the tax credit.
      Asset allocation funds . If the Fund is a fund of funds, asset allocation fund, or a feeder fund in a master feeder structure (collectively referred to as a “fund of funds” which invests in one or more underlying funds taxable as regulated investment companies) distributions by the underlying funds, redemptions of shares in the underlying funds and changes in asset allocations may result in taxable distributions to shareholders of ordinary income or capital gains. A fund of funds (other than a feeder fund in a master feeder structure) will generally not be able currently to offset gains realized by one underlying fund in which the fund of funds invests against losses realized by another underlying fund. If shares of an underlying fund are purchased within 30 days before or after redeeming at a loss other shares of that underlying fund (whether pursuant to a rebalancing of the Fund’s portfolio or otherwise), all or a part of the loss will not be deductible by the Fund and instead will increase its basis for the newly purchased shares. Also, a fund of funds (a) is not eligible to pass-through to shareholders foreign tax credits from an underlying fund that pays foreign income taxes, (b) is not eligible pass-through to shareholders exempt-interest dividends from an underlying fund, and (c) dividends paid by a fund of funds from interest earned by an underlying fund on U.S. government obligations is unlikely to be exempt from state and local income tax. However, a fund of funds is eligible to pass-through to shareholders qualified dividends earned by an underlying fund. See “Taxation of Fund Distributions o Qualified dividend income for individuals” and “ o Corporate dividends received deduction”.

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      Federal excise tax . To avoid a 4% non-deductible excise tax, the Fund must distribute by December 31 of each year an amount equal to: (1) 98% of its ordinary income for the calendar year, (2) 98% of capital gain net income (the excess of the gains from sales or exchanges of capital assets over the losses from such sales or exchanges) for the one-year period ended on October 31 of such calendar year (or, at the election of a regulated investment company having a taxable year ending November 30 or December 31, for its taxable year), and (3) any prior year undistributed ordinary income and capital gain net income. Generally, the Fund intends to make sufficient distributions prior to the end of each calendar year to avoid liability for federal excise tax but can give no assurances that all such liability will be avoided. In addition, under certain circumstances temporary timing or permanent differences in the realization of income and expense for book and tax purposes can result in the Fund having to pay some excise tax.
      Foreign income tax . Investment income received by the Fund from sources within foreign countries may be subject to foreign income tax withheld at the source, and the amount of tax withheld will generally be treated as an expense of the Fund. The United States has entered into tax treaties with many foreign countries that entitle the Fund to a reduced rate of, or exemption from, tax on such income. It is impossible to determine the effective rate of foreign tax in advance since the amount of the Fund’s assets to be invested in various countries is not known. Under certain circumstances, the Fund may elect to pass-through foreign tax credits to shareholders.
      Taxation of Fund Distributions. The Fund anticipates distributing substantially all of its investment company taxable income and net capital gain for each taxable year. Distributions by the Fund will be treated in the manner described regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another Fund). The Fund will send you information annually as to the federal income tax consequences of distributions made (or deemed made) during the year.
      Distributions of ordinary income . The Fund receives income generally in the form of dividends and/or interest on its investments. The Fund may also recognize ordinary income from other sources, including, but not limited to, certain gains on foreign currency-related transactions. This income, less expenses incurred in the operation of the Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income are generally taxable as ordinary income to the extent of the Fund’s earnings and profits. In the case of a Fund whose strategy includes investing in stocks of corporations, a portion of the income dividends paid to you may be qualified dividends eligible to be taxed at reduced rates
      Capital gain dividends . Taxes on distributions of capital gains are determined by how long the Fund owned the investments that generated them, rather than how long a shareholder has owned his or her shares. In general, the Fund will recognize long-term capital gain or loss on the sale or other disposition of assets it has owned for more than one year, and short-term capital gain or loss on investments it has owned for one year or less. Distributions of net capital gain (the excess of net long-term capital gain over net short-term capital loss) that are properly designated by the Fund as capital gain dividends will generally be taxable to a shareholder receiving such distributions as long-term capital gain. Long-term capital gain rates applicable to individuals are taxed at the maximum rate of 15% or 25% (through 2010) depending on the nature of the as long-term capital gain. Distributions of net short-term capital gains for a taxable year in excess of net long-term capital losses for such taxable year will generally be taxable to a shareholder receiving such distributions as ordinary income.
      Qualified dividend income for individuals . For taxable years beginning before January 1, 2011, ordinary income dividends properly designated by the Fund as derived from qualified dividend income will be taxed in the hands of individuals and other noncorporate shareholders at the rates applicable to long-term capital gain. Qualified dividend income means dividends paid to the Fund (a) by domestic corporations, (b) by foreign corporations that are either (i) incorporated in a possession of the United States, or (ii) are eligible for benefits under certain income tax treaties with the United States that include an exchange of information program, or (c) with respect to stock of a foreign corporation that is readily tradable on an established securities market in the United States. Both the Fund and the investor must meet certain holding period requirements to qualify Fund dividends for this treatment. Income derived from investments in derivatives, fixed-income securities, U.S. REITs, and income received “in lieu of”

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dividends in a securities lending transaction generally is not eligible for treatment as qualified dividend income. If the qualifying dividend income received by the Fund is equal to 95% (or a greater percentage) of the Fund’s gross income (exclusive of net capital gain) in any taxable year, all of the ordinary income dividends paid by the Fund will be qualifying dividend income.
      Corporate dividends received deduction . Ordinary income dividends designated by the Fund as derived from qualified dividends from domestic corporations will qualify for the 70% dividends received deduction generally available to corporations. The availability of the dividends-received deduction is subject to certain holding period and debt financing restrictions imposed under the Code on the corporation claiming the deduction. Income derived by the Fund from investments in derivatives, fixed-income and foreign securities generally is not eligible for this treatment.
      Return of capital distributions . Distributions by the Fund that are not paid from earnings and profits will be treated as a return of capital to the extent of (and in reduction of) the shareholder’s tax basis in his shares; any excess will be treated as gain from the sale of his shares. Return of capital distributions can occur for a number of reasons including, among others, the Fund over-estimates the income to be received from certain investments such as those classified as partnerships or equity REITs. See “Tax Treatment of Portfolio Transactions ¾ Investments in U.S. REITs”.
      Impact of realized but undistributed income and gains, and net unrealized appreciation of portfolio securities . At the time of your purchase of shares (except in a money market fund that maintains a stable net asset value), the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable and would be taxed as either ordinary income (some portion of which may be taxed as qualified dividend income) or capital gain unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account. The Fund may be able to reduce the amount of such distributions by utilizing its capital loss carryovers, if any.
      Pass-through of foreign tax credits . If more than 50% of the value of the Fund’s total assets at the close of each taxable year consists of the stock or securities of foreign corporations, the Fund may elect to “pass through” to the Fund’s shareholders the amount of foreign income tax paid by the Fund (the Foreign Tax Election) in lieu of deducting such amount in determining its investment company taxable income. Pursuant to the Foreign Tax Election, shareholders will be required (i) to include in gross income, even though not actually received, their respective pro-rata shares of the foreign income tax paid by the Fund that are attributable to any distributions they receive; and (ii) either to deduct their pro-rata share of foreign tax in computing their taxable income or to use it (subject to various Code limitations) as a foreign tax credit against federal income tax (but not both). No deduction for foreign tax may be claimed by a noncorporate shareholder who does not itemize deductions or who is subject to the alternative minimum tax.] Shareholders may be unable to claim a credit for the full amount of their proportionate shares of the foreign income tax paid by the Fund due to certain limitations that may apply.
      Tax credit bonds . If the Fund holds, directly or indirectly, one or more “tax credit bonds” (including build America bonds, clean renewable energy bonds and qualified tax credit bonds) on one or more applicable dates during a taxable year, the Fund may elect to permit its shareholders to claim a tax credit on their income tax returns equal to each shareholder’s proportionate share of tax credits from the applicable bonds that otherwise would be allowed to the Fund. In such a case, shareholders must include in gross income (as interest) their proportionate share of the income attributable to their proportionate share of those offsetting tax credits. A shareholder’s ability to claim a tax credit associated with one or more tax credit bonds may be subject to certain limitations imposed by the Code. Even if the Fund is eligible to pass through tax credits to shareholders, the Fund may choose not to do so.
      U.S. government interest . Income earned on certain U.S. government obligations is exempt from state and local personal income taxes if earned directly by you. States also grant tax-free status to dividends paid to you from interest earned on direct obligations of the U.S. government, subject in some

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states to minimum investment or reporting requirements that must be met by the Fund. Income on investments by the Fund in certain other obligations, such as repurchase agreements collateralized by U.S. government obligations, commercial paper and federal agency-backed obligations (e.g., Government National Mortgage Association (GNMA) or Federal National Mortgage Association (FNMA) obligations, generally does not qualify for tax-free treatment. The rules on exclusion of this income are different for corporations. If the Fund is a fund of funds, see “Taxation of the Fund ¾ Asset allocation funds”.
      Dividends declared in December and paid in January . Ordinarily, shareholders are required to take distributions by the Fund into account in the year in which the distributions are made. However, dividends declared in October, November or December of any year and payable to shareholders of record on a specified date in such a month will be deemed to have been received by the shareholders (and made by the Fund) on December 31 of such calendar year if such dividends are actually paid in January of the following year. Shareholders will be advised annually as to the U.S. federal income tax consequences of distributions made (or deemed made) during the year in accordance with the guidance that has been provided by the IRS.
      Sale or Redemption of Fund Shares. A shareholder will recognize gain or loss on the sale or redemption of shares of the Fund in an amount equal to the difference between the proceeds of the sale or redemption and the shareholder’s adjusted tax basis in the shares. If you owned your shares as a capital asset, any gain or loss that you realize will be considered capital gain or loss and will be long-term capital gain or loss if the shares were held for longer than one year. Any redemption fees you incur on shares redeemed will decrease the amount of any capital gain (or increase any capital loss) you realize on the sale. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a noncorporate taxpayer, $3,000 of ordinary income.
      Tax basis information . The Transfer Agent may provide Fund shareholders with information concerning the average cost basis of their shares in order to help them calculate their gain or loss from a sale or redemption. This information is supplied as a convenience to shareholders and will not be reported to the IRS. Although the IRS permits the use of several methods to determine the cost basis of mutual fund shares, the cost basis information provided by the Transfer Agent will be calculated using only the single-category average cost method. Neither the Transfer Agent nor the Fund recommends any particular method of determining cost basis, and the use of other methods may result in more favorable tax consequences for some shareholders. Even if you have reported gains or losses for the Fund in past years using another method of basis determination, you may be able to use the average cost method for determining gains or losses in the current year. However, once you have elected to use the average cost method, you must continue to use it unless you apply to the IRS for permission to change methods. Under recently enacted provisions of the Emergency Economic Stabilization Act of 2008, the Fund’s Transfer Agent will be required to provide you with cost basis information on the sale of any of your shares in the Fund, subject to certain exceptions. This cost basis reporting requirement is effective for shares purchased in the Fund on or after January 1, 2012.
      Wash sale rule . All or a portion of any loss so recognized may be deferred under the wash sale rules if the shareholder purchases other shares of the Fund within 30 days before or after the sale or redemption.
      Sales at a loss within six months of purchase . Any capital loss arising from the sale or redemption of shares held for six months or less will be treated as a long-term capital loss to the extent of the amount of capital gain dividends received on such shares
      Deferral of basis – any class that bears a front-end sales load . If a shareholder (a) incurs a sales load in acquiring shares of the Fund, (b) disposes of such shares less than 91 days after they are acquired, and (c) subsequently acquires shares of the Fund or another Fund at a reduced sales load pursuant to a right to reinvest at such reduced sales load acquired in connection with the acquisition of the shares disposed of, then the sales load on the shares disposed of (to the extent of the reduction in the sales load on the shares subsequently acquired) shall not be taken into account in determining gain or

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loss on the shares disposed of, but shall be treated as incurred on the acquisition of the shares subsequently acquired. The wash sale rules may also limit the amount of loss that may be taken into account on disposition after such adjustment.
      Conversion of B shares . The automatic conversion of Class B shares into Class A shares of the same Fund at the end of approximately eight years after purchase will be tax-free for federal income tax purposes.
      Tax shelter reporting. Under Treasury regulations, if a shareholder recognizes a loss with respect to the Fund’s shares of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement on Form 8886.
      Tax Treatment of Portfolio Transactions. Set forth below is a general description of the tax treatment of certain types of securities, investment techniques and transactions that may apply to a Fund. This section should be read in conjunction with the discussion under “Description of the Funds and their Investments and Risks ¾ Investment Strategies and Risks” for a detailed description of the various types of securities and investment techniques that apply to the Fund.
      In general . In general, gain or loss recognized by a Fund on the sale or other disposition of portfolio investments will be a capital gain or loss. Such capital gain and loss may be long-term or short-term depending, in general, upon the length of time a particular investment position is maintained and, in some cases, upon the nature of the transaction. Property held for more than one year generally will be eligible for long-term capital gain or loss treatment. The application of certain rules described below may serve to alter the manner in which the holding period for a security is determined or may otherwise affect the characterization as long-term or short-term, and also the timing of the realization and/or character, of certain gains or losses.
      Certain fixed-income investments . Gain recognized on the disposition of a debt obligation purchased by a Fund at a market discount (generally, at a price less than its principal amount) will be treated as ordinary income to the extent of the portion of the market discount that accrued during the period of time the Fund held the debt obligation unless the Fund made a current inclusion election to accrue market discount into income as it accrues. If a Fund purchases a debt obligation that was originally issued at a discount, the Fund is generally required to include in gross income each year the portion of the original issue discount that accrues during such year.
     Investments in debt obligations that are at risk of or in default present tax issues for a Fund. Tax rules are not entirely clear about issues such as whether and to what extent a Fund should recognize market discount on a debt obligation, when the Fund may cease to accrue interest, original issue discount or market discount, when and to what extent the Fund may take deductions for bad debts or worthless securities and how the Fund should allocate payments received on obligations in default between principal and income. These and other related issues will be addressed by a Fund in order to ensure that it distributes sufficient income to preserve its status as a regulated investment company.
      Options, futures, forward contracts, swap agreements and hedging transactions . In general, option premiums received by a Fund are not immediately included in the income of the Fund. Instead, the premiums are recognized when the option contract expires, the option is exercised by the holder, or the Fund transfers or otherwise terminates the option (e.g., through a closing transaction). If an option written by a Fund is exercised and the Fund sells or delivers the underlying stock, the Fund generally will recognize capital gain or loss equal to (a) sum of the strike price and the option premium received by the Fund minus (b) the Fund’s basis in the stock. Such gain or loss generally will be short-term or long-term depending upon the holding period of the underlying stock. If securities are purchased by a Fund pursuant to the exercise of a put option written by it, the Fund generally will subtract the premium received from its cost basis in the securities purchased. The gain or loss with respect to any termination of Fund’s obligation under an option other than through the exercise of the option and related sale or delivery of the underlying stock generally will be short-term gain or loss depending on whether the

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premium income received by the Fund is greater or less than the amount paid by the Fund (if any) in terminating the transaction. Thus, for example, if an option written by a Fund expires unexercised, the Fund generally will recognize short-term gain equal to the premium received.
     The tax treatment of certain futures contracts entered into by a Fund as well as listed non-equity options written or purchased by the Fund on U.S. exchanges (including options on futures contracts, broad-based equity indices and debt securities) may be governed by section 1256 of the Code (section 1256 contracts). Gains or losses on section 1256 contracts generally are considered 60% long-term and 40% short-term capital gains or losses (60/40), although certain foreign currency gains and losses from such contracts may be treated as ordinary in character. Also, any section 1256 contracts held by a Fund at the end of each taxable year (and, for purposes of the 4% excise tax, on certain other dates as prescribed under the Code) are “marked to market” with the result that unrealized gains or losses are treated as though they were realized and the resulting gain or loss is treated as ordinary or 60/40 gain or loss, as applicable.
     In addition to the special rules described above in respect of options and futures transactions, a Fund’s transactions in other derivative instruments (including options, forward contracts and swap agreements) as well as its other hedging, short sale, or similar transactions, may be subject to one or more special tax rules (including the constructive sale, notional principal contract, straddle, wash sale and short sale rules). These rules may affect whether gains and losses recognized by a Fund are treated as ordinary or capital or as short-term or long-term, accelerate the recognition of income or gains to the Fund, defer losses to the Fund, and cause adjustments in the holding periods of the Fund’s securities. These rules, therefore, could affect the amount, timing and/or character of distributions to shareholders. Moreover, because the tax rules applicable to derivative financial instruments are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a Fund has made sufficient distributions and otherwise satisfied the relevant requirements to maintain its qualification as a regulated investment company and avoid a fund-level tax.
     Certain of a Fund’s investments in derivatives and foreign currency-denominated instruments, and the Fund’s transactions in foreign currencies and hedging activities, may produce a difference between its book income and its taxable income. If a Fund’s book income is less than the sum of its taxable income and net tax-exempt income (if any), the Fund could be required to make distributions exceeding book income to qualify as a regulated investment company. If a Fund’s book income exceeds the sum of its taxable income and net tax-exempt income (if any), the distribution of any such excess will be treated as (i) a dividend to the extent of the Fund’s remaining earnings and profits (including earnings and profits arising from tax-exempt income), (ii) thereafter, as a return of capital to the extent of the recipient’s basis in the shares, and (iii) thereafter, as gain from the sale or exchange of a capital asset.
      Foreign currency transactions . A Fund’s transactions in foreign currencies, foreign currency-denominated debt obligations and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. This treatment could increase or decrease a Fund’s ordinary income distributions to you, and may cause some or all of the Fund’s previously distributed income to be classified as a return of capital. In certain cases, a Fund may make an election to treat such gain or loss as capital.
      PFIC Investments . A Fund may invest in stocks of foreign companies that may be classified under the Code as PFICs. In general, a foreign company is classified as a PFIC if at least one-half of its assets constitute investment-type assets or 75% or more of its gross income is investment-type income. When investing in PFIC securities, a Fund intends to mark-to-market these securities under certain provisions of the Code and recognize any unrealized gains as ordinary income at the end of the Fund’s fiscal and excise tax years. Deductions for losses are allowable only to the extent of any current or previously recognized gains. These gains (reduced by allowable losses) are treated as ordinary income that a Fund is required to distribute, even though it has not sold or received dividends from these securities. You should also be aware that the designation of a foreign security as a PFIC security will cause its income

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dividends to fall outside of the definition of qualified foreign corporation dividends. These dividends generally will not qualify for the reduced rate of taxation on qualified dividends when distributed to you by a Fund. In addition, if a Fund is unable to identify an investment as a PFIC and thus does not make a mark-to-market election, the Fund may be subject to U.S. federal income tax on a portion of any “excess distribution” or gain from the disposition of such shares even if such income is distributed as a taxable dividend by the Fund to its shareholders. Additional charges in the nature of interest may be imposed on a Fund in respect of deferred taxes arising from such distributions or gains.
      Investments in U.S. REITs. A U.S. REIT is not subject to federal income tax on the income and gains it distributes to shareholders. Dividends paid by a U.S. REIT, other than capital gain distributions, will be taxable as ordinary income up to the amount of the U.S. REIT’s current and accumulated earnings and profits. Capital gain dividends paid by a U.S. REIT to a Fund will be treated as long term capital gains by the Fund and, in turn, may be distributed by the Fund to its shareholders as a capital gain distribution. Because of certain noncash expenses, such as property depreciation, an equity U.S. REIT’s cash flow may exceed its taxable income. The equity U.S. REIT, and in turn a Fund, may distribute this excess cash to shareholders in the form of a return of capital distribution. However, if a U.S. REIT is operated in a manner that fails to qualify as a REIT, an investment in the U.S. REIT would become subject to double taxation, meaning the taxable income of the U.S. REIT would be subject to federal income tax at regular corporate rates without any deduction for dividends paid to shareholders and the dividends would be taxable to shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the U.S. REIT’s current and accumulated earnings and profits. Also, see “Tax Treatment of Portfolio Transactions ¾ Investment in taxable mortgage pools (excess inclusion Income)” and “Foreign Shareholders ¾ U.S. withholding tax at the source” with respect to certain other tax aspects of investing in U.S. REITs].
      Investment in taxable mortgage pools (excess inclusion Income). Under a Notice issued by the IRS, the Code and Treasury regulations to be issued, a portion of a Fund’s income from a U.S. REIT that is attributable to the REIT’s residual interest in a real estate mortgage investment conduits (REMICs) or equity interests in a “taxable mortgage pool” (referred to in the Code as an excess inclusion) will be subject to federal income tax in all events. The excess inclusion income of a regulated investment company, such as a Fund, will be allocated to shareholders of the regulated investment company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related REMIC residual interest or, if applicable, taxable mortgage pool directly. In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income to entities (including a qualified pension plan, an individual retirement account, a 401(k) plan, a Keogh plan or other tax-exempt entity) subject to tax on unrelated business income (UBTI), thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a foreign stockholder, will not qualify for any reduction in U.S. federal withholding tax. In addition, if at any time during any taxable year a “disqualified organization” (which generally includes certain cooperatives, governmental entities, and tax-exempt organizations not subject to UBTI) is a record holder of a share in a regulated investment company, then the regulated investment company will be subject to a tax equal to that portion of its excess inclusion income for the taxable year that is allocable to the disqualified organization, multiplied by the highest federal income tax rate imposed on corporations. The Notice imposes certain reporting requirements upon regulated investment companies that have excess inclusion income. There can be no assurance that a Fund will not allocate to shareholders excess inclusion income.
     These rules are potentially applicable to a Fund with respect to any income it receives from the equity interests of certain mortgage pooling vehicles, either directly or, as is more likely, through an investment in a U.S. REIT. It is unlikely that these rules will apply to a Fund that has a non-REIT strategy.
      Investments in partnerships and qualified publicly traded partnerships (QPTP) . For purposes of the Income Requirement, income derived by a Fund from a partnership that is not a QPTPwill be treated as qualifying income only to the extent such income is attributable to items of income of the partnership that

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would be qualifying income if realized directly by the Fund. For purposes of testing whether a Fund satisfies the Asset Diversification Test, the Fund is generally treated as owning a pro rata share of the underlying assets of a partnership. See. “Taxation of The Fund – Qualification as a regulated investment company.” In contrast different fules apply to a partnership that is a QPTP. A QPTP is (generally, a partnership (a) the interests in which are traded on an established securities market, (b) that is treated as a partnership for federal income tax purposes, and (c) that derives less than 90% of its income from sources that satisfy the Income Requirement i.e., because it invests in commodities). All of the net income derived by a Fund from an interest in a QPTP will be treated as qualifying income but the Fund may not invest more than 25% of its total assets in one or more QPTPs. However, there can be no assurance that a partnership classified as a QPTP in one year will qualify as a QPTP in the next year. Any such failure to annual qualify as a QPTP might, in turn, cause a Fund to fail to qualify as a regulated investment company.
      Investments in commodities – structured notes, corporate subsidiary and certain ETFs . Gains from the disposition of commodities, including precious metals, will neither be considered qualifying income for purposes of satisfying the Income Requirement nor qualifying assets for purposes of satisfying the Asset Diversification Test. See, “Taxation of the Fund – Qualification as a regulated investment company.” Also, the IRS has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income for purposes of the Income Requirement. However, in a subsequent revenue ruling, the IRS provides that income from certain alternative investments which create commodity exposure, such as certain commodity index-linked or structured notes or a corporate subsidiary that invests in commodities, may be considered qualifying income under the Code. IN addition, a Fund may gain exposure to commodities through investment in QPTPs such as an EFT that is classified as a partnership and which invests in commodities. Accordingly, the extent to which the Fund invests in commodities or commodity-linked derivatives may be limited by the Income Requirement and the Asset Diversification Test, which the Fund must continue to satisfy to maintain its status as a regulated investment company. A Fund also may be limited in its ability to sell its investments in commodities, commodity-linked derivatives, and certain ETFs or be forced to sell other investments to generate income due to the Income Requirement.
      Securities Lending . While securities are loaned out by a Fund, the Fund will generally receive from the borrower amounts equal to any dividends or interest paid on the borrowed securities. For federal income tax purposes, payments made “in lieu of” dividends are not considered dividend income. These distributions will neither qualify for the reduced rate of taxation for individuals on qualified dividends nor the 70% dividends received deduction for corporations. Also, any foreign tax withheld on payments made “in lieu of” dividends or interest will not qualify for the pass-through of foreign tax credits to shareholders. Additionally, in the case of a Fund with a strategy of investing in tax-exempt securities, any payments made “in lieu of” tax-exempt interest will be considered taxable income to the Fund, and thus, to the investors, even though such interest may be tax-exempt when paid to the borrower.
      Investments in convertible securities . Convertible debt is ordinarily treated as a “single property” consisting of a pure debt interest until conversion, after which the investment becomes an equity interest. If the security is issued at a premium (i.e., for cash in excess of the face amount payable on retirement), the creditor-holder may amortize the premium over the life of the bond. If the security is issued for cash at a price below its face amount, the creditor-holder must accrue original issue discount in income over the life of the debt. The creditor-holder’s exercise of the conversion privilege is treated as a nontaxable event. Mandatorily convertible debt (e.g., an exchange traded note or ETN issued in the form of an unsecured obligation that pays a return based on the performance of a specified market index, exchange currency, or commodity) is often, but not always, treated as a contract to buy or sell the reference property rather than debt. Similarly, convertible preferred stock with a mandatory conversion feature is ordinarily, but not always, treated as equity rather than debt. Dividends received generally are qualified dividend income and eligible for the corporate dividends received deduction. In general, conversion of preferred stock for common stock of the same corporation is tax-free. Conversion of preferred stock for cash is a taxable redemption. Any redemption premium for preferred stock that is redeemable by the issuing company might be required to be amortized under original issue discount (OID) principles.

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      Tax Certification and Backup Withholding. Tax certification and backup withholding tax laws require that you certify your tax information when you become an investor in the Fund. For U.S. citizens and resident aliens, this certification is made on IRS Form W-9. Under these laws, the Fund must withhold a portion of your taxable distributions and sales proceeds unless you:
    provide your correct Social Security or taxpayer identification number,
 
    certify that this number is correct,
 
    certify that you are not subject to backup withholding, and
 
    certify that you are a U.S. person (including a U.S. resident alien).
     he Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 28% of any distributions or proceeds paid. This rate will expire and the backup withholding tax rate will be 31% for amounts paid after December 31, 2010, unless Congress enacts tax legislation providing otherwise. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability, provided the appropriate information is furnished to the IRS.
     Non-U.S. investors have special U.S. tax certification requirements. See “Foreign Shareholders ¾ Tax certification and backup withholding.”
      Foreign Shareholders. Shareholders who, as to the United States, are nonresident alien individuals, foreign trusts or estates, foreign corporations, or foreign partnerships (foreign shareholder), may be subject to U.S. withholding and estate tax and are subject to special U.S. tax certification requirements.
     Taxation of a foreign shareholder depends on whether the income from the Fund is “effectively connected” with a U.S. trade or business carried on by such shareholder.
U.S. withholding tax at the source . If the income from the Fund is not effectively connected with a U.S. trade or business carried on by a foreign shareholder, distributions to such shareholder will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution, subject to certain exemptions including those for dividends designated by the Fund as:
    exempt-interest dividends paid by the Fund from its net interest income earned on municipal securities;
 
    capital gain dividends paid by the Fund from its net long-term capital gains (other than those from disposition of a U.S. real property interest), unless you are a nonresident alien present in the United States for a period or periods aggregating 183 days or more during the calendar year; and
 
    with respect to taxable years of the Fund beginning before January 1, 2010 (sunset date), interest-related dividends paid by the Fund from its qualified net interest income from U.S. sources and short-term capital gains dividends.
     However, the Fund does not intend to utilize the exemptions for interest-related dividends paid and short-term capital gain dividends paid. Moreover, notwithstanding such exemptions from U.S. withholding at the source, any dividends and distributions of income and capital gains, including the proceeds from the sale of your Fund shares, will be subject to backup withholding at a rate of 28% if you fail to properly certify that you are not a U.S. person.
     Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from an election to pass-through foreign tax credits to shareholders, but may not be able to claim a credit or deduction with respect to the withholding tax for the foreign tax treated as having been paid by them.
     Amounts designated by the Fund as capital gain dividends (a) that are attributable to certain capital gain dividends received from a qualified investment entity (QIE) (generally defined as either (i) a U.S. REIT or (ii) a RIC classified as a “U.S. real property holding corporation” or which would be if the

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exceptions for holding 5% or less of a class of publicly traded shares or an interest in a domestically controlled QIE did not apply) or (b) that are realized by the Fund on the sale of a “U.S. real property interest” (including gain realized on sale of shares in a QIE other than one that is a domestically controlled), will not be exempt from U.S. federal income tax and may be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) if the Fund by reason of having a REIT strategy is classified as a QIE. If the Fund is so classified, foreign shareholders owning more than 5% of the Fund’s shares may be treated as realizing gain from the disposition of a U.S. real property interest, causing Fund distributions to be subject to U.S. withholding tax at a rate of 35%, and requiring the filing of a nonresident U.S. income tax return. In addition, if the Fund is classified as a QIE, anti-avoidance rules apply to certain wash sale transactions. Namely, if the Fund is a QIE and a foreign shareholder disposes of the Fund’s shares prior to the Fund paying a distribution attributable to the disposition of a U.S. real property interest and the foreign shareholder later acquires an identical stock interest in a wash sale transaction, the foreign shareholder may still be required to pay U.S. tax on the Fund’s distribution. Also, the sale of shares of the Fund, if classified as a “U.S. real property holding corporation,” could also be considered a sale of a U.S. real property interest with any resulting gain from such sale being subject to U.S. tax as income “effectively connected with a U.S. trade or business.” These rules generally apply to dividends paid by the Fund before January 1, 2010 (sunset date) except that, after such sunset date, Fund distributions from a U.S REIT (whether or not domestically controlled) attributable to gain from the disposition of a U.S. real property interest will continue to be subject to the withholding rules described above provided the Fund is classified as a QIE.
      Income effectively connected with a U.S. trade or business . If the income from the Fund is effectively connected with a U.S. trade or business carried on by a foreign shareholder, then ordinary income dividends, capital gain dividends and any gains realized upon the sale or redemption of shares of the Fund will be subject to U.S. federal income tax at the rates applicable to U.S. citizens or domestic corporations and require the filing of a nonresident U.S. income tax return.
      Tax certification and back-up withholding . Foreign shareholders have special U.S. tax certification requirements to avoid backup withholding (at a rate of 28%), and if applicable, to obtain the benefit of any income tax treaty between the foreign shareholder’s country of residence and the United States. To claim these tax benefits, the foreign shareholder must provide a properly completed Form W-8BEN (or other Form W-8, where applicable, or their substitute forms) to establish his or her status as a non-U.S. investor, to claim beneficial ownership over the assets in the account, and to claim, if applicable, a reduced rate of or exemption from withholding tax under the applicable treaty. A Form W-8BEN provided without a U.S. taxpayer identification number remains in effect for a period of three years beginning on the date that it is signed and ending on the last day of the third succeeding calendar year. However, non-U.S. investors must advise the Fund of any changes of circumstances that would render the information given on the form incorrect, and must then provide a new W-8BEN to avoid the prospective application of backup withholding. Forms W-8BEN with U.S. taxpayer identification numbers remain valid indefinitely, or until the investor has a change of circumstances that renders the form incorrect and necessitates a new form and tax certification.
      U.S. estate tax . Transfers by gift of shares of the Fund by a foreign shareholder who is a nonresident alien individual will not be subject to U.S. federal gift tax. An individual who, at the time of death, is a foreign shareholder will nevertheless be subject to U.S. federal estate tax with respect to shares at the graduated rates applicable to U.S. citizens and residents, unless a treaty exception applies. If a treaty exemption is available, a decedent’s estate may nonetheless need to file a U.S. estate tax return to claim the exemption in order to obtain a U.S. federal transfer certificate. The transfer certificate will identify the property (i.e., Fund shares) as to which the U.S. federal estate tax lien has been released. In the absence of a treaty, there is a $13,000 statutory estate tax credit (equivalent to an estate with assets of $60,000). Estates of nonresident alien shareholders dying after December 31, 2004 and before January 1, 2010 will be able to exempt from federal estate tax the proportion of the value of the Fund’s shares attributable to “qualifying assets” held by the Fund at the end of the quarter immediately preceding the nonresident alien shareholder’s death (or such other time as the IRS may designate in regulations). Qualifying assets include bank deposits and other debt obligations that pay interest or accrue original issue discount that is exempt from withholding tax, debt obligations of a domestic corporation that are treated as giving rise to

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foreign source income, and other investments that are not treated for tax purposes as being within the United States. Through December 31, 2009, shareholders will be advised of the portion of the Fund’s assets that constituted qualifying assets at the end of each quarter of its taxable year.
      Local Tax Considerations. Rules of state and local taxation of ordinary income, qualified dividend income and capital gain dividends may differ from the rules for U.S. federal income taxation described above. Distributions may also be subject to additional state, local and foreign taxes depending on each shareholder’s particular situation.
DISTRIBUTION OF SECURITIES
Distributor
          The Trust has entered into master distribution agreements, as amended, relating to the Funds (the Distribution Agreements) with Invesco Distributors, Inc., a registered broker-dealer and a wholly owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor of shares of the Funds. The address of Invesco Distributors is P.O. Box 4739, Houston, Texas 77210-4739. Certain trustees and officers of the Trust are affiliated with Invesco Distributors. See “Management of the Trust.” In addition to the Funds, Invesco Distributors serves as distributor to many other mutual funds that are offered to retail investors. The following Distribution of Securities information is about all of the Invesco Funds that offer retail and/or institutional share classes. Not all Invesco Funds offer all share classes.
          The Distribution Agreements provide Invesco Distributors with the exclusive right to distribute shares of the Funds on a continuous basis directly and through other broker-dealers and other financial intermediaries with whom Invesco Distributors has entered into selected dealer and/or similar agreements. Invesco Distributors has not undertaken to sell any specified number of shares of any classes of the Funds.
          Invesco Distributors expects to pay sales commissions from its own resources to dealers and institutions who sell Class C and Class R shares of the Funds at the time of such sales. Invesco Distributors or its predecessor has paid sales commissions from its own resources to dealers who sold Class B, B5 and C5 shares of the Funds at the time of such sales.
          Payments for Class B and Class B5 shares equaled 4.00% of the purchase price of the Class B or Class B5 shares sold by the dealer or institution, consisting of a sales commission equal to 3.75% of the purchase price of the Class B shares sold plus an advance of the first year service fee of 0.25% for such shares. The portion of the payments to Invesco Distributors under the Class B Plan and Class B5 Plan that constitutes an asset-based sales charge (0.75%) is intended in part to permit Invesco Distributors to recoup a portion of such sales commissions plus financing costs.
          Invesco Distributors may pay sales commissions to dealers and institutions who sell Class C shares of the Invesco Funds at the time of such sales. A predecessor of Invesco Distributors paid sales commission to dealers and institutions who sold Class C5 shares of the Invesco Funds at the time of such sales. Payments for Class C and Class C5 shares equal 1.00% of the purchase price of the Class C shares sold by the dealer or institution, consisting of a sales commission of 0.75% of the purchase price of the Class C or Class C5 shares sold plus an advance of the first year service fee of 0.25% for such shares. Invesco Distributors will retain all payments received by it relating to Class C and C5 shares for the first year after they are purchased. The portion of the payments to Invesco Distributors under the Class C Plan or the Class C5 Plan that constitutes an asset-based sales charge (0.75%) is intended in part to permit Invesco Distributors to recoup a portion of the sales commissions to dealers plus financing costs, if any. After the first full year, Invesco Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class C or Class C5 shares that are attributable to shareholders for whom the dealers and institutions are designated as dealers of record. These payments will consist of an asset-based sales charge of 0.75% and a service fee of 0.25%.

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     Invesco Distributors may pay dealers and institutions who sell Class R shares an annual fee of 0.50% of average daily net assets. These payments will consist of an asset-based fee of 0.25% and a service fee of 0.25% and will commence either on the thirteenth month after the first purchase, on accounts on which a dealer concession was paid, or immediately, on accounts on which a dealer concession was not paid. If Invesco Distributors pays a dealer concession, it will retain all payments received by it relating to Class R shares for the first year after they are purchased. Invesco Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class R shares that are attributable to shareholders for whom the dealers and institutions are designated as dealers of record.
     The Trust (on behalf of any class of any Fund) or Invesco Distributors may terminate the Distribution Agreements on 60 days’ written notice without penalty. The Distribution Agreements will terminate automatically in the event of their assignment. In the event the Class B shares Distribution Agreement is terminated, Invesco Distributors would continue to receive payments of asset-based distribution fees in respect of the outstanding Class B shares attributable to the distribution efforts of Invesco Distributors or its predecessors; provided, however that a complete termination of the Class B Plan (as defined in such Plan) would terminate all payments to Invesco Distributors. Termination of the Class B Plan or the Distribution Agreement for Class B shares would not affect the obligation of Class B shareholders to pay CDSCs.
     Total sales charges (front end and CDSCs) paid in connection with the sale of shares of each class of each Fund, if applicable, for the last three fiscal years ended March 31 are found in Appendix O.
Distribution Plans
     The Trust has adopted distribution plans pursuant to Rule 12b-1 under the 1940 Act for each Fund’s Class A shares, Class B shares, Class C shares, Class R shares, and Investor Class shares, if applicable (collectively the Plans).
     Each Fund, pursuant to its Class A, Class B, Class C, Class R Plans pays Invesco Distributors compensation at the annual rate, shown immediately below, of the Fund’s average daily net assets of the applicable class.
                                         
                                    Investor
Fund   Class A   Class B   Class C   Class R   Class
Invesco Energy Fund
    0.25 %     1.00 %     1.00 %     N/A       0.25 %
Invesco Financial Services Fund
    0.25       1.00       1.00       N/A       0.25  
Invesco Gold & Precious Metals Fund
    0.25       1.00       1.00       N/A       0.25  
Invesco Leisure Fund
    0.25       1.00       1.00       0.50 %     0.25  
Invesco Technology Fund
    0.25       1.00       1.00       N/A       0.25  
Invesco Utilities Fund
    0.25       1.00       1.00       N/A       0.25  
     Invesco Energy Fund, Invesco Financial Services Fund, Invesco Gold & Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund, pursuant to its Investor Class Plan, pays Invesco Distributors compensation at the annual rate of 0.25% of the Fund’s average daily net assets of its Investor Class Shares.
     Invesco Technology Fund, pursuant to its Investor Class Plan, pays Invesco Distributors an amount necessary to reimburse Invesco Distributors for its actual allocated share of expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of the Investor Class shares of the Fund.

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     All of the Plans compensate or reimburse Invesco Distributors, as applicable, for the purpose of financing any activity that is primarily intended to result in the sale of shares of the Funds. Such activities include, but are not limited to, the following: printing of prospectuses and statements of additional information and reports for other than existing shareholders; overhead; preparation and distribution of advertising material and sales literature; expenses of organizing and conducting sales seminars; supplemental payments to dealers and other institutions such as asset-based sales charges or as payments of service fees under shareholder service arrangements; and costs of administering each Plan.
     Amounts payable by a Fund under the Class A, Class B, Class C, Class P, Class R and Class S Plans and amounts payable by Invesco Energy Fund, Invesco Financial Services Fund, Invesco Gold & Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund, under its Investor Class Plan need not be directly related to the expenses actually incurred by Invesco Distributors on behalf of each Fund. These Plans do not obligate the Funds to reimburse Invesco Distributors for the actual allocated share of expenses Invesco Distributors may incur in fulfilling its obligations under these Plans. Thus, even if Invesco Distributors’ actual allocated share of expenses exceeds the fee payable to Invesco Distributors at any given time, under these Plans, the Funds will not be obligated to pay more than that fee. If Invesco Distributors’ actual allocated share of expenses is less than the fee it receives, under these Plans, Invesco Distributors will retain the full amount of the fee.
     Amounts payable by Invesco Technology Fund under their Investor Class Plans are directly related to the expenses incurred by Invesco Distributors on behalf of each Fund, as these Plans obligate each Fund to reimburse Invesco Distributors for their actual allocated share of expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of the Investor Class shares of each Fund. If Invesco Distributors’ actual allocated share of expenses incurred pursuant to the Investor Class Plan for the period exceeds the 0.25% annual cap, under this Plan Invesco Diversified Dividend Fund and Invesco Large Cap Growth Fund will not be obligated to pay more than the 0.25% annual cap. If Invesco Distributors’ actual allocated share of expenses incurred pursuant to the Investor Class Plan for the period is less than the 0.25% annual cap, under this Plan Invesco Distributors is entitled to be reimbursed only for its actual allocated share of expenses.
     Invesco Distributors may from time to time waive or reduce any portion of its 12b-1 fee for Class A, Class C, Class R, Class P, Class S or Investor Class shares. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors. During periods of voluntary fee waivers or reductions, Invesco Distributors will retain its ability to be reimbursed for such fee prior to the end of each fiscal year. Contractual fee waivers or reductions set forth in the Fee Table in a Prospectus may not be terminated or amended to the Funds’ detriment during the period stated in the agreement between Invesco Distributors and the Fund.
     The Funds may pay a service fee of 0.25% of the average daily net assets of the Class A, Class B, Class C, Class R and Investor Class shares, 0.15% of the average daily net assets of Class S shares, and 0.10% of the average daily net assets of Class P shares, attributable to the customers selected dealers and financial institutions to such dealers and financial institutions, including Invesco Distributors, acting a principal, who furnish continuing personal shareholder services to their customers who purchase and own the applicable class of shares of the Fund. Under the terms of a shareholder service agreement, such personal shareholder services include responding to customer inquiries and providing customers with information about their investments. Any amounts not paid as a service fee under each Plan would constitute an asset-based sales charge.
     Under a Shareholder Service Agreement, a Fund agrees to pay periodically fees to selected dealers and other institutions who render the foregoing services to their customers. The fees payable under a Shareholder Service Agreement will be calculated at the end of each payment period for each business day of the Funds during such period at the annual rate specified in each agreement based on the average daily net asset value of the Funds’ shares purchased or acquired through exchange. Fees shall be paid only to those selected dealers or other institutions who are dealers or institutions of record at

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the close of business on the last business day of the applicable payment period for the account in which such Fund’s shares are held.
     Selected dealers and other institutions entitled to receive compensation for selling Fund shares may receive different compensation for selling shares of one particular class over another. Under the Plans, certain financial institutions which have entered into service agreements and which sell shares of the Funds on an agency basis, may receive payments from the Funds pursuant to the respective Plans. Invesco Distributors does not act as principal, but rather as agent for the Funds, in making dealer incentive and shareholder servicing payments to dealers and other financial institutions under the Plans. These payments are an obligation of the Funds and not of Invesco Distributors.
     Payments pursuant to the Plans are subject to any applicable limitations imposed by rules of FINRA.
     See Appendix M for a list of the amounts paid by each class of shares of each Fund to Invesco Distributors pursuant to the Plans for the year, or period, ended March 31, 2010 and Appendix N for an estimate by category of the allocation of actual fees paid by each class of shares of each Fund pursuant to its respective distribution plan for the year or period ended March 31, 2010.
     As required by Rule 12b-1, the Plans and related forms of Shareholder Service Agreements were approved by the Board, including a majority of the trustees who are not “interested persons” (as defined in the 1940 Act) of the Trust and who have no direct or indirect financial interest in the operation of the Plans or in any agreements related to the Plans (the Rule 12b-1 Trustees). In approving the Plans in accordance with the requirements of Rule 12b-1, the trustees considered various factors and determined that there is a reasonable likelihood that the Plans would benefit each class of the Funds and its respective shareholders.
     The anticipated benefits that may result from the Plans with respect to each Fund and/or the classes of each Fund and its shareholders include but are not limited to the following: (1) rapid account access; (2) relatively predictable flow of cash; and (3) a well-developed, dependable network of shareholder service agents to help to curb sharp fluctuations in rates of redemptions and sales, thereby reducing the chance that an unanticipated increase in net redemptions could adversely affect the performance of each Fund.
     Unless terminated earlier in accordance with their terms, the Plans continue from year to year as long as such continuance is specifically approved, in person, at least annually by the Board, including a majority of the Rule 12b-1 Trustees. A Plan may be terminated as to any Fund or class by the vote of a majority of the Rule 12b-1 Trustees or, with respect to a particular class, by the vote of a majority of the outstanding voting securities of that class.
     Any change in the Plans that would increase materially the distribution expenses paid by the applicable class requires shareholder approval; otherwise, the Plans may be amended by the trustees, including a majority of the Rule 12b-1 Trustees, by votes cast in person at a meeting called for the purpose of voting upon such amendment. As long as the Plans are in effect, the selection or nomination of the Independent Trustees is committed to the discretion of the Independent Trustees.
     The Class B Plan obligates Class B shares to continue to make payments to Invesco Distributors following termination of the Class B shares Distribution Agreement with respect to Class B shares sold by or attributable to the distribution efforts of Invesco Distributors or its predecessors, unless there has been a complete termination of the Class B Plan (as defined in such Plan) and the Class B Plan expressly authorizes Invesco Distributors to assign, transfer or pledge its rights to payments pursuant to the Class B Plan.
Distributor

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     The Trust has entered into a master distribution agreement relating to the Portfolios (the Distribution Agreement) with Invesco Distributors, a registered broker-dealer and a wholly owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor of the shares of each class of the Portfolios. The address of Invesco Distributors is 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. Mail addressed to Invesco Distributors should be sent to P.O. Box 4497, Houston, Texas 77210-4497. Certain trustees and officers of the Trust are affiliated with Invesco Distributors. See “Management of the Trust.”
     The Distribution Agreement provides Invesco Distributors with the exclusive right to distribute the shares of each class of the Portfolios on a continuous basis directly and through other broker dealers with whom Invesco Distributors has entered into selected dealer agreements. Invesco Distributors has not undertaken to sell any specified number of shares of any classes of the Portfolios. The Distribution Agreement also provides that Invesco Distributors will pay promotional expenses, including the incremental costs of printing prospectuses and statements of additional information, annual reports and other periodic reports for distribution to persons who are not shareholders of the Trust and the costs of preparing and distributing any other supplemental sales literature.
     The Trust (on behalf of any class of the Portfolios) or Invesco Distributors may terminate the Distribution Agreement on sixty (60) days’ written notice without penalty. The Distribution Agreement will terminate automatically in the event of its assignment.
     Invesco Distributors may, from time to time at its expense, pay a fee to broker-dealers, banks or other financial institutions for operations and/or marketing support, including support for distribution programs or platforms. Such fees will not impose additional expenses on a class, nor will they change the price paid by investors for the purchase of the applicable classes’ shares or the amount that any particular class will receive as proceeds from such sales.
FINANCIAL STATEMENTS
     [A Fund’s financial statements for the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2009, including the Financial Highlights pertaining thereto, and the reports of the independent registered public accounting firm thereon, are incorporated by reference into this Statement of Additional Information (SAI) from such Fund’s Annual Report to shareholders.
     The portions of such Annual Reports that are not specifically listed above are not incorporated by reference into this SAI and are not a part of this Registration Statement.]
PENDING LITIGATION
Settled Enforcement Actions Related to Market Timing
     On October 8, 2004, INVESCO Funds Group, Inc. (IFG) (the former investment adviser to certain Invesco Funds), Invesco Advisers, Inc. (Invesco), successor by merger to Invesco Advisors, Inc. and Invesco Distributors, Inc. (Invesco Distributors), formerly Invesco Distributors, Inc., reached final settlements with certain regulators, including the SEC, the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the Invesco Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) was created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, Invesco and Invesco Distributors created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by Invesco, which was done pursuant to the terms of the settlements. The methodology of the fair funds distributions was determined

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by Invesco’s independent distribution consultant (IDC Plan), in consultation with Invesco and the independent trustees of the Invesco Funds, and approved by the staff of the SEC. Further details regarding the IDC Plan and distributions thereunder are available under the “About Us – Legal Information – SEC Settlement” section of Invesco’s Web site, available at http://www.invescoaim.com . Invesco’s Web site is not a part of this Statement of Additional Information or the prospectus of any Invesco Fund.
      Regulatory Action Alleging Market Timing
     On August 30, 2005, the West Virginia Office of the State Auditor — Securities Commission (WVASC) issued a Summary Order to Cease and Desist and Notice of Right to Hearing to Invesco and Invesco Distributors (Order No. 05-1318). The WVASC makes findings of fact that Invesco and Invesco Aim Distributors entered into certain arrangements permitting market timing of the Invesco Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that Invesco and Invesco Distributors violated the West Virginia securities laws. The WVASC orders Invesco and Invesco Distributors to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an “administrative assessment,” to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. By agreement with the Commissioner of Securities, Invesco’s time to respond to that Order has been indefinitely suspended.
      Private Civil Actions Alleging Market Timing
     Multiple civil lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain Invesco Funds, IFG, Invesco, Invesco Management Group, Inc., formerly Invesco Management Group, Inc.; and certain related entities, certain of their current and former officers and/or certain unrelated third parties) based on allegations of improper market timing, and related activity in the Invesco Funds. These lawsuits allege a variety of theories of recovery, including but not limited to: (i) violation of various provisions of the Federal and state securities laws; (ii) violation of various provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA); (iii) breach of fiduciary duty; and/or (iv) breach of contract. These lawsuits were initiated in both Federal and state courts and seek such remedies as compensatory damages; restitution; injunctive relief; disgorgement of management fees; imposition of a constructive trust; removal of certain directors and/or employees; various corrective measures under ERISA; rescission of certain Funds’ advisory agreements; interest; and attorneys’ and experts’ fees. All lawsuits based on allegations of market timing, late trading, and related issues have been transferred to the United States District Court for the District of Maryland (the MDL Court) for consolidated or coordinated pre-trial proceedings. Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various Invesco — and IFG-related parties. The parties in the amended complaints have agreed in principle to settle the actions. A list identifying the amended complaints in the MDL Court and details of the settlements are included in Appendix P-1.

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APPENDIX A
RATINGS OF DEBT SECURITIES
     The following is a description of the factors underlying the debt ratings of Moody’s, S&P and Fitch.
Moody’s Long-Term Debt Ratings
     Aaa: Obligations rated Aaa are judged to be of the highest quality, with minimal credit risk.
     Aa: Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.
     A: Obligations rated A are considered upper-medium grade and are subject to low credit risk.
     Baa: Obligations rated Baa are subject to moderate credit risk. They are considered medium-grade and as such may possess certain speculative characteristics.
     Ba: Obligations rated Ba are judged to have speculative elements and are subject to substantial credit risk.
     B: Obligations rated B are considered speculative and are subject to high credit risk.
     Caa: Obligations rated Caa are judged to be of poor standing and are subject to very high credit risk.
     Ca: Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.
     C: Obligations rated C are the lowest rated class of bonds and are typically in default, with little prospect for recovery of principal or interest.
     Note: Moody’s applies numerical modifiers 1, 2, and 3 in each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category.
Moody’s Short-Term Prime Rating System
P-1
Issuers (or supporting institutions) rated Prime-1 have a superior ability to repay short-term debt obligations.
P-2
Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay short-term debt obligations.
P-3
Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to repay short-term obligations.
NP (Not Prime)
Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.

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Note: In addition, in certain countries the prime rating may be modified by the issuer’s or guarantor’s senior unsecured long-term debt rating.
     Moody’s municipal ratings are as follows:
Moody’s U.S. Long-Term Municipal Bond Rating Definitions
     Municipal Ratings are opinions of the investment quality of issuers and issues in the US municipal and tax-exempt markets. As such, these ratings incorporate Moody’s assessment of the default probability and loss severity of these issuers and issues.
     Municipal Ratings are based upon the analysis of four primary factors relating to municipal finance: economy, debt, finances, and administration/management strategies. Each of the factors is evaluated individually and for its effect on the other factors in the context of the municipality’s ability to repay its debt.
     Aaa: Issuers or issues rated Aaa demonstrate the strongest creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Aa: Issuers or issues rated Aa demonstrate very strong creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     A: Issuers or issues rated A present above-average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Baa: Issuers or issues rated Baa represent average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Ba: Issuers or issues rated Ba demonstrate below-average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     B: Issuers or issues rated B demonstrate weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Caa: Issuers or issues rated Caa demonstrate very weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Ca: Issuers or issues rated Ca demonstrate extremely weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     C: Issuers or issues rated C demonstrate the weakest creditworthiness relative to other US municipal or tax-exempt issuers or issues.
     Note: Also, Moody’s applied numerical modifiers 1, 2, and 3 in each generic rating classification from Aa to Caa. The modifier 1 indicates that the issue ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates that the issue ranks in the lower end of its generic category.
Moody’s MIG/VMIG US Short-Term Ratings
     In municipal debt issuance, there are three rating categories for short-term obligations that are considered investment grade. These ratings are designated as Moody’s Investment Grade (MIG) and are divided into three levels – MIG 1 through MIG 3.
     In addition, those short-term obligations that are of speculative quality are designated SG, or speculative grade.

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     In the case of variable rate demand obligations (VRDOs), a two-component rating is assigned. The first element represents Moody’s evaluation of the degree of risk associated with scheduled principal and interest payments. The second element represents Moody’s evaluation of the degree of risk associated with the demand feature, using the MIG rating scale.
     The short-term rating assigned to the demand feature of VRDOs is designated as VMIG. When either the long- or short-term aspect of a VRDO is not rated, that piece is designated NR, e.g., Aaa/NR or NR/VMIG 1.
     MIG ratings expire at note maturity. By contrast, VMIG rating expirations will be a function of each issue’s specific structural or credit features.
     Gradations of investment quality are indicated by rating symbols, with each symbol representing a group in which the quality characteristics are broadly the same.
     MIG 1/VMIG 1: This designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly reliable liquidity support or demonstrated broad-based access to the market for refinancing.
     MIG 2/VMIG 2: This designation denotes strong credit quality. Margins of protection are ample although not as large as in the preceding group.
     MIG 3/VMIG 3: This designation denotes acceptable credit quality. Liquidity and cash flow protection may be narrow and market access for refinancing is likely to be less well established.
     SG: This designation denotes speculative-grade credit quality. Debt instruments in this category may lack sufficient margins of protection.
Standard & Poor’s Long-Term Corporate and Municipal Ratings
     Issue credit ratings are based in varying degrees, on the following considerations: likelihood of payment – capacity and willingness of the obligor to meet its financial commitment on an obligation in accordance with the terms of the obligation; nature of and provisions of the obligation; and protection afforded by, and relative position of, the obligation in the event of bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors’ rights.
     The issue ratings definitions are expressed in terms of default risk. As such, they pertain to senior obligations of an entity. Junior obligations are typically rated lower than senior obligations, to reflect the lower priority in bankruptcy, as noted above.
     S&P describes its ratings for corporate and municipal bonds as follows:
     AAA: Debt rated AAA has the highest rating assigned by S&P. Capacity to pay interest and repay principal is extremely strong.
     AA: Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the highest rated issues only in a small degree.
     A: Debt rated A has a strong capacity to meet its financial commitments although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher rated categories.
     BBB: Debt rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to meet its financial commitment on the obligation.

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     BB-B-CCC-CC-C: Debt rated BB, B, CCC, CC and C is regarded as having significant speculative characteristics with respect to capacity to pay interest and repay principal. BB indicates the least degree of speculation and C the highest. While such debt will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposures to adverse conditions.
     D: Debt rated D is in payment default. The D rating category is used when payments on an obligation, including a regulatory capital instrument, are not made on the date due even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period.
     NR: Not Rated.
     Plus (+) or minus (-): Ratings from AA to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major categories.
S&P Dual Ratings
     S&P assigns “dual” ratings to all debt issues that have a put option or demand feature as part of their structure.
     The first rating addresses the likelihood of repayment of principal and interest as due, and the second rating addresses only the demand feature. The long-term debt rating symbols are used for bonds to denote the long-term maturity and the commercial paper rating symbols for the put option (for example, AAA/A-1+). With short-term demand debt, the not rating symbols are used with the commercial paper rating symbols (for example, SP-1+/A-1+).
S&P Commercial Paper Ratings
     An S&P commercial paper rating is a current assessment of the likelihood of timely payment of debt having an original maturity of no more than 365 days.
     These categories are as follows:
     A-1: This highest category indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.
     A-2: Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated A-1.
     A-3: Issues carrying this designation have adequate capacity for timely payment. They are, however, more vulnerable to the adverse effects of changes in circumstances than obligations carrying the higher designations.
     B: Issues rated “B” are regarded as having only speculative capacity for timely payment.
     C: This rating is assigned to short-term debt obligations with a doubtful capacity for payment.
     D: Debt rated “D” is in payment default. The “D” rating category is used when interest payments or principal payments are not made on the date due, even if the applicable grace period has not expired, unless Standard & Poor’s believes such payments will be made during such grace period.
S&P Short-Term Municipal Ratings

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     An S&P note rating reflect the liquidity factors and market-access risks unique to notes. Notes due in three years or less will likely receive a note rating. Notes maturing beyond three years will most likely receive a long-term debt rating. The following criteria will be used in making that assessment: amortization schedule (the larger the final maturity relative to other maturities, the more likely it will be treated as a note); and source of payment (the more dependent the issue is on the market for its refinancing, the more likely it will be treated as a note).
     Note rating symbols are as follows:
     SP-1: Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation.
     SP-2: Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes.
     SP-3: Speculative capacity to pay principal and interest.
Fitch Long-Term Credit Ratings
     Fitch Ratings provides an opinion on the ability of an entity or of a securities issue to meet financial commitments, such as interest, preferred dividends, or repayment of principal, on a timely basis. These credit ratings apply to a variety of entities and issues, including but not limited to sovereigns, governments, structured financings, and corporations; debt, preferred/preference stock, bank loans, and counterparties; as well as the financial strength of insurance companies and financial guarantors.
     Credit ratings are used by investors as indications of the likelihood of getting their money back in accordance with the terms on which they invested. Thus, the use of credit ratings defines their function: “investment grade” ratings (international Long-term “AAA” – “BBB” categories; Short-term “F1” – “F3”) indicate a relatively low probability of default, while those in the “speculative” or “non-investment grade” categories (international Long-term “BB” – “D”; Short-term “B” – “D”) either signal a higher probability of default or that a default has already occurred. Ratings imply no specific prediction of default probability. However, for example, it is relevant to note that over the long term, defaults on “AAA” rated U.S. corporate bonds have averaged less than 0.10% per annum, while the equivalent rate for “BBB” rated bonds was 0.35%, and for “B” rated bonds, 3.0%.
     Fitch ratings do not reflect any credit enhancement that may be provided by insurance policies or financial guaranties unless otherwise indicated.
     Entities or issues carrying the same rating are of similar but not necessarily identical credit quality since the rating categories do not fully reflect small differences in the degrees of credit risk.
     Fitch credit and research are not recommendations to buy, sell or hold any security. Ratings do not comment on the adequacy of market price, the suitability of any security for a particular investor, or the tax-exempt nature of taxability of payments of any security.
     The ratings are based on information obtained from issuers, other obligors, underwriters, their experts, and other sources Fitch Ratings believes to be reliable. Fitch Ratings does not audit or verify the truth or accuracy of such information. Ratings may be changed or withdrawn as a result of changes in, or the unavailability of, information or for other reasons.
     Our program ratings relate only to standard issues made under the program concerned; it should not be assumed that these ratings apply to every issue made under the program. In particular, in the case of non-standard issues, i.e., those that are linked to the credit of a third party or linked to the performance of an index, ratings of these issues may deviate from the applicable program rating.

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     Credit ratings do not directly address any risk other than credit risk. In particular, these ratings do not deal with the risk of loss due to changes in market interest rates and other market considerations.
     AAA: Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong capacity for timely payment of financial commitments, which is unlikely to be affected by foreseeable events.
     AA: Bonds considered to be investment grade and of very high credit quality. The obligor has a very strong capacity for timely payment of financial commitments which is not significantly vulnerable to foreseeable events.
     A: Bonds considered to be investment grade and of high credit quality. The obligor’s ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.
     BBB: Bonds considered to be investment grade and of good credit quality. The obligor’s ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances are more likely to impair this capacity.
     Plus (+) Minus (-): Plus and minus signs are used with a rating symbol to indicate the relative position of a credit within the rating category. Plus and minus signs, however, are not used in the “AAA” category.
     NR: Indicates that Fitch does not rate the specific issue.
     Withdrawn: A rating will be withdrawn when an issue matures or is called or refinanced and at Fitch’s discretion, when Fitch Ratings deems the amount of information available to be inadequate for ratings purposes.
     RatingWatch: Ratings are placed on RatingWatch to notify investors that there is a reasonable possibility of a rating change and the likely direction of such change. These are designated as “Positive,” indicating a potential upgrade, “Negative,” for potential downgrade, or “Evolving,” if ratings may be raised, lowered or maintained. RatingWatch is typically resolved over a relatively short period.
Fitch Speculative Grade Bond Ratings
     BB: Bonds are considered speculative. There is a possibility of credit risk developing, particularly as the result of adverse economic changes over time. However, business and financial alternatives may be available to allow financial commitments to be met.
     B: Bonds are considered highly speculative. Significant credit risk is present but a limited margin of safety remains. While bonds in this class are currently meeting financial commitments, the capacity for continued payment is contingent upon a sustained, favorable business and economic environment.
     CCC: Default is a real possibility. Capacity for meeting financial commitments is solely reliant upon sustained, favorable business or economic developments.
     CC: Default of some kind appears probable.
     C: Bonds are in imminent default in payment of interest or principal.
     DDD, DD, and D: Bonds are in default on interest and/or principal payments. Such bonds are extremely speculative and are valued on the basis of their prospects for achieving partial or full recovery value in liquidation or reorganization of the obligor. “DDD” represents the highest potential for recovery on these bonds, and “D” represents the lowest potential for recovery.

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     Plus (+) Minus (-): Plus and minus signs are used with a rating symbol to indicate the relative position of a credit within the rating category. Plus and minus signs, however, are not used in categories below CCC.
Fitch Short-Term Credit Ratings
     The following ratings scale applies to foreign currency and local currency ratings. A Short-term rating has a time horizon of less than 12 months for most obligations, or up to three years for U.S. public finance securities, and thus places greater emphasis on the liquidity necessary to meet financial commitments in a timely manner.
     F-1+: Exceptionally Strong Credit Quality. Issues assigned this rating are regarded as having the strongest degree of assurance for timely payment.
     F-1-: Very Strong Credit Quality. Issues assigned this rating reflect an assurance of timely payment only slightly less in degree than issues rated “F-1+;”
     F-2: Good Credit Quality. Issues assigned this rating have a satisfactory degree of assurance for timely payment, but the margin of safety is not as great as in the case of the higher ratings.
     F-3: Fair Credit Quality. Issues assigned this rating have characteristics suggesting that the degree of assurance for timely payment is adequate, however, near-term adverse changes could result in a reduction to non-investment grade.
     B: Speculative. Minimal capacity for timely payment of financial commitments, plus vulnerability to near-term adverse changes in financial and economic conditions.
     C: High default risk. Default is a real possibility. Capacity for meeting financial commitments is solely reliant upon a sustained, favorable business and economic environment.
     D: Default. Issues assigned this rating are in actual or imminent payment default.

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APPENDIX B
Persons to Whom Invesco Provides
Non-Public Portfolio Holdings on an Ongoing Basis
(as of March 31, 2010)
     
Service Provider   Disclosure Category
ABN AMRO Financial Services, Inc.
  Broker (for certain AIM Funds)
Absolute Color
  Financial Printer
Anglemyer & Co.
  Analyst (for certain AIM Funds)
BB&T Capital Markets
  Broker (for certain AIM Funds)
Bear Stearns Pricing Direct, Inc.
  Pricing Vendor (for certain AIM Funds)
BOSC, Inc.
  Broker (for certain AIM Funds)
BOWNE & Co.
  Financial Printer
Brown Brothers Harriman & Co.
  Securities Lender (for certain AIM Funds)
Cabrera Capital Markets
  Broker (for certain AIM Funds)
Charles River Systems, Inc.
  System Provider
Chas. P. Young Co.
  Financial Printer
Citigroup Global Markets, Inc.
  Broker (for certain AIM Funds)
Cirrus Research, LLC
  Trading System
Commerce Capital Markets
  Broker (for certain AIM Funds)
Crews & Associates
  Broker (for certain AIM Funds)
D.A. Davidson & Co.
  Broker (for certain AIM Funds)
Dechert LLP
  Legal Counsel
DEPFA First Albany
  Broker (for certain AIM Funds)
Empirical Research Partners
  Analyst (for certain AIM Funds)
Finacorp Securities
  Broker (for certain AIM Funds)
First Miami Securities
  Broker (for certain AIM Funds)
First Southwest Co.
  Broker (for certain AIM Funds)
First Tryon Securities
  Broker (for certain AIM Funds)
FT Interactive Data Corporation
  Pricing Vendor
FTN Financial Group
  Broker (for certain AIM Funds)
GainsKeeper
  Software Provider (for certain AIM Funds)
GCom2 Solutions
  Software Provider (for certain AIM Funds)
George K. Baum & Company
  Broker (for certain AIM Funds)
Glass, Lewis & Co.
  System Provider (for certain AIM Funds)
Global Trading Analytics, LLC
  Software Provider
Global Trend Alert
  Analyst (for certain AIM Funds)
Greater Houston Publishers, Inc.
  Financial Printer
Hattier, Sanford & Reynoir
  Broker (for certain AIM Funds)
Hutchinson, Shockey, Erley & Co.
  Broker (for certain AIM Funds)
ICRA Online Ltd.
  Rating & Ranking Agency (for certain AIM Funds)
iMoneyNet, Inc.
  Rating & Ranking Agency (for certain AIM Funds)
Initram Data, Inc.
  Pricing Vendor
Institutional Shareholder Services, Inc.
  Proxy Voting Service (for certain AIM Funds)
Invesco Aim Investment Services, Inc.
  Transfer Agent
Invesco Senior Secured Management, Inc.
  System Provider (for certain AIM Funds)
Investortools, Inc.
  Broker (for certain AIM Funds)
ITG, Inc.
  Pricing Vendor (for certain AIM Funds)
J.P. Morgan Securities, Inc.
  Analyst (for certain AIM Funds)

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Service Provider   Disclosure Category
J.P. Morgan Securities Inc.\Citigroup Global Markets Inc.\JPMorgan Chase Bank, N.A.
  Lender (for certain AIM Funds)
Janney Montgomery Scott LLC
  Broker (for certain AIM Funds)
John Hancock Investment Management Services, LLC
  Sub-advisor (for certain sub-advised accounts)
Jorden Burt LLP
  Special Insurance Counsel
KeyBanc Capital Markets, Inc.
  Broker (for certain AIM Funds)
Kramer Levin Naftalis & Frankel LLP
  Legal Counsel
Lipper, Inc.
  Rating & Ranking Agency (for certain AIM Funds)
Loan Pricing Corporation
  Pricing Service (for certain AIM Funds)
Loop Capital Markets
  Broker (for certain AIM Funds)
M.R. Beal
  Broker (for certain AIM Funds)
MarkIt Group Limited
  Pricing Vendor (for certain AIM Funds)
Merrill Communications LLC
  Financial Printer
Mesirow Financial, Inc.
  Broker (for certain AIM Funds)
Middle Office Solutions
  Software Provider
Moody’s Investors Service
  Rating & Ranking Agency (for certain AIM Funds)
Morgan Keegan & Company, Inc.
  Broker (for certain AIM Funds)
Morrison Foerster LLP
  Legal Counsel
MS Securities Services, Inc. and Morgan Stanley & Co. Incorporated
  Securities Lender (for certain AIM Funds)
Muzea Insider Consulting Services, LLC
  Analyst (for certain AIM Funds)
Ness USA Inc.
  System provider
Noah Financial, LLC
  Analyst (for certain AIM Funds)
Omgeo LLC
  Trading System
Piper Jaffray
  Analyst (for certain AIM Funds)
Prager, Sealy & Co.
  Broker (for certain AIM Funds)
PricewaterhouseCoopers LLP
  Independent Registered Public Accounting Firm (for all AIM Funds)
Protective Securities
  Broker (for certain AIM Funds)
Ramirez & Co., Inc.
  Broker (for certain AIM Funds)
Raymond James & Associates, Inc.
  Broker (for certain AIM Funds)
RBC Capital Markets
  Analyst (for certain AIM Funds)
RBC Dain Rauscher Incorporated
  Broker (for certain AIM Funds)
Reuters America LLC
  Pricing Service (for certain AIM Funds)
Rice Financial Products
  Broker (for certain AIM Funds)
Robert W. Baird & Co. Incorporated
  Broker (for certain AIM Funds)
RR Donnelley Financial
  Financial Printer
Ryan Beck & Co.
  Broker (for certain AIM Funds)
SAMCO Capital Markets, Inc.
  Broker (for certain AIM Funds)
Seattle-Northwest Securities Corporation
  Broker (for certain AIM Funds)
Siebert Brandford Shank & Co., L.L.C.
  Broker (for certain AIM Funds)
Simon Printing Company
  Financial Printer
Southwest Precision Printers, Inc.
  Financial Printer
Standard and Poor’s/Standard and Poor’s Securities Evaluations, Inc.
  Pricing Service and Rating and Ranking Agency (each, respectively, for certain AIM Funds)
StarCompliance, Inc.
  System Provider
State Street Bank and Trust Company
  Custodian, Lender, Securities Lender, and System Provider (each, respectively, for certain AIM Funds)
Sterne, Agee & Leach, Inc.
  Broker (for certain AIM Funds)
Stifel, Nicolaus & Company, Incorporated
  Broker (for certain AIM Funds)
Stradley Ronon Stevens & Young, LLP
  Legal Counsel
The Bank of New York
  Custodian and Securities Lender (each, respectively, for certain AIM Funds)

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Service Provider   Disclosure Category
The MacGregor Group, Inc.
  Software Provider
The Savader Group LLC
  Broker (for certain AIM Funds)
Thomson Information Services Incorporated
  Software Provider
UBS Financial Services, Inc.
  Broker (for certain AIM Funds)
VCI Group Inc.
  Financial Printer
Vining Sparks IBG
  Broker (for Certain AIM Funds)
Wachovia National Bank, N.A.
  Broker (for certain AIM Funds)
Western Lithograph
  Financial Printer
Wiley Bros. Aintree Capital L.L.C.
  Broker (for certain AIM Funds)
William Blair & Co.
  Broker (for certain AIM Funds)
XSP, LLC\Solutions Plus, Inc.
  Software Provider

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APPENDIX C
TRUSTEES AND OFFICERS
[As of June 30, 2010]
The address of each trustee and officer is 11 Greenway Plaza, Houston, Texas 77046-1173. Each trustee oversees 105 portfolios in the Invesco Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust’s organizational documents. Each officer serves for a one year term or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.
                 
                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Interested Persons
               
 
               
Martin L. Flanagan 1 – 1960
Trustee
    2007     Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Trustee, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business

Formerly: Chairman, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, IVZ Inc. (holding company), INVESCO Group Services, Inc. (service provider) and Invesco North American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management organization)
  None
 
               
Philip A. Taylor 2 – 1954
Trustee, President and Principal Executive Officer
    2006     Head of North American Retail and Senior Managing Director, Invesco Ltd.; Director, Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, 1371 Preferred Inc. (holding company); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly Invesco Aim Management Group, Inc.) (financial services holding company); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent) and AIM GP Canada Inc. (general partner for limited partnerships); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) (registered transfer   None
 
1   Mr. Flanagan is considered an interested person of the Trust because he is an officer of the adviser to the Trust, and an officer and a director of Invesco Ltd., ultimate parent of the adviser to the Trust.
 
2   Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the adviser to, and a director of the principal underwriter of, the Trust.

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
 
          agent) and IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, INVESCO Inc. (holding company) and Invesco Canada Holdings Inc. (holding company); Chief Executive Officer, AIM Trimark Corporate Class Inc. (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Director and Chief Executive Officer, Invesco Trimark Ltd./Invesco Trimark Ltèe (registered investment adviser and registered transfer agent) and Invesco Trimark Dealer Inc. (registered broker dealer); Trustee, President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust) and Short-Term Investments Trust); Trustee and Executive Vice President, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust) and Short-Term Investments Trust only)    
 
               
 
          Formerly: Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) (registered broker dealer); Manager, Invesco PowerShares Capital Management LLC; Director, Chief Executive Officer and President, Invesco Advisers, Inc.; Director, Chairman, Chief Executive Officer and President, Invesco Aim Capital Management, Inc.; President, Invesco Trimark Dealer Inc. and Invesco Trimark Ltd./Invesco Trimark Ltèe; Director and President, AIM Trimark Corporate Class Inc. and AIM Trimark Canada Fund Inc.; Senior Managing Director, Invesco Holding Company Limited; Trustee and Executive Vice President, Tax-Free Investments Trust; Director and Chairman, Fund Management Company (former registered broker dealer); President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Tax-Free Investments Trust only); President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.    
 
               
Independent Trustees
               
 
               
Bruce L. Crockett – 1944
Trustee and Chair
    2003     Chairman, Crockett Technology Associates (technology consulting company)

Formerly: Director, Captaris (unified messaging provider); Director, President and Chief Executive Officer COMSAT Corporation; and Chairman, Board of Governors of INTELSAT (international communications company)
  ACE Limited (insurance company); and Investment Company Institute
 
               
Bob R. Baker – 1936
Trustee
    1983     Retired

Formerly: President and Chief Executive Officer, AMC Cancer Research Center; and Chairman and Chief Executive Officer, First Columbia Financial Corporation
  None

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Frank S. Bayley – 1939
Trustee
    2003     Retired

Formerly: Director, Badgley Funds, Inc. (registered investment company) (2 portfolios) and Partner, law firm of Baker & McKenzie
  None
 
               
James T. Bunch – 1942
Trustee
    2000     Founder, Green, Manning & Bunch Ltd. (investment banking firm)

Formerly: Executive Committee, United States Golf Association; and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation
  Vice Chairman, Board of Governors, Western Golf Association/Evans Scholars Foundation and Director, Denver Film Society
 
               
Albert R. Dowden – 1941
Trustee
    2003     Director of a number of public and private business corporations, including the Boss Group, Ltd. (private investment and management); Reich & Tang Funds (5 portfolios) (registered investment company); and Homeowners of America Holding Corporation/ Homeowners of America Insurance Company (property casualty company)

Formerly: Director, Continental Energy Services, LLC (oil and gas pipeline service); Director, CompuDyne Corporation (provider of product and services to the public security market) and Director, Annuity and Life Re (Holdings), Ltd. (reinsurance company); Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; Director of various public and private corporations; Chairman, DHJ Media, Inc.; Director Magellan Insurance Company; and Director, The Hertz Corporation, Genmar Corporation (boat manufacturer), National Media Corporation; Advisory Board of Rotary Power International (designer, manufacturer, and seller of rotary power engines); and Chairman, Cortland Trust, Inc. (registered investment company)
  Board of Nature’s Sunshine Products, Inc.
 
               
Jack M. Fields – 1952
Trustee
    2003     Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Owner and Chief Executive Officer, Dos Angelos Ranch, L.P. (cattle, hunting, corporate entertainment), Discovery Global Education Fund (non-profit) and Cross Timbers Quail Research Ranch (non-profit)

Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) and member of the U.S. House of Representatives
  Administaff
 
               
Carl Frischling – 1937
Trustee
    2003     Partner, law firm of Kramer Levin Naftalis and Frankel LLP   Director, Reich &
Tang Funds (16
portfolios)
 
               
Prema Mathai-Davis – 1950
Trustee
    2003     Retired

Formerly: Chief Executive Officer, YWCA of the U.S.A.
  None
 
               
Lewis F. Pennock – 1942
Trustee
    2003     Partner, law firm of Pennock & Cooper   None
 
               
Larry Soll – 1942
Trustee
    1997     Retired

Formerly, Chairman, Chief Executive Officer and President, Synergen Corp. (a biotechnology company)
  None

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Raymond Stickel, Jr. – 1944
Trustee
    2005     Retired

Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios) and Partner, Deloitte & Touche
  None
 
               
Other Officers
               
 
               
Russell C. Burk – 1958
Senior Vice President and Senior Officer
    2005     Senior Vice President and Senior Officer, The Invesco Funds   N/A
 
               
John M. Zerr – 1962
Senior Vice President, Chief Legal Officer and Secretary
    2006     Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.), Senior Vice President, Invesco Advisers, Inc. formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President and Secretary, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.); Director, Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) and IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; and Manager, Invesco PowerShares Capital Management LLC

Formerly: Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco Advisers, Inc.; Director, Vice President and Secretary, Fund Management Company; Director, Senior Vice President, Secretary, General Counsel and Vice President, Invesco Aim Capital Management, Inc.; Chief Operating Officer and General Counsel, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company) and PBHG Insurance Series Fund (an investment company); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator) and Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company)
  N/A

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Lisa O. Brinkley – 1959
Vice President
    2004     Global Compliance Director, Invesco Ltd.; Chief Compliance Officer, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) and Invesco Investment Services, Inc.(formerly known as Invesco Aim Investment Services, Inc.); and Vice President, The Invesco Funds

Formerly: Senior Vice President, Invesco Management Group, Inc.; Senior Vice President and Chief Compliance Officer, Invesco Advisers, Inc. and The Invesco Funds; Vice President and Chief Compliance Officer, Invesco Aim Capital Management, Inc. and Invesco Distributors, Inc.; Vice President, Invesco Investment Services, Inc. and Fund Management Company
  N/A
 
               
Kevin M. Carome – 1956
Vice President
    2003     General Counsel, Secretary and Senior Managing Director, Invesco Ltd.; Director, Invesco Holding Company Limited and INVESCO Funds Group, Inc.; Director and Executive Vice President, IVZ, Inc., Invesco Group Services, Inc., Invesco North American Holdings, Inc. and Invesco Investments (Bermuda) Ltd.; Director and Secretary, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Vice President, The Invesco Funds; and Trustee, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust.

Formerly: Senior Managing Director and Secretary, Invesco North American Holdings, Inc.; Vice President and Secretary, IVZ, Inc. and Invesco Group Services, Inc.; Senior Managing Director and Secretary, Invesco Holding Company Limited; Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. and Invesco Advisers, Inc.; Senior Vice President, Invesco Distributors, Inc.; Director, General Counsel and Vice President, Fund Management Company; Vice President, Invesco Aim Capital Management, Inc. and Invesco Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Director and Vice President, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.; and Chief Executive Officer and President, INVESCO Funds Group, Inc.
  N/A

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Sheri Morris – 1964
Vice President, Treasurer and Principal Financial Officer
    2003     Vice President, Treasurer and Principal Financial Officer, The Invesco Funds; and Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser)

Formerly: Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.
  N/A
 
               
Karen Dunn Kelley – 1960
Vice President
    2003     Head of Invesco’s World Wide Fixed Income and Cash Management Group; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Executive Vice President, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.); Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.); and Director, Invesco Mortgage Capital Inc.; Vice President, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust) and Short-Term Investments Trust); and President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust) and Short-Term Investments Trust only)

Formerly: Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Director of Cash Management and Senior Vice President, Invesco Advisers, Inc. and Invesco Aim Capital Management, Inc.; President and Principal Executive Officer, Tax-Free Investments Trust; Director and President, Fund Management Company; Chief Cash Management Officer, Director of Cash Management, Senior Vice President, and Managing Director, Invesco Aim Capital Management, Inc.; Director of Cash Management, Senior Vice President, and Vice President, Invesco Advisers, Inc. and The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Tax-Free Investments Trust only)
  N/A

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                Other
    Trustee       Trusteeship(s)/
Name, Year of Birth and   and/or       Directorships(s)
Position(s) Held with the   Officer       Held by
Trust   Since   Principal Occupation(s) During Past 5 Years   Trustee/Director
Lance A. Rejsek – 1967
Anti-Money Laundering Compliance Officer
    2005     Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.), Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.), The Invesco Funds, PowerShares Exchange-Traded Fund Trust, PowerShares Exchang-Traded Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust.   N/A
 
               
 
          Formerly: Anti-Money Laundering Compliance Officer, Fund Management Company, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.    
 
               
Todd L. Spillane – 1958
Chief Compliance Officer
    2006     Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.); Senior Vice President and Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser) (formerly known as Invesco Institutional (N.A.), Inc.); Chief Compliance Officer, The Invesco Funds, PowerShares Exchange-Traded Fund Trust, PowerShares Exchang-Traded Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust, INVESCO Private Capital Investments, Inc. (holding company), Invesco Private Capital, Inc. (registered investment adviser) and Invesco Senior Secured Management, Inc. (registered investment adviser); Vice President, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) and Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.)

Formerly: Senior Vice President and Chief Compliance Officer, Invesco Advisers, Inc. and Invesco Aim Capital Management, Inc.; Chief Compliance Officer, Invesco Global Asset Management (N.A.), Inc.; Vice President, Invesco Aim Capital Management, Inc. and Fund Management Company
  N/A

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Trustee Ownership of Fund Shares as of December 31, 2009
                 
            Aggregate Dollar Range of
            Equity Securities in All
            Registered Investment
            Companies Overseen by
    Dollar Range of Equity Securities   Trustee in The Invesco
Name of Trustee   Per Fund   Family of Funds ®
Martin L. Flanagan
  -0-   Over $ 100,000  
Philip A. Taylor
  -0-     -0-  
Bob R. Baker
  Invesco Energy Fund   $10,001 - $50,000   Over $ 100,000  
Frank S. Bayley
  -0-   Over $ 100,000  
James T. Bunch
  Invesco Technology Fund   $1- $10,000   Over $ 100,000 3
Bruce L. Crockett
  -0-   Over $ 100,000 3
Albert R. Dowden
  Invesco Energy Fund   $10,001 - $50,000   Over $ 100,000  
Jack M. Fields
  Invesco Energy Fund   $50,001 - $100,000        
 
  Invesco Leisure Fund   $50,001 - $100,000   Over $ 100,000 3
Carl Frischling
  -0-   Over $ 100,000 3
Prema Mathai-Davis
  -0-   Over $ 100,000 3
Lewis F. Pennock
  -0-   Over $ 100,000  
Larry Soll
  Invesco Energy Fund   Over 100,000        
 
  Invesco Financial Services Fund   $1 - $10,000        
 
  Invesco Gold & Precious Metals Fund   $50,001 - $100,000        
 
  Invesco Leisure Fund   $10,001 - $50,000        
 
  Invesco Technology Fund   $10,001 - $50,000   Over $ 100,000 3
Raymond Stickel, Jr.
  Invesco Leisure Fund   $10,001 - $50,000   Over $ 100,000  
 
3   Includes the total amount of compensation deferred by the trustee at his or her election pursuant to a deferred compensation plan. Such deferred compensation is placed in a deferral account and deemed to be invested in one or more of the AIM Funds.

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APPENDIX D
TRUSTEE COMPENSATION TABLE
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with Invesco during the year ended December 31, 2009:
                                 
                            Total
    Aggregate   Retirement   Estimated   Compensation
    Compensation   Benefits Accrued   Annual   From all
    from the   by All   Benefits Upon   Invesco
Trustee   Trust (1)   Invesco Funds (2)   Retirement (3)   Funds (4)
Bob R. Baker
  $       $ 125,039     $ 197,868     $ 259,100  
Frank S. Bayley
            115,766       154,500       275,700  
James T. Bunch
            142,058       154,500       235,000  
Bruce L. Crockett
            104,012       154,500       509,900  
Albert R. Dowden
            142,622       154,500       275,700  
Jack M. Fields
            122,608       154,500       235,000  
Carl Frischling (5)
            124,703       154,500       269,950  
Prema Mathai-Davis
            120,758       154,500       256,600  
Lewis F. Pennock
            107,130       154,500       235,000  
Larry Soll
            161,084       176,202       256,600  
Raymond Stickel, Jr.
            107,154       154,500       299,800  
 
(1)   Amounts shown are based upon the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010. The total amount of compensation deferred by all trustees of the Trust during the fiscal year ended March 31, 2010, including earnings, was [$21,072].
 
(2)   During the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010, the total amount of expenses allocated to the Trust in respect of such retirement benefits was [$57,167].
 
(3)   These amounts represent the estimated annual benefits payable by the Invesco Funds upon the trustees’ retirement and assumes each trustee serves until his or her normal retirement date.
 
(4)   All trustees currently serve as trustee of 12 registered investment companies advised by Invesco.
 
(5)   During the fiscal year ended March 31, 2010, the Trust paid [$37,329] in legal fees to Kramer, Levin, Naftalis & Frankel LLP for services rendered by such firm as counsel to the independent trustees of the Trust. Mr. Frischling is a partner of such firm

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APPENDIX E
Proxy policy applies to the following:
Invesco Aim division of Invesco Advisers, Inc.
Proxy Voting Guidelines
(Effective as of January 1, 2010)
The following policies and procedures apply to certain funds and other accounts managed by Invesco Advisers, Inc., (“Invesco”).
A. POLICY STATEMENT
Introduction
Our Belief
The Invesco Funds Boards of Trustees and Invesco’s investment professionals expect a high standard of corporate governance from the companies in our portfolios so that Invesco may fulfill its fiduciary obligation to our fund shareholders and other account holders. Well governed companies are characterized by a primary focus on the interests of shareholders, accountable boards of directors, ample transparency in financial disclosure, performance-driven cultures and appropriate consideration of all stakeholders. Invesco believes well governed companies create greater shareholder wealth over the long term than poorly governed companies, so we endeavor to vote in a manner that increases the value of our investments and fosters good governance within our portfolio companies.
In determining how to vote proxy issues, Invesco considers the probable business consequences of each issue and votes in a manner designed to protect and enhance fund shareholders’ and other account holders’ interests. Our voting decisions are intended to enhance each company’s total shareholder value over Invesco’s typical investment horizon.
Proxy voting is an integral part of Invesco’s investment process. We believe that the right to vote proxies should be managed with the same care as all other elements of the investment process. The objective of Invesco’s proxy-voting activity is to promote good governance and advance the economic interests of our clients. At no time will Invesco exercise its voting power to advance its own commercial interests, to pursue a social or political cause that is unrelated to our clients’ economic interests, or to favor a particular client or business relationship to the detriment of others.
B. OPERATING PROCEDURES AND RESPONSIBLE PARTIES
Proxy administration
The Invesco Retail Proxy Committee (the “Proxy Committee”) consists of members representing Invesco’s Investments, Legal and Compliance departments. Invesco’s Proxy Voting Guidelines (the “Guidelines”) are revised annually by the Proxy Committee, and are approved by the Invesco Funds Boards of Trustees. The Proxy Committee implements the Guidelines and oversees proxy voting.
The Proxy Committee has retained outside experts to assist with the analysis and voting of proxy issues. In addition to the advice offered by these experts, Invesco uses information gathered from our own research, company managements, Invesco’s portfolio managers and outside shareholder groups to reach our voting decisions.

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Generally speaking, Invesco’s investment-research process leads us to invest in companies led by management teams we believe have the ability to conceive and execute strategies to outperform their competitors. We select companies for investment based in large part on our assessment of their management teams’ ability to create shareholder wealth. Therefore, in formulating our proxy-voting decisions, Invesco gives proper consideration to the recommendations of a company’s Board of Directors.
Important principles underlying the Invesco Proxy Voting Guidelines
I. Accountability
Management teams of companies are accountable to their boards of directors, and directors of publicly held companies are accountable to their shareholders. Invesco endeavors to vote the proxies of its portfolio companies in a manner that will reinforce the notion of a board’s accountability to its shareholders. Consequently, Invesco votes against any actions that would impair the rights of shareholders or would reduce shareholders’ influence over the board or over management.
The following are specific voting issues that illustrate how Invesco applies this principle of accountability.
    Elections of directors. In uncontested director elections for companies that do not have a controlling shareholder, Invesco votes in favor of slates if they are comprised of at least a majority of independent directors and if the boards’ key committees are fully independent. Key committees include the Audit, Compensation and Governance or Nominating Committees. Invesco’s standard of independence excludes directors who, in addition to the directorship, have any material business or family relationships with the companies they serve.
 
      Contested director elections are evaluated on a case-by-case basis and are decided within the context of Invesco’s investment thesis on a company.
 
    Director performance. Invesco withholds votes from directors who exhibit a lack of accountability to shareholders, either through their level of attendance at meetings or by enacting egregious corporate-governance or other policies. In cases of material financial restatements, accounting fraud, habitually late filings, adopting shareholder rights plan (“poison pills”) without shareholder approval, or other areas of poor performance, Invesco may withhold votes from some or all of a company’s directors. In situations where directors’ performance is a concern, Invesco may also support shareholder proposals to take corrective actions such as so-called “clawback” provisions.
 
    Auditors and Audit Committee members. Invesco believes a company’s Audit Committee has a high degree of responsibility to shareholders in matters of financial disclosure, integrity of the financial statements and effectiveness of a company’s internal controls. Independence, experience and financial expertise are critical elements of a well-functioning Audit Committee. When electing directors who are members of a company’s Audit Committee, or when ratifying a company’s auditors, Invesco considers the past performance of the Committee and holds its members accountable for the quality of the company’s financial statements and reports.
 
    Majority standard in director elections. The right to elect directors is the single most important mechanism shareholders have to promote accountability. Invesco supports the nascent effort to reform the U.S. convention of electing directors, and votes in favor of proposals to elect directors by a majority vote.
 
    Classified boards. Invesco supports proposals to elect directors annually instead of electing them to staggered multi-year terms because annual elections increase a board’s level of accountability to its shareholders.

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    Supermajority voting requirements. Unless proscribed by law in the state of incorporation, Invesco votes against actions that would impose any supermajority voting requirement, and supports actions to dismantle existing supermajority requirements.
 
    Responsiveness. Invesco withholds votes from directors who do not adequately respond to shareholder proposals that were approved by a majority of votes cast the prior year.
 
    Cumulative voting. The practice of cumulative voting can enable minority shareholders to have representation on a company’s board. Invesco supports proposals to institute the practice of cumulative voting at companies whose overall corporate-governance standards indicate a particular need to protect the interests of minority shareholders.
 
    Shareholder access. On business matters with potential financial consequences, Invesco votes in favor of proposals that would increase shareholders’ opportunities to express their views to boards of directors, proposals that would lower barriers to shareholder action and proposals to promote the adoption of generally accepted best practices in corporate governance.
II. Incentives
Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce managements and employees of our portfolio companies to create greater shareholder wealth. Invesco supports equity compensation plans that promote the proper alignment of incentives, and votes against plans that are overly dilutive to existing shareholders, plans that contain objectionable structural features, and plans that appear likely to reduce the value of an account’s investment.
Following are specific voting issues that illustrate how Invesco evaluates incentive plans.
    Executive compensation. Invesco evaluates compensation plans for executives within the context of the company’s performance under the executives’ tenure. Invesco believes independent compensation committees are best positioned to craft executive-compensation plans that are suitable for their company-specific circumstances. We view the election of those independent compensation committee members as the appropriate mechanism for shareholders to express their approval or disapproval of a company’s compensation practices. Therefore, Invesco generally does not support shareholder proposals to limit or eliminate certain forms of executive compensation. In the interest of reinforcing the notion of a compensation committee’s accountability to shareholders, Invesco supports proposals requesting that companies subject each year’s compensation record to an advisory shareholder vote, or so-called “say on pay” proposals.
 
    Equity-based compensation plans. When voting to approve or reject equity-based compensation plans, Invesco compares the total estimated cost of the plans, including stock options and restricted stock, against a carefully selected peer group and uses multiple performance metrics that help us determine whether the incentive structures in place are creating genuine shareholder wealth. Regardless of a plan’s estimated cost relative to its peer group, Invesco votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include the ability to reprice or reload options without shareholder approval, the ability to issue options below the stock’s current market price, or the ability to automatically replenish shares without shareholder approval.
 
    Employee stock-purchase plans. Invesco supports employee stock-purchase plans that are reasonably designed to provide proper incentives to a broad base of employees, provided that the price at which employees may acquire stock is at most a 15 percent discount from the market price.

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    Severance agreements. Invesco generally votes in favor of proposals requiring advisory shareholder ratification of executives’ severance agreements. However, we oppose proposals requiring such agreements to be ratified by shareholders in advance of their adoption.
III. Capitalization
Examples of management proposals related to a company’s capital structure include authorizing or issuing additional equity capital, repurchasing outstanding stock, or enacting a stock split or reverse stock split. On requests for additional capital stock, Invesco analyzes the company’s stated reasons for the request. Except where the request could adversely affect the fund’s ownership stake or voting rights, Invesco generally supports a board’s decisions on its needs for additional capital stock. Some capitalization proposals require a case-by-case analysis within the context of Invesco’s investment thesis on a company. Examples of such proposals include authorizing common or preferred stock with special voting rights, or issuing additional stock in connection with an acquisition.
IV. Mergers, Acquisitions and Other Corporate Actions
Issuers occasionally require shareholder approval to engage in certain corporate actions such as mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and reincorporations. Invesco analyzes these proposals within the context of our investment thesis on the company, and determines its vote on a case-by-case basis.
V. Anti-Takeover Measures
Practices designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they create conflicts of interests among directors, management and shareholders. Except under special issuer-specific circumstances, Invesco votes to reduce or eliminate such measures. These measures include adopting or renewing “poison pills”, requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. Invesco generally votes against management proposals to impose these types of measures, and generally votes for shareholder proposals designed to reduce such measures. Invesco supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote.
VI. Shareholder Proposals on Corporate Governance
Invesco generally votes for shareholder proposals that are designed to protect shareholder rights if a company’s corporate-governance standards indicate that such additional protections are warranted.
VII. Shareholder Proposals on Social Responsibility
The potential costs and economic benefits of shareholder proposals seeking to amend a company’s practices for social reasons are difficult to assess. Analyzing the costs and economic benefits of these proposals is highly subjective and does not fit readily within our framework of voting to create greater shareholder wealth over Invesco’s typical investment horizon. Therefore, Invesco abstains from voting on shareholder proposals deemed to be of a purely social, political or moral nature.
VIII. Routine Business Matters
Routine business matters rarely have a potentially material effect on the economic prospects of fund holdings, so we generally support the board’s discretion on these items. However, Invesco votes against proposals where there is insufficient information to make a decision about the nature of the proposal. Similarly, Invesco votes against proposals to conduct other unidentified business at shareholder meetings.

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Summary
These Guidelines provide an important framework for making proxy-voting decisions, and should give fund shareholders and other account holders insight into the factors driving Invesco’s decisions. The Guidelines cannot address all potential proxy issues, however. Decisions on specific issues must be made within the context of these Guidelines and within the context of the investment thesis of the funds and other accounts that own the company’s stock. Where a different investment thesis is held by portfolio managers who may hold stocks in common, Invesco may vote the shares held on a fund-by-fund or account-by-account basis.
Exceptions
In certain circumstances, Invesco may refrain from voting where the economic cost of voting a company’s proxy exceeds any anticipated benefits of that proxy proposal.
Share-lending programs
One reason that some portion of Invesco’s position in a particular security might not be voted is the securities lending program. When securities are out on loan and earning fees for the lending fund, they are transferred into the borrower’s name. Any proxies during the period of the loan are voted by the borrower. The lending fund would have to terminate the loan to vote the company’s proxy, an action that is not generally in the best economic interest of fund shareholders. However, whenever Invesco determines that the benefit to shareholders or other account holders of voting a particular proxy outweighs the revenue lost by terminating the loan, we recall the securities for the purpose of voting the fund’s full position.
“Share-blocking”
Another example of a situation where Invesco may be unable to vote is in countries where the exercise of voting rights requires the fund to submit to short-term trading restrictions, a practice known as “share-blocking.” Invesco generally refrains from voting proxies in share-blocking countries unless the portfolio manager determines that the benefit to fund shareholders and other account holders of voting a specific proxy outweighs the fund’s or other account’s temporary inability to sell the security.
International constraints
An additional concern that sometimes precludes our voting non-U.S. proxies is our inability to receive proxy materials with enough time and enough information to make a voting decision. In the great majority of instances, however, we are able to vote non-U.S. proxies successfully. It is important to note that Invesco makes voting decisions for non-U.S. issuers using these Guidelines as our framework, but also takes into account the corporate-governance standards, regulatory environment and generally accepted best practices of the local market.
Exceptions to these Guidelines
Invesco retains the flexibility to accommodate company-specific situations where strictly adhering to the Guidelines would lead to a vote that the Proxy Committee deems not to be in the best interest of the funds’ shareholders and other account holders. In these situations, the Proxy Committee will vote the proxy in the manner deemed to be in the best interest of the funds’ shareholders and other account holders, and will promptly inform the funds’ Boards of Trustees of such vote and the circumstances surrounding it.

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Resolving potential conflicts of interest
A potential conflict of interest arises when Invesco votes a proxy for an issuer with which it also maintains a material business relationship. Examples could include issuers that are distributors of Invesco’s products, or issuers that employ Invesco to manage portions of their retirement plans or treasury accounts. Invesco reviews each proxy proposal to assess the extent, if any, to which there may be a material conflict between the interests of the fund shareholders or other account holders and Invesco.
Invesco takes reasonable measures to determine whether a potential conflict may exist. A potential conflict is deemed to exist only if one or more of the Proxy Committee members actually knew or should have known of the potential conflict.
If a material potential conflict is deemed to exist, Invesco may resolve the potential conflict in one of the following ways: (1) if the proposal that gives rise to the potential conflict is specifically addressed by the Guidelines, Invesco may vote the proxy in accordance with the predetermined Guidelines; (2) Invesco may engage an independent third party to determine how the proxy should be voted; or (3) Invesco may establish an ethical wall or other informational barrier between the persons involved in the potential conflict and the persons making the proxy-voting decision in order to insulate the potential conflict from the decision makers.
Because the Guidelines are pre-determined and crafted to be in the best economic interest of shareholders and other account holders, applying the Guidelines to vote client proxies should, in most instances, adequately resolve any potential conflict of interest. As an additional safeguard against potential conflicts, persons from Invesco’s marketing, distribution and other customer-facing functions are precluded from becoming members of the Proxy Committee.
On a quarterly basis, the Invesco Funds Boards of Trustees review a report from Invesco’s Internal Compliance Controls Committee. The report contains a list of all known material business relationships that Invesco maintains with publicly traded issuers. That list is cross-referenced with the list of proxies voted over the period. If there are any instances where Invesco’s voting pattern on the proxies of its material business partners is inconsistent with its voting pattern on all other issuers, they are brought before the Trustees and explained by the Chairman of the Proxy Committee.
Personal conflicts of interest. If any member of the Proxy Committee has a personal conflict of interest with respect to a company or an issue presented for voting, that Proxy Committee member will inform the Proxy Committee of such conflict and will abstain from voting on that company or issue.
Funds of funds . Some Invesco Funds offering diversified asset allocation within one investment vehicle own shares in other Invesco Funds. A potential conflict of interest could arise if an underlying Invesco Fund has a shareholder meeting with any proxy issues to be voted on, because Invesco’s asset-allocation funds or target-maturity funds may be large shareholders of the underlying fund. In order to avoid any potential for a conflict, the asset-allocation funds and target maturity funds vote their shares in the same proportion as the votes of the external shareholders of the underlying fund.
C. RECORDKEEPING
Policies and Vote Disclosure
A copy of these Guidelines and the voting record of each Invesco Fund are available on our web site, www.invescoaim.com . In accordance with Securities and Exchange Commission regulations, all funds file a record of all proxy-voting activity for the prior 12 months ending June 30th. That filing is made on or before August 31st of each year. After April 30, 2010, the website address will become www.invesco.com.

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(INVESCO LOGO)
Invesco Asset Management Deutschland GmbH
Invesco Kapitalanlagegesellschaft mbH
Proxy Voting Policy
Version History, Changes:
   Version: 1.2: Descriptions; Update of Names; Update of Appendix B
   Version: 1.1: Format; Update of Appendix B
   Version: 1.0: Initial Version
August 2009

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(INVESCO LOGO)
GENERAL POLICY
Invesco has responsibility for making investment decisions that are in the best interests of its clients. As part of the investment management services it provides to clients, Invesco may be authorized by clients to vote proxies appurtenant to the shares for which the clients are beneficial owners.
Invesco believes that it has a duty to manage clients’ assets in the best economic interests of the clients and that the ability to vote proxies is a client asset.
Invesco reserves the right to amend its proxy policies and procedures from time to time without prior notice to its clients.
PROXY VOTING POLICIES
Voting of Proxies
Invesco will on a fund by fund basis, decide whether it will vote proxies and if so, for which parts of the portfolio it will vote for. If Invesco decides to vote proxies, it will do so in accordance with the procedures set forth below. If the client retains in writing the right to vote or if Invesco determines that any benefit the client might gain from voting a proxy would be outweighed by the costs associated therewith, it will refrain from voting.
Best Economic Interests of Clients
In voting proxies, Invesco will take into consideration those factors that may affect the value of the security and will vote proxies in a manner in which, in its opinion, is in the best economic interests of clients. Invesco endeavors to resolve any conflicts of interest exclusively in the best economic interests of clients.
Certain Proxy Votes May Not Be Cast
In some cases, Invesco may determine that it is not in the best economic interests of clients to vote proxies. For example, proxy voting in certain countries outside the United States requires share blocking. Shareholders who wish to vote their proxies must deposit their shares 7 to 21 days before the date of the meeting with a designated depositary. During the blocked period, shares to be voted at the meeting cannot be sold until the meeting has taken place and the shares have been returned to the Custodian/Sub-Custodian bank. In addition, voting certain international securities may involve unusual costs to clients. In other cases, it may not be possible to vote certain proxies despite good faith efforts to do so, for instance when inadequate notice of the matter is provided. In the instance of loan securities, voting of proxies typically requires termination of the loan, so it is not usually in the best economic interests of clients to vote proxies on loaned securities. Invesco typically will not, but reserves the right to, vote where share blocking restrictions, unusual costs or other barriers to efficient voting apply. If Invesco does not vote, it would have made the determination that the cost of voting exceeds the expected benefit to the client.
Risk Metrics Group Services
Invesco has contracted with Risk Metrics Group (“RMG”), previously Institutional Shareholder Services — ISS, an independent third party service provider, to vote Invesco’s clients’ proxies according to RMG’s proxy voting recommendations. In addition, RMG will provide proxy analyses, vote recommendations, vote execution and record-keeping services for clients for which Invesco has proxy voting responsibility. On an annual basis, Invesco will review information obtained from RMG to

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(INVESCO LOGO)
ascertain whether RMG (i) has the capacity and competency to adequately analyze proxy issues, and (ii) can make such recommendations in an impartial manner and in the best economic interest of Invesco’s clients. This may include a review of RMG’s Policies, Procedures and Practices Regarding Potential Conflicts of Interests and obtaining information about the work RMG does for corporate issuers and the payments RMG receives from such issuers.
Custodians forward proxy materials for clients who rely on Invesco to vote proxies to RMG. RMG is responsible for exercising the voting rights in accordance with the RMG proxy voting guidelines. If Invesco receives proxy materials in connection with a client’s account where the client has, in writing, communicated to Invesco that the client, plan fiduciary or other third party has reserved the right to vote proxies, Invesco will forward to the party appointed by client any proxy materials it receives with respect to the account. In order to avoid voting proxies in circumstances where Invesco, or any of its affiliates have or may have any conflict of interest, real or perceived, Invesco has engaged RMG to provide the proxy analyses, vote recommendations and voting of proxies.
In the event that (i) RMG recuses itself on a proxy voting matter and makes no recommendation or (ii) Invesco decides to override the RMG vote recommendation, the Proxy Voting Committee (PVC) of the Global Quantitative Equities Group and the Compliance Officer will review the issue and direct ISS how to vote the proxies as described below.
ISS Recusal
When RMG makes no recommendation on a proxy voting issue or is recused due to a conflict of interest, the Proxy Voting Committee (PVC) of the Invesco Global Quantitative Equitites and the Compliance Officer will review the issue and, if Invesco does not have a conflict of interest, direct RMG how to vote the proxies. In such cases where Invesco has a conflict of interest, Invesco, in its sole discretion, shall either (a) vote the proxies pursuant to RMG’s general proxy voting guidelines, (b) engage an independent third party to provide a vote recommendation, or (c) contact its client(s) for direction as to how to vote the proxies.
Override of RMG Recommendation
There may be occasions where the Invesco investment personnel or senior officers seek to override RMG’s recommendations if they believe that RMG’s recommendations are not in accordance with the best economic interests of clients. In the event that an individual listed above in this section disagrees with an RMG recommendation on a particular voting issue, the individual shall document in writing the reasons that he/she believes that the RMG recommendation is not in accordance with clients’ best economic interests and submit such written documentation to the Proxy Voting Committee (PVC) of the Global Quantitative Equitites Group. Upon review of the documentation and consultation with the individual and others as the PVC deems appropriate, the PVC together with the Compliance Officer may make a determination to override the RMG voting recommendation if they determine that it is in the best economic interests of clients.
Proxy Voting Records
Clients may obtain information about how Invesco voted proxies on their behalf by contacting their client services representative. Alternatively, clients may make a written request for proxy voting information.

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CONFLICTS OF INTEREST
Procedures to Address Conflicts of Interest and Improper Influence
In order to avoid voting proxies in circumstances where Invesco or any of its affiliates have or may have any conflict of interest, real or perceived, Invesco has contracted with RMG to provide proxy analyses, vote recommendations and voting of proxies. Unless noted otherwise by RMG, each vote recommendation provided by RMG to Invesco includes a representation from RMG that RMG faces no conflict of interest with respect to the vote. In instances where RMG has recused itself and makes no recommendation on a particular matter or if an override submission is requested, the Proxy Voting Committee (PVC) of the Global Quantitative Equitites Group together with the Compliance Officer shall determine how the proxy is to be voted and instruct accordingly in which case the conflict of interest provisions discussed below shall apply.
In effecting the policy of voting proxies in the best economic interests of clients, there may be occasions where the voting of such proxies may present a real or perceived conflict of interest between Invesco, as the investment manager, and clients.
For each director, officer and employee of Invesco (“Invesco person”), the interests of Invesco’s clients must come first, ahead of the interest of Invesco and any person within the Invesco organization, which includes Invesco’s affiliates.
Accordingly, each Invesco person must not put “personal benefit,” whether tangible or intangible, before the interests of clients of Invesco or otherwise take advantage of the relationship to Invesco’s clients. “Personal benefit” includes any intended benefit for oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for a client of Invesco, as appropriate. It is imperative that each of Invesco’s directors, officers and employees avoid any situation that might compromise, or call into question, the exercise of fully independent judgment in the interests of Invesco’s clients.
Occasions may arise where a person or organization involved in the proxy voting process may have a conflict of interest. A conflict of interest may also exist if Invesco has a business relationship with (or is actively soliciting business from) either the company soliciting the proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote. An Invesco person shall not be considered to have a conflict of interest if the Invesco person did not know of the conflict of interest and did not attempt to influence the outcome of a proxy vote. Any individual with actual knowledge of a conflict of interest relating to a particular referral item shall disclose that conflict to the Compliance Officer.
The following are examples of situations where a conflict may exist:
    Business Relationships — where Invesco manages money for a company or an employee group, manages pension assets or is actively soliciting any such business, or leases office space from a company;
 
    Personal Relationships — where a Invesco person has a personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors, or candidates for directorships; and
 
    Familial Relationships — where an Invesco person has a known familial relationship relating to a company (e.g. a spouse or other relative who serves as a director of a public company or is employed by the company).

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(INVESCO LOGO)
In the event that Invesco (or an affiliate) manages assets for a company, its pension plan, or related entity and where clients’ funds are invested in that company’s shares, it will not take into consideration this relationship and will vote proxies in that company solely in the best economic interest of its clients.
It is the responsibility of the Invesco person to report any real or potential conflict of interest of which such individual has actual knowledge to the Compliance Officer, who shall present any such information to the Head of Continental Europe Compliance. However, once a particular conflict has been reported to the Compliance Officer, this requirement shall be deemed satisfied with respect to all individuals with knowledge of such conflict.
In addition, any Invesco person who submits an RMG override recommendation to the Proxy Voting Committee (PVC) of the Global Quantitative Equitites Group shall certify as to their compliance with this policy concurrently with the submission of their override recommendation. A form of such certification is attached as Appendix A hereto.
In addition, the Proxy Voting Committee (PVC) of the Global Quantitative Equities Group must notify Invesco’s Compliance Officer with impunity and without fear of retribution or retaliation, of any direct, indirect or perceived improper influence made by anyone within Invesco or by an affiliated company’s representatives with regard to how Invesco should vote proxies. The Compliance Officer will investigate the allegations and will report his or her findings to the Invesco Risk Management Committee and to the Head of Continental Europe Compliance. In the event that it is determined that improper influence was made, the Risk Management Committee will determine the appropriate action to take which may include, but is not limited to,
(1) notifying the affiliated company’s Chief Executive Officer, its Management Committee or Board of Directors,
(2) taking remedial action, if necessary, to correct the result of any improper influence where clients have been harmed, or
(3) notifying the appropriate regulatory agencies of the improper influence and to fully cooperate with these regulatory agencies as required. In all cases, the Proxy Voting Committee (PVC) of the Global Quantitative Equities Group together with the Compliance Officer shall not take into consideration the improper influence in determining how to vote proxies and will vote proxies solely in the best economic interest of clients.
RMG PROXY VOTING GUIDELINES
A copy of RMG’s Proxy Voting Guidelines Summary in effect as of the revised date set forth on the title page of this Proxy Voting Policy, which can be found at http://www.riskmetrics.com/policy .

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INVESCO PERPETUAL
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.   Introduction
 
    Invesco Perpetual (IP), the trading name of Invesco Asset Management Limited, has adopted a clear and considered policy towards its responsibility as a shareholder. As part of this policy, IP will take steps to satisfy itself about the extent to which the companies in which it invests comply with local recommendations and practices, such as the UK Combined Code issued by the Committee on Corporate Governance and/or the U.S. Department of Labor Interpretive Bulletins.
 
2.   Responsible Voting
 
    IP has a responsibility to optimise returns to its clients. As a core part of the investment process, Fund Managers will endeavour to establish a dialogue with management to promote company decision making that is in the best interests of shareholders, and is in accordance with good Corporate Governance principles.
 
    IP considers that shareholder activism is fundamental to good Corporate Governance. Whilst this does not entail intervening in daily management decisions, it does involve supporting general standards for corporate activity and, where necessary, taking the initiative to ensure those standards are met.
 
    One important means of putting shareholder responsibility into practice is via the exercising of voting rights. In deciding whether to vote shares, IP will take into account such factors as the likely impact of voting on management activity, and where expressed, the preference of clients. As a result of these two factors, IP will tend to vote on all UK and European shares, but to vote on a more selective basis on other shares. (See Appendix I — Voting on non-UK/European shares)
 
    IP considers that the voting rights attached to its clients’ investments should be actively managed with the same duty of care as that applied to all other aspects of asset administration. As such, voting rights will be exercised on an informed and independent basis, and will not simply be passed back to the company concerned for discretionary voting by the Chairman. In doing this, IP will have in mind three objectives:
 
    i) To protect the rights of its clients
 
  ii) To minimise the risk of financial or business impropriety within the companies in which its clients are invested, and
 
  iii) To protect the long-term value of its clients’ investments.
 
    It is important to note that, when exercising voting rights, a third option of abstention can also be used as a means of expressing dissatisfaction, or lack of support, to a Board on a particular issue. Additionally, in the event of a conflict of interest arising between IP and its clients over a specific issue, IP will either abstain or seek instruction from each client.
 
    IP will exercise actively the voting rights represented by the shares it manages on behalf of its investors.
 
    Note: Share Blocking
 
    Generally, IP will not vote where this results in shares being blocked from trading for a period of more than a few hours. IP considers that it is not in the interest of clients that their shares are blocked at a potentially sensitive time, such as that around a shareholder meeting.

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3.   Voting Procedures
 
    IP will endeavour to keep under regular review with trustees, depositaries and custodians the practical arrangements for circulating company resolutions and notices of meetings and for exercising votes in accordance with standing or special instructions.
 
    IP will endeavour to review regularly any standing or special instructions on voting and where possible, discuss with company representatives any significant issues.
 
    IP will take into account the implications of stock lending arrangements where this is relevant (that is, when stock is lent to the extent permitted by local regulations, the voting rights attaching to that stock pass to the borrower). If a stock is on loan and therefore cannot be voted, it will not necessarily be recalled in instances where we would vote with management. Individual IP Fund Managers enter securities lending arrangements at their own discretion and where they believe it is for the potential benefit of their investors.
 
4.   Dialogue with Companies
 
    IP will endeavour, where practicable in accordance with its investment processes, to enter into a dialogue with companies based on the mutual understanding of objectives. This dialogue is likely to include regular meetings with company representatives to explore any concerns about corporate governance where these may impact on the best interests of clients. In discussion with Company Boards and senior non-Executive Directors, IP will endeavour to cover any matters with particular relevance to shareholder value.
 
    Specifically when considering resolutions put to shareholders, IP will pay attention to the companies’ compliance with the relevant local requirements. In addition, when analysing the company’s prospects for future profitability and hence returns to shareholders, IP will take many variables into account, including but not limited to, the following:
    Nomination and audit committees     
 
    Remuneration committee and directors’ remuneration     
 
    Board balance and structure     
 
    Financial reporting principles     
 
    Internal control system and annual review of its effectiveness     
 
    Dividend and Capital Management policies     
5.   Non-Routine Resolutions and Other Topics
 
    These will be considered on a case-by-case basis and where proposals are put to the vote will require proper explanation and justification by (in most instances) the Board. Examples of such would be all SRI issues (i.e. those with social, environmental or ethical connotations), political donations, and any proposal raised by a shareholder or body of shareholders (typically a pressure group).
 
    Apart from the three fundamental voting objectives set out under ‘Responsible Voting’ above, considerations that IP might apply to non-routine proposals will include:
 
  i) The degree to which the company’s stated position on the issue could affect its reputation and/or sales, or leave it vulnerable to boycott or selective purchasing
 
  ii) What other companies have done in response to the issue
 
  iii) Whether implementation would achieve the objectives sought in the proposal
 
  iv) Whether the matter is best left to the Board’s discretion.
6.   Evaluation of Companies’ Corporate Governance Arrangements

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    IP will, when evaluating companies’ governance arrangements, particularly those relating to board structure and composition, give due weight to all relevant factors drawn to their attention.
 
7.   Disclosure
 
    On request from clients, IP will in good faith provide records of voting instructions given to third parties such as trustees, depositaries and custodians provided that
  (i)   in IP’s discretion, to do so does not conflict with the best interests of other clients and
 
  (ii)   it is understood that IP will not be held accountable for the expression of views within such voting instructions and
 
  (iii)   IP are not giving any assurance nor undertaking any obligation to ensure that such instructions resulted in any votes actually being cast. Records of voting instructions within the immediate preceding 3 months will not normally be provided.
Note:   The record of votes will reflect the voting instruction of the relevant Fund Manager. This may not be the same as votes actually cast as IP is entirely reliant on third parties complying promptly with such instructions to ensure that such votes are cast correctly. Accordingly, the provision of information relating to an instruction does not mean that a vote was actually cast, just that an instruction was given in accordance with a particular view taken.

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Appendix I
Voting on non-UK/European shares
    When deciding whether to exercise the voting rights attached to its clients’ non-UK/European shares, IP will take into consideration a number of factors. These will include:
    the likely impact of voting on management activity, versus the cost to the client
 
    the portfolio management restrictions (e.g. share blocking) that may result from voting
 
    the preferences, where expressed, of clients
    Generally, IP will vote on non-UK/European shares by exception only, except where the client or local regulator expressly requires voting on all shares.
 
    Share Blocking
 
    Generally, IP will not vote where this results in shares being blocked from trading for a period of more than a few hours. IP considers that it is not in the interest of clients that their shares are blocked at a potentially sensitive time, such as that around a shareholder meeting.

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Proxy policy applies to the following:
Invesco Asset Management (Japan) Limited
(Quick Translation)
Internal Rules on Proxy Voting Execution
(Purpose)
Article 1
INVESCO Asset Management (Japan) Limited (referred to as “INVESCO” thereafter) assumes a fiduciary responsibility to vote proxies in the best interest of its trustors and beneficiaries. In addition, INVESCO acknowledges its responsibility as a fiduciary to vote proxies prudently and solely for the purpose of maximizing the economic values of trustors (investors) and beneficiaries. So that it may fulfill these fiduciary responsibilities to trustors (investors) and beneficiaries, INVESCO has adopted and implemented these internal rules reasonably designed to ensure that the business operations of the company to invest are appropriately conducted in the best interest of shareholders and are always monitored by the shareholders.
(Proxy Voting Policy)
Article 2
INVESCO exercises the voting right in the best interest of its trustors and beneficiaries not in the interests of the third parties. The interests of trustors and beneficiaries are defined as the increase of the value of the enterprise or the expansion of the economic value of the shareholders or to protect these values from the impairment.
(Voting Exercise Structure)
Article 3
Please refer to the Article 2 of Proxy Voting basic Policy as per attached.
(Proxy Voting Guidelines)
Article 4
Please refer to Proxy Voting Guidelines (Attachment 2).
(Proxy Voting Process)
Article 5
1.   Domestic Equities
    Notification on the shareholder meeting will be delivered to Operations from trustee banks which will be in turn forwarded to the person in charge of equities investment. The instruction shall be handled by Operations.

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    The person in charge of equities investment scrutinizes the subjects according to the “Screening Standard” and forward them to the proxy voting committee (“Committee”).
 
    In case of asking for the outside counsel, to forward our proxy voting guidelines (“Guidelines”) to them beforehand and obtain their advice.
 
    In either case of 2 or 3, the person in charge shall make proposal to the Committee to ask for their “For”, “Against”, “Abstention”, etc.
 
    The Committee scrutinizes the respective subjects and approves/disapproves with the quorum of two thirds according to the Guidelines.
 
    In case where as to the subject which the Committee judges as inappropriate according to the Guidelines and/or the subject which cannot obtain the quorum, the Committee will be held again to discus the subject.
2.   Foreign Equities
    As to the voting exercise of the foreign equities, we shall consider the manners and customs of the foreign countries as well as the costs.
 
    As to the voting process, the above process of the domestic equities shall be accordingly adjusted and applied.
(Disclosure of Information)
Article 6
In case of the request from the customers, we can disclose the content.
(Voting Record)
Article 7
  The Committee preserves the record of Attachment 1 for one year.
 
  The administration office is the Investment Division which shall preserve all the related documents of this voting process.
 
  Operations which handle the instruction shall preserve the instruction documents for 10 years after the termination of the ITM funds or the termination of the investment advisory contracts.

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Voting Screening Criteria & Decision Making Documents   (Attachment 1)
         
Company Name :   Year   Month
Screening Criteria / Quantitative Criteria (consolidated or (single))
         
    Yes   No
Consecutive unprofitable settlements for the past 3 years
       
Consecutive Non-dividend payments for the past 3 years
       
Operational loss for the most recent fiscal year
       
Negative net assets for the most recent fiscal year
       
Less than 10% or more than 100% of the dividend ratios for the most recent fiscal year
       
Screening Criteria/Qualitative Criteria
         
    Yes   No
Substantial breach of the laws/anti-social activities for the past one year
       
If Yes, describe the content of the breach of the law/anti-social activities:
       
Others, especially, any impairment of the value of the shareholders for the past one year
       
If Yes, describe the content of the impairment of the value of shareholders:
       
Others
         
    Yes   No
External Auditor’s report with the limited auditor’s opinion
       
Shareholder’s proposal
       
         
Person in charge of equities investment
  Initial   Signature
    If all No → No objection to the agenda of the shareholders’ meeting
 
    If one or more Yes ↓ (Person in charge of equities investment shall fill out the blanks below and forward to the Committee)
Proposal on Voting Execution
Reason for judgment
                 
Chairman
  For   Against   Initial   Signature
Member
  For   Against   Initial   Signature
Member
  For   Against   Initial   Signature
Member
  For   Against   Initial   Signature
Member
  For   Against   Initial   Signature
Member
  For   Against   Initial   Signature

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Proxy Voting Guidelines   (Attachment 2)
1.   Purport of Guidelines
 
    Pursuant to Article 2 of Proxy Voting Policy and Procedure, INVESCO has adopted and implemented the following guidelines and hereby scrutinizes and decides the subjects one by one in light of the guidelines.
 
2.   Guidelines
  (1)   General Subjects
  1)   Any violation of laws and anti-social activities
    To scrutinize and judge respectively the substantial impact over the company’s business operations by the above subjects or the impairment of the shareholders’ economic value.
  2)   Inappropriate disclosure which impairs the interests of shareholders
    To scrutinize and judge respectively the potential impairment of the shareholder’s economic value.
  3)   Enough Business Improvement Efforts
    Although the continuous extremely unprofitable and the extremely bad performance, the management is in short of business improvement efforts.
 
    To scrutinize and judge respectively the cases.
  (2)   Subjects on Financial Statements
  1)   Interest Appropriation Plan
    Interest Appropriation Plan (Dividends)
    To basically approve unless the extremely overpayment or minimum payment of the dividends.
    Interest Appropriation Plan (Bonus payment to corporate officers)
    To basically agree but in case where the extremely unprofitable, for example, the consecutive unprofitable and no dividend payments or it is apparent of the impairment of the shareholder’s value, to request to decrease the amount or no bonus payment.
    To basically disagree to the interest appropriation of income if no dividend payments but to pay the bonus to the corporate officers without prior assessment.
  2)   Loss Disposal Plan
    To scrutinize and judge respectively.
  (3)   Amendments to Articles of Incorporation, etc.
  1)   Company Name Change/Address Change, etc.
 
  2)   Change of Purpose/Method of Public Announcement
 
  3)   Change of Business Operations, etc.
 
  4)   Change of Stipulations on Shareholders/Shareholders Meeting
 
  5)   Change of Stipulations on Directors/Board of Directors/Statutory Auditors
    To basically approve however, in case of the possibility of the limitation to the shareholders’ rights, to judge respectively.
  (4)   Subjects on Corporate Organization
  1)   Composition of Board of Directors Meeting, etc.
    To basically approve the introduction of “Committee Installation Company” or “Substantial Asset Control Institution”.
 
    To basically approve the introduction of the corporate officer institution. In this regard, however, to basically disapprove that in case where all directors

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      are concurrent with those committee members and the institutions. In case of the above introduction, to basically disapprove to the decrease of the board members or adjustment of the remuneration.
  2)   Appointment of Directors
    To basically disagree in case where the increase of the board members which is deemed to be overstaffed and no explanatory comments on the increase. In this case, 21 or more board members respectively make the decision.
 
    To basically disagree the re-appointment of the existing directors in case where the consecutive unprofitable settlement for the past 3 years and the consecutive 3 year no dividend payments, or the consecutive decrease in the net profits for the past 5 years.
 
    To basically disagree the re-appointment of the existing directors in case where the scandal of the breach of the laws and the anti-social activities occurred and caused the substantial impact over the business operations during his/her assignment.
  3)   Appointment of Outside Directors
    To basically agree after the confirmation of its independency based on the information obtained from the possible data sources.
 
    To basically disagree the decrease in number.
 
    To basically disagree the job concurrence of the competitors’ CEO, COO, CFO or concurrence of the outside directors of 4 or more companies.
 
    To basically disagree in case of no-independence of the company.
 
    To basically disagree the extension of the board of directors’ term.
  4)   Appointment of Statutory Auditors
    To basically disagree the appointment of the candidate who is appointed as a director and a statutory auditor by turns.
 
    To basically disagree the re-appointment of the existing directors in case where the scandal of the breach of the laws and the anti-social activities occurred and caused the substantial impact over the business operations during his/her assignment.
  5)   Appointment of Outside Statutory Auditors
    To basically disagree in case where the outside statutory auditor is not actually the outside auditor (the officer or employee of the parent company, etc.).
 
    To basically disagree in case where the reason of the decrease in the number is not clearly described.
 
    To basically agree in case where the introduction of the “Statutory Auditor Appointment Committee” which includes plural outside statutory auditors.
  (5)   Officer Remuneration/Officer Retirement Allowances
  1)   Officer Remuneration
    To basically disagree the amendment of the officer remuneration (unless the decrease in amount or no payment) in case where the consecutive unprofitable settlements for the past 3 years and the consecutive 3 year no dividend payments, or the consecutive decrease in the net profits for the past 5 years.
 
    To basically disagree and scrutinize respectively in case where no sufficient explanation of the substantial increase (10% or more per head), or no decrease of the remuneration amount if the number of the officers decrease.
  2)   Officer Retirement Allowance
    To basically approve.

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    To basically disapprove in case where the payment of the allowance to the outside statutory auditors and the outside directors.
 
    To basically disapprove in case where the officer resigned or retired during his/her assignment due to the scandal of the breach of the laws and the anti-social activities.
 
    To basically disagree in case where the consecutive unprofitable settlements for the past 3 years and the consecutive 3 year no dividend payments, or the consecutive decrease in the net profits for the past 5 years.
  (6)   Capital Policy/Business Policy
  1)   Acquisition of Own shares
    To basically approve.
 
    To basically approve the disposition of the own shares if the disposition ratio of less than 10% of the total issued shares and the shareholders’ equities. In case of 10% or more, respectively scrutinize.
  2)   Capital Reduction
    To basically disagree in case where the future growth of the business might be substantially decreased.
  3)   Increase of the authorized capital
    To basically disagree in case of the substantial increase of the authorized capital taking into consideration the dilution of the voting right (10% or more) and incentive.
  4)   Granting of the stock options to Directors, Statutory Auditors and Employees
    To basically approve.
 
    To basically disagree in case where the substantial dilution of the value of the stocks (the potential dilution ration is to increase 5% of the total issued stock number) will occur and accordingly decrease of the shareholders’ interests.
 
    To basically disagree in case where the exercise price is deviated by 10% or more from the market value as of the fiscal year-end.
 
    To basically disagree the decrease of the exercise price (re-pricing).
    To basically disagree in case where the exercise term remains less than 1 year.
 
    To basically disagree in case the scope of the option granted objectives (counterparties) is not so closely connected with the better performance.
  5)   Mergers and Acquisitions
    To basically disagree in case where the terms and conditions are not advantageous and there is no assessment base by the third party.
 
    To basically disagree in case where the content of the mergers and acquisitions can not be deemed to be reasonable in comparison with the business strategy.
  6)   Business Transfer/Acceptance
    To basically disagree in cases where the content of the mergers and acquisitions can not be deemed to be reasonable and extremely unprofitable in comparison with the business strategy.
  7)   Capital Increase by the allocation to the third parties
    To basically analyze on a case by case basis.
 
    Provided, however, that to basically approve in case where the companies under the financial difficulties executes as the restructuring of the business.
  (7)   Others
  1)   Appointment of Accountant
    To basically approve.
 
    To basically disapprove on suspicion of its independency.

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    To scrutinize the subjects in case where the decline of the re-appointment due to the conflict of the audit policy.
  2)   Shareholders’ proposal
    To basically analyze on a case by case basis.
 
    The basic judgment criterion is the contribution to the increase of the shareholders’ value. However, to basically disapprove in case where to maneuver as a method to resolve the specific social and political problems.

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Proxy policy applies to the following:
Invesco Australia Limited
1.   Proxy Voting Policy
  1.1   Introduction
 
      Invesco recognises its fiduciary obligation to act in the best interests of all clients, be they superannuation trustees, institutional clients, unit-holders in managed investment schemes or personal investors. One way Invesco represents its clients in matters of corporate governance is through the proxy voting process.
 
      This policy sets out Invesco Australia’s approach to proxy voting in the context of portfolio management, client service responsibilities and corporate governance principles.
 
      This policy applies to;
    all Australian based and managed funds and mandates, in accordance with IFSA Standard No.13.00 October 2004, clause 9.1 and footnote #3.
      This policy does not apply;
    where investment management of an international fund has been delegated to an overseas Invesco company, proxy voting will rest with that delegated manager.
      In order to facilitate its proxy voting process and to avoid conflicts of interest where these may arise, Invesco may retain a professional proxy voting service to assist with in-depth proxy research, vote recommendations, vote execution, and the necessary record keeping.
  1.2   Guiding Principles
 
  1.2.1   The objective of Invesco’s Proxy Voting Policy is to promote the economic interests of its clients. At no time will Invesco use the shareholding powers exercised in respect of its clients’ investments to advance its own commercial interests, to pursue a social or political cause that is unrelated to clients’ economic interests, or to favour a particular client or other relationship to the detriment of others.
 
  1.2.2   The involvement of Invesco as an institutional shareholder will not extend to interference in the proper exercise of Board or management responsibilities, or impede the ability of companies to take the calculated commercial risks which are essential means of adding value for shareholders.
 
  1.2.3   The primary aim of the policy is to encourage a culture of performance among investee companies, rather than one of mere conformance with a prescriptive set of rules and constraints.
 
  1.2.4   Invesco considers that proxy voting rights are an important power, which if exercised diligently can enhance client returns, and should be managed with the same care as any other asset managed on behalf of its clients.

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  1.2.5   Invesco may choose not to vote on a particular issue if this results in shares being blocked from trading for a period of more than 4 hours; it may not be in the interest of clients if the liquidity of investment holdings is diminished at a potentially sensitive time, such as that around a shareholder meeting.
 
  1.3   Proxy Voting Authority
 
  1.3.1   Authority Overview
 
      An important dimension of Invesco’s approach to corporate governance is the exercise of proxy voting authority at the Annual General Meetings or other decision-making forums of companies in which we manage investments on behalf of clients.
 
      Proxy voting policy follows two streams, each defining where discretion to exercise voting power should rest — with Invesco as the investment manager (including its ability to outsource the function), or with individual mandate clients.
 
      Under the first alternative, Invesco’s role would be both to make voting decisions, for pooled funds and on individual mandate clients’ behalf, and to implement those decisions.
 
      Under the second alternative, where IM clients retain voting control, Invesco has no role to play other than administering voting decisions under instructions from our clients on a cost recovery basis.
 
  1.3.2   Individually-Managed Clients
 
      IM clients may elect to retain voting authority or delegate this authority to Invesco. If delegated, Invesco will employ either ISS or ASCI guidelines (selected at inception by the client) but at all times Invesco Investment Managers will retain the ability to override any decisions in the interests of the client. Alternate overlays and ad hoc intervention will not be allowed without Board approval.
 
      In cases where voting authority is delegated by an individually-managed client, Invesco recognises its responsibility to be accountable for the decisions it makes.
 
      Some individually-managed clients may wish to retain voting authority for themselves, or to place conditions on the circumstances in which it can be exercised by investment managers 1 .
 
      The choice of this directive will occur at inception or at major review events only. Individually managed clients will not be allowed to move on an ad hoc basis between delegating control to the funds manager and full direct control.
 
1   In practice, it is believed that this option is generally only likely to arise with relatively large clients such as trustees of major superannuation funds or statutory corporations that have the resources to develop their own policies and to supervise their implementation by investment managers and custodians. In particular, clients who have multiple equity managers and utilise a master custody arrangement may be more likely to consider retaining voting authority in order to ensure consistency of approach across their total portfolio. Such arrangements will be costed into administration services at inception.

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  1.3.3   Pooled Fund Clients
 
      The funds manager is required to act solely in the collective interests of unit holders at large rather than as a direct agent or delegate of each unit holder. The legal relationship that exists means it is not possible for the manager to accept instructions from a particular pooled fund client as to how to exercise proxy voting authority in a particular instance.
 
      Invesco’s accountability to pooled fund clients in exercising its fiduciary responsibilities is best addressed as part of the manager’s broader client relationship and reporting responsibilities.
 
      In considering proxy voting issues arising in respect of pooled fund shareholdings, Invesco will act solely in accordance with its fiduciary responsibility to take account of the collective interests of unit holders in the pooled fund as a whole.
 
      All proxy voting decisions may be delegated to an outsourced provider, but Invesco investment managers will retain the ability to override these decisions in the interests of fund unit holders.
 
  1.4   Key Proxy Voting Issues
 
  1.4.1   Issues Overview
 
      Invesco will consider voting requirements on all issues at all company meetings directly or via an outsourced provider. We will generally not announce our voting intentions and the reasons behind them.
 
  1.4.2   Portfolio Management Issues
 
      Invesco does not consider it feasible or desirable to prescribe in advance comprehensive guidelines as to how it will exercise proxy voting authority in all circumstances. The primary aim of Invesco’s approach to corporate governance is to encourage a culture of performance among the companies in which we invest in order to add value to our clients’ portfolios, rather than one of mere conformance with a prescriptive set of rules and constraints.
 
      As a general rule, Invesco will vote against any actions that will reduce the rights or options of shareholders, reduce shareholder influence over the board of directors and management, reduce the alignment of interests between management and shareholders, or reduce the value of shareholders’ investments, unless balanced by reasonable increase in net worth of the shareholding.
 
      Where appropriate, Invesco will also use voting powers to influence companies to adopt generally accepted best corporate governance practices in areas such as board composition, disclosure policies and the other areas of recommended corporate governance practice.
 
      Administrative constraints are highlighted by the fact that many issues on which shareholders are in practice asked to vote are routine matters relating to the ongoing administration of the company — eg. approval of financial accounts or housekeeping

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      amendments to Articles of Association. Generally in such cases, Invesco will be in favour of the motion as most companies take seriously their duties and are acting in the best interests of shareholders. However, reasonable consideration of issues and the actual casting of a vote on all such resolutions would entail an unreasonable administrative workload and cost. For this reason, Invesco may outsource all or part of the proxy voting function at the expense of individual funds. Invesco believes that an important consideration in the framing of a proxy voting policy is the need to avoid unduly diverting resources from our primary responsibilities to add value to our clients’ investments through portfolio management and client service.
 
  1.5   Internal Proxy Voting Procedure
 
      In situations where an override decision is required to be made or where the outsourced provider has recused itself from a vote recommendation, the responsible Investment Manager will have the final say as to how a vote will be cast.
 
      In the event that a voting decision is considered not to be in the best interests of a particular client or where a vote is not able to be cast, a meeting may be convened at any time to determine voting intentions. The meeting will be made up of at least three of the following:
Chief Executive Officer;
Head of Operations & Finance;
Head of either Legal or Compliance; and
Relevant Investment Manager(s).
  1.6   Client Reporting
 
      Invesco will keep records of its proxy voting activities, directly or through outsourced reporting.
 
      Upon client election, Invesco will report quarterly or annually to the client on proxy voting activities for investments owned by the client.
 
      A record will be kept of the voting decision in each case by Invesco or its outsourced provider. Invesco will disclose on an annual basis, a summary of its proxy voting statistics on its website as required by IFSA standard No. 13 — Proxy Voting.

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Invesco Hong Kong Limited
PROXY VOTING POLICY
8 April 2004

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TABLE OF CONTENTS
         
Introduction
    2  
1. Guiding Principles
    3  
2. Proxy Voting Authority
    4  
3. Key Proxy Voting Issues
    7  
4. Internal Admistration and Decision-Making Process
    10  
5. Client Reporting
    12  

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INTRODUCTION
This policy sets out Invesco’s approach to proxy voting in the context of our broader portfolio management and client service responsibilities. It applies to Asia related equity portfolios managed by Invesco on behalf of individually-managed clients and pooled fund clients
Invesco’s proxy voting policy is expected to evolve over time to cater for changing circumstances or unforeseen events.

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1. GUIDING PRINCIPLES
  1.1   Invesco recognises its fiduciary obligation to act in the best interests of all clients, be they retirement scheme trustees, institutional clients, unitholders in pooled investment vehicles or personal investors. The application of due care and skill in exercising shareholder responsibilities is a key aspect of this fiduciary obligation.
 
  1.2   The sole objective of Invesco’s proxy voting policy is to promote the economic interests of its clients. At no time will Invesco use the shareholding powers exercised in respect of its clients’ investments to advance its own commercial interests, to pursue a social or political cause that is unrelated to clients’ economic interests, or to favour a particular client or other relationship to the detriment of others.
 
  1.3   Invesco also recognises the broader chain of accountability that exists in the proper governance of corporations, and the extent and limitations of the shareholder’s role in that process. In particular, it is recognised that company management should ordinarily be presumed to be best placed to conduct the commercial affairs of the enterprise concerned, with prime accountability to the enterprise’s Board of Directors which is in turn accountable to shareholders and to external regulators and exchanges. The involvement of Invesco as an institutional shareholder will not extend to interference in the proper exercise of Board or management responsibilities, or impede the ability of companies to take the calculated commercial risks which are essential means of adding value for shareholders.
 
  1.4   The primary aim of the policy is to encourage a culture of performance among investee companies, rather than one of mere conformance with a prescriptive set of rules and constraints. Rigid adherence to a checklist approach to corporate governance issues is of itself unlikely to promote the maximum economic performance of companies, or to cater for circumstances in which non-compliance with a checklist is appropriate or unavoidable.
 
  1.5   Invesco considers that proxy voting rights are an asset which should be managed with the same care as any other asset managed on behalf of its clients.

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2. PROXY VOTING AUTHORITY
  2.1   An important dimension of Invesco’s approach to corporate governance is the exercise of proxy voting authority at the Annual General Meetings or other decision-making forums of companies in which we manage investments on behalf of clients.
 
  2.2   An initial issue to consider in framing a proxy voting policy is the question of where discretion to exercise voting power should rest — with Invesco as the investment manager, or with each individual client? Under the first alternative, Invesco’s role would be both to make voting decisions on clients’ behalf and to implement those decisions. Under the second alternative, Invesco would either have no role to play, or its role would be limited solely to implementing voting decisions under instructions from our clients.
 
  2.3   In addressing this issue, it is necessary to distinguish the different legal structures and fiduciary relationships which exist as between individually-managed clients, who hold investments directly on their own accounts, and pooled fund clients, whose investments are held indirectly under a trust structure.
 
  2.4   Individually-Managed Clients
 
  2.4.1   As a matter of general policy, Invesco believes that unless a client’s mandate gives specific instructions to the contrary, discretion to exercise votes should normally rest with the investment manager, provided that the discretion is always exercised in the client’s interests alone.
 
  2.4.2   The reason for this position is that Invesco believes that, with its dedicated research resources and ongoing monitoring of companies, an investment manager is usually better placed to identify issues upon which a vote is necessary or desirable. We believe it is also more practical that voting discretion rests with the party that has the authority to buy and sell shares, which is essentially what investment managers have been engaged to do on behalf of their clients.
 
  2.4.3   In cases where voting authority is delegated by an individually-managed client, Invesco recognises its responsibility to be accountable for the decisions it makes. If a client requires, an appropriate reporting mechanism will be put in place.
 
  2.4.4   While it is envisaged that the above arrangements will be acceptable in the majority of cases, it is recognised that some individually-managed clients will wish to retain voting authority for themselves, or to place conditions on the circumstances in which it can be exercised by investment managers. In practice, it is believed that this option is generally only likely to arise with relatively large clients such as trustees of major superannuation funds or statutory corporations which have the resources to develop their own policies and to supervise their implementation by investment managers and custodians. In particular, clients who have multiple equity managers and utilise a master custody arrangement may be more likely to consider retaining voting authority in order to ensure consistency of approach across their total portfolio.

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  2.4.5   In any event, whatever decision is taken as to where voting authority should lie, Invesco believes that the matter should be explicitly covered by the terms of the investment management agreement and clearly understood by the respective parties.
 
  2.4.6   Accordingly, Invesco will pursue the following policies with respect to the exercise of proxy voting authority for individually-managed clients:

PROXY VOTING AUTHORITY
Individually-Managed Clients
Unless an individually-managed client wishes to retain proxy voting authority, Invesco will assume proxy voting authority by way of delegation from the client, provided that the allocation of proxy voting responsibility is clearly set out in the investment management agreement.
In the case of clients who wish to place special conditions on the delegation of proxy voting powers, Invesco will endeavour to accommodate those clients’ requirements as far as practicable, subject to any administrative obstacles or additional costs that might arise in implementing the conditions.
  2.5   Pooled Fund Clients
 
  2.5.1   The legal relationship between an investment manager and its pooled fund clients is different in a number of important respects from that applying to individually-managed clients. These differences have a bearing on how proxy voting authority is exercised on behalf of pooled fund clients.
 
  2.5.2   These legal relationships essentially mean that the manager is required to act solely in the collective interests of unitholders at large rather than as a direct agent or delegate of each unitholder. On the issue of proxy voting, as with all other aspects of our client relationships, Invesco will naturally continue to be receptive to any views and concerns raised by its pooled fund clients. However, the legal relationship that exists means it is not possible for the manager to accept instructions from a particular pooled fund client as to how to exercise proxy voting authority in a particular instance.
 
  2.5.3   As in the case of individually-managed clients who delegate their proxy voting authority, Invesco’s accountability to pooled fund clients in exercising its fiduciary responsibilities is best addressed as part of the manager’s broader client relationship and reporting responsibilities.
 
  2.5.4   Accordingly, Invesco will pursue the following policies with respect to the exercise of proxy voting authority for pooled fund clients:

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PROXY VOTING AUTHORITY
Pooled Fund Clients
In considering proxy voting issues arising in respect of pooled fund shareholdings, Invesco will act solely in accordance with its fiduciary responsibility to take account of the collective interests of unitholders in the pooled fund as a whole.
Invesco cannot accept instructions from individual unitholders as to the exercise of proxy voting authority in a particular instance.

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3. KEY PROXY VOTING ISSUES
  3.1   This section outlines Invesco’s intended approach in cases where proxy voting authority is being exercised on clients’ behalf.
 
  3.2   Invesco will vote on all material issues at all company meetings where it has the voting authority and responsibility to do so. We will not announce our voting intentions and the reasons behind them.
 
  3.3   Invesco applies two underlying principles. First, our interpretation of ‘material voting issues’ is confined to those issues which affect the value of shares we hold on behalf of clients and the rights of shareholders to an equal voice in influencing the affairs of companies in proportion to their shareholdings. We do not consider it appropriate to use shareholder powers for reasons other than the pursuit of these economic interests. Second, we believe that a critical factor in the development of an optimal corporate governance policy is the need to avoid unduly diverting resources from our primary responsibilities to add value to our clients’ portfolios through investment performance and client service.
 
  3.4   In order to expand upon these principles, Invesco believes it is necessary to consider the role of proxy voting policy in the context of broader portfolio management and administrative issues which apply to our investment management business as a whole. These are discussed as follows.
 
  3.5   Portfolio Management Issues — Active Equity Portfolios
 
  3.5.1   While recognising in general terms that issues concerning corporate governance practices can have a significant bearing on the financial performance of companies, the primary criterion for the selection and retention of a particular stock in active equity portfolios remains our judgment that the stock will deliver superior investment performance for our clients, based on our investment themes and market analysis.
 
  3.5.2   In view of these dynamics, Invesco does not consider it feasible or desirable to prescribe in advance comprehensive guidelines as to how it will exercise proxy voting authority in all circumstances. The primary aim of Invesco’s approach to corporate governance is to encourage a culture of performance among the companies in which we manage investments in order to add value to our clients’ portfolios, rather than one of mere conformance with a prescriptive set of rules and constraints.
 
  3.5.3   Nevertheless, Invesco has identified a limited range of issues upon which it will always exercise proxy voting authority — either to register disapproval of management proposals or to demonstrate support for company initiatives through positive use of voting powers. These issues are outlined as follows:

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KEY VOTING ISSUES
Major Corporate Proposals
Invesco will always vote on the following issues arising in company General Meetings where it has the authority to do so on behalf of clients.
•     contentious issues (eg. issues of perceived national interest, or where there has been extensive press coverage or public comment);
•     approval of changes of substantial shareholdings;
•     mergers or schemes of arrangement; and
•     approval of major asset sales or purchases.
As a general rule, Invesco will vote against any actions that will reduce the rights or options of shareholders, reduce shareholder influence over the board of directors and management, reduce the alignment of interests between management and shareholders, or reduce the value of shareholders’ investments, unless balanced by reasonable increase in net worth of the shareholding.
Where appropriate, Invesco will also use voting powers to influence companies to adopt generally accepted best corporate governance practices in areas such as board composition, disclosure policies and the other areas of recommended corporate governance practice.
Invesco’s approach to significant proxy voting issues which fall outside these areas will be addressed on their merits.
  3.6   Administrative Issues
 
  3.6.1   In addition to the portfolio management issues outlined above, Invesco’s proxy voting policy also takes account of administrative and cost implications, together with the size of our holdings as compared to the issue size, involved in the exercise of proxy voting authority on our clients’ behalf.
 
  3.6.2   There are practical constraints to the implementation of proxy voting decisions. Proxy voting is a highly seasonal activity, with most company Annual General Meetings being collapsed into a few months, with short deadlines for the distribution and return of notice papers, multiple resolutions from multiple companies being considered simultaneously, and under a legal system which is essentially dependent upon paper-based communication and record-keeping.
 
  3.6.3   In addition, for investment managers such as Invesco who do not invest as principals and who consequently do not appear directly on the share registers of companies, all of these communications are channelled through external custodians, among whom there is in turn a considerable variation in the nature and quality of systems to deal with the flow of information.
 
  3.6.4   While Invesco has the systems in place to efficiently implement proxy voting decisions when required, it can be seen that administrative and cost considerations by necessity play an important role in the

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      application of a responsible proxy voting policy. This is particularly so bearing in mind the extremely limited time period within which voting decisions must often be made and implemented (which can in practice be as little as a few days). This factor also explains why Invesco resists any suggestion that there should be compulsory proxy voting on all issues, as in our view this would only increase the costs to be borne by our clients with very little practical improvement in corporate performance in most cases.
 
  3.6.5   These administrative constraints are further highlighted by the fact that many issues on which shareholders are in practice asked to vote are routine matters relating to the ongoing administration of the company — eg. approval of financial accounts or housekeeping amendments to Articles of Association. Generally in such cases, we will be in favour of the motion as most companies take seriously their duties and are acting in the best interests of shareholders. However, the actual casting of a “yes” vote on all such resolutions in our view would entail an unreasonable administrative workload and cost.
 
  3.6.6   Accordingly, Invesco believes that an important consideration in the framing of a proxy voting policy is the need to avoid unduly diverting resources from our primary responsibilities to add value to our clients’ investments through portfolio management and client service. The policies outlined below have been prepared on this basis.

KEY PROXY VOTING ISSUES
Administrative Constraints
In view of the administrative constraints and costs involved in the exercise of proxy voting powers, Invesco may (depending on circumstances) not exercise its voting right unless its clients’ portfolios in aggregate represent a significant proportion of the shareholdings of the company in question.
A significant proportion in this context means 5% or more of the market capitalisation of the company.

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4. INTERNAL ADMINISTRATION & DECISION-MAKING PROCESS
  4.1   The following diagram illustrates the procedures adopted by Invesco for the administration of proxy voting:
(CHART)
  4.2   As shown by the diagram, a central administrative role is performed by our Settlement Team, located within the Client Administration section. The initial role of the Settlement Team is to receive company notice papers via the range of custodians who hold shares on behalf of our clients, to ascertain which client portfolios hold the stock, and to initiate the decision-making process by distributing the company notice papers to the Primary Investment Manager responsible for the company in question.
 
  4.3   A voting decision on each company resolution (whether a yes or no vote, or a recommended abstention) is made by the Primary Investment Manager responsible for the company in question. Invesco believes that this approach is preferable to the appointment of a committee with responsibility for handling voting issues across all companies, as it takes advantage of the expertise of individuals whose professional lives are occupied by analysing particular companies and sectors, and who are familiar with the issues facing particular companies through their regular company visits.
 
  4.4   Moreover, the Primary Equity Manager has overall responsibility for the relevant market and this ensures that similar issues which arise in different companies are handled in a consistent way across the relevant market.

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  4.5   The voting decision is then documented and passed back to the Settlement Team, who issue the voting instructions to each custodian in advance of the closing date for receipt of proxies by the company. At the same time, the Settlement Team logs all proxy voting activities for record keeping or client reporting purposes.
 
  4.6   A key task in administering the overall process is the capture and dissemination of data from companies and custodians within a time frame that makes exercising votes feasible in practice. This applies particularly during the company Annual General Meeting “season”, when there are typically a large number of proxy voting issues under consideration simultaneously. Invesco has no control over the former dependency and Invesco’s ability to influence a custodian’s service levels are limited in the case of individually-managed clients, where the custodian is answerable to the client.
 
  4.7   The following policy commitments are implicit in these administrative and decision-making processes:

INTERNAL ADMINISTRATION AND DECISION-MAKING PROCESS
Invesco will consider all resolutions put forward in the Annual General Meetings or other decision-making forums of all companies in which investments are held on behalf of clients, where it has the authority to exercise voting powers. This consideration will occur in the context of our policy on Key Voting Issues outlined in Section 3.
The voting decision will be made by the Primary Investment Manager responsible for the market in question.
A written record will be kept of the voting decision in each case, and in case of an opposing vote, the reason/comment for the decision.
Voting instructions will be issued to custodians as far as practicable in advance of the deadline for receipt of proxies by the company. Invesco will monitor the efficiency with which custodians implement voting instructions on clients’ behalf.
Invesco’s ability to exercise proxy voting authority is dependent on timely receipt of notification from the relevant custodians.

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5. CLIENT REPORTING
  5.1   Invesco will keep records of its proxy voting activities.
 
  5.2   Upon client request, Invesco will regularly report back to the client on proxy voting activities for investments owned by the client.
 
  5.2   The following points summarise Invesco’s policy commitments on the reporting of proxy voting activities to clients (other than in cases where specific forms of client reporting are specified in the client’s mandate):

CLIENT REPORTING
Where proxy voting authority is being exercised on a client’s behalf, a statistical summary of voting activity will be provided on request as part of the client’s regular quarterly report.
Invesco will provide more detailed information on particular proxy voting issues in response to requests from clients wherever possible.

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(INCESCO LOGO)
I.1. PROXY POLICIES AND PROCEDURES — INSTITUTIONAL
     
Applicable to
  Institutional Accounts
Risk Addressed by Policy
  breach of fiduciary duty to client under Investment Advisers Act of 1940 by placing Invesco personal interests ahead of client best economic interests in voting proxies
Relevant Law and Other Sources
  Investment Advisers Act of 1940
Last Tested Date
   
Policy/Procedure Owner
  Advisory Compliance, Proxy Committee
Policy Approver
  Invesco Risk Management Committee
Approved/Adopted Date
  January 1, 2010
The following policies and procedures apply to all institutional accounts, clients and funds managed by Invesco Advisers, Inc. (“Invesco”). These policies and procedures do not apply to any of the retail funds managed by Invesco. See Section I.2 for the proxy policies and procedures applicable to Invesco’s retail funds.
A. POLICY STATEMENT
Invesco has responsibility for making investment decisions that are in the best interests of its clients. As part of the investment management services it provides to clients, Invesco may be authorized by clients to vote proxies appurtenant to the shares for which the clients are beneficial owners.
Invesco believes that it has a duty to manage clients’ assets in the best economic interests of its clients and that the ability to vote proxies is a client asset.
Invesco reserves the right to amend its proxy policies and procedures from time to time without prior notice to its clients.
Voting of Proxies
Invesco will vote client proxies relating to equity securities in accordance with the procedures set forth below unless a non-ERISA client retains in writing the right to vote, the named fiduciary (e.g., the plan sponsor) of an ERISA client retains in writing the right to direct the plan trustee or a third party to vote proxies, or Invesco determines that any benefit the client might gain from voting a proxy

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would be outweighed by the costs associated therewith. In addition, due to the distinct nature of proxy voting for interests in fixed income assets and stable value wrap agreements, the proxies for such fixed income assets and stable value wrap agreements will be voted in accordance with the procedures set forth in the “Proxy Voting for Fixed Income Assets and Stable Value Wrap Agreements” section below.
Best Economic Interests of Clients
In voting proxies, Invesco will take into consideration those factors that may affect the value of the security and will vote proxies in a manner in which, in its opinion, is in the best economic interests of clients. Invesco endeavors to resolve any conflicts of interest exclusively in the best economic interests of clients.
B. OPERATING PROCEDURES AND RESPONSIBLE PARTIES
RiskMetrics’ Services
Invesco has contracted with RiskMetrics Group (“RiskMetrics,” formerly known as ISS), an independent third party service provider, to vote Invesco’s clients’ proxies according to RiskMetrics’ proxy voting recommendations determined by RiskMetrics pursuant to its then-current US Proxy Voting Guidelines, a summary of which can be found at http://www.riskmetrics.com and which are deemed to be incorporated herein. In addition, RiskMetrics will provide proxy analyses, vote recommendations, vote execution and record-keeping services for clients for which Invesco has proxy voting responsibility. On an annual basis, the Proxy Committee will review information obtained from RiskMetrics to ascertain whether RiskMetrics (i) has the capacity and competency to adequately analyze proxy issues, and (ii) can make such recommendations in an impartial manner and in the best economic interests of Invesco’s clients. This may include a review of RiskMetrics’ Policies, Procedures and Practices Regarding Potential Conflicts of Interest and obtaining information about the work RiskMetrics does for corporate issuers and the payments RiskMetrics receives from such issuers.
Custodians forward to RiskMetrics proxy materials for clients who rely on Invesco to vote proxies. RiskMetrics is responsible for exercising the voting rights in accordance with the RiskMetrics proxy voting guidelines. If Invesco receives proxy materials in connection with a client’s account where the client has, in writing, communicated to Invesco that the client, plan fiduciary or other third party has reserved the right to vote proxies, Invesco will forward to the party appointed by client any proxy materials it receives with respect to the account. In order to avoid voting proxies in circumstances where Invesco, or any of its affiliates have or may have any conflict of interest, real or perceived, Invesco has engaged RiskMetrics to provide the proxy analyses, vote recommendations and voting of proxies.
In the event that (i) RiskMetrics recuses itself on a proxy voting matter and makes no recommendation or (ii) Invesco decides to override the RiskMetrics vote recommendation, the Proxy Committee will review the issue and direct RiskMetrics how to vote the proxies as described below.

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Proxy Voting for Fixed Income Assets and Stable Value Wrap Agreements
Some of Invesco’s fixed income clients hold interests in preferred stock of companies and some of Invesco’s stable value clients are parties to wrap agreements. From time to time, companies that have issued preferred stock or that are parties to wrap agreements request that Invesco’s clients vote proxies on particular matters. RiskMetrics does not currently provide proxy analysis or vote recommendations with respect to such proxy votes. Therefore, when a particular matter arises in this category, the investment team responsible for the particular mandate will review the matter and make a recommendation to the Proxy Manager as to how to vote the associated proxy. The Proxy Manager will complete the proxy ballots and send the ballots to the persons or entities identified in the ballots.
Proxy Committee
The Proxy Committee shall have seven (7) members, which shall include representatives from portfolio management, operations, and legal/compliance or other functional departments as deemed appropriate and who are knowledgeable regarding the proxy process. A majority of the members of the Proxy Committee shall constitute a quorum and the Proxy Committee shall act by a majority vote of those members in attendance at a meeting called for the purpose of determining how to vote a particular proxy. The Proxy Committee shall keep minutes of its meetings that shall be kept with the proxy voting records of Invesco. The Proxy Committee will appoint a Proxy Manager to manage the proxy voting process, which includes the voting of proxies and the maintenance of appropriate records.
The Proxy Manager shall call for a meeting of the Proxy Committee (1) when override submissions are made; and (2) in instances when RiskMetrics has recused itself or has not provided a vote recommendation with respect to an equity security. At such meeting, the Proxy Committee shall determine how proxies are to be voted in accordance with the factors set forth in the section entitled “Best Economic Interests of Clients,” above.
The Proxy Committee also is responsible for monitoring adherence to these procedures and engaging in the annual review described in the section entitled “RiskMetrics’ Services,” above.
Recusal by RiskMetrics or Failure of RiskMetrics to Make a Recommendation
When RiskMetrics does not make a recommendation on a proxy voting issue or recuses itself due to a conflict of interest, the Proxy Committee will review the issue and determine whether Invesco has a material conflict of interest as determined pursuant to the policies and procedures outlined in the “Conflicts of Interest” section below. If Invesco determines it does not have a material conflict of interest, Invesco will direct RiskMetrics how to vote the proxies. If Invesco determines it does have a material conflict of interest, the Proxy Committee will follow the policies and procedures set forth in such section.

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Override of RiskMetrics’ Recommendation
There may be occasions where Invesco investment personnel, senior officers or a member of the Proxy Committee seek to override a RiskMetrics recommendation if they believe that a RiskMetrics recommendation is not in accordance with the best economic interests of clients. In the event that an individual listed above in this section disagrees with a RiskMetrics recommendation on a particular voting issue, the individual shall document in writing the reasons that he/she believes that the RiskMetrics recommendation is not in accordance with clients’ best economic interests and submit such written documentation to the Proxy Manager for consideration by the Proxy Committee along with the certification attached as Appendix A hereto. Upon review of the documentation and consultation with the individual and others as the Proxy Committee deems appropriate, the Proxy Committee may make a determination to override the RiskMetrics voting recommendation if the Committee determines that it is in the best economic interests of clients and the Committee has addressed any conflict of interest.
Proxy Committee Meetings
When a Proxy Committee Meeting is called, whether because of a RiskMetrics recusal or request for override of a RiskMetrics recommendation, the Proxy Committee shall request from the Chief Compliance Officer as to whether any Invesco person has reported a conflict of interest.
The Proxy Committee shall review the report from the Chief Compliance Officer to determine whether a real or perceived conflict of interest exists, and the minutes of the Proxy Committee shall:
  (1)   describe any real or perceived conflict of interest,
 
  (2)   determine whether such real or perceived conflict of interest is material,
 
  (3)   discuss any procedure used to address such conflict of interest,
 
  (4)   report any contacts from outside parties (other than routine communications from proxy solicitors), and
 
  (5)   include confirmation that the recommendation as to how the proxies are to be voted is in the best economic interests of clients and was made without regard to any conflict of interest.
Based on the above review and determinations, the Proxy Committee will direct RiskMetrics how to vote the proxies as provided herein.
Certain Proxy Votes May Not Be Cast
In some cases, Invesco may determine that it is not in the best economic interests of clients to vote proxies. For example, proxy voting in certain countries outside

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the United States requires share blocking. Shareholders who wish to vote their proxies must deposit their shares 7 to 21 days before the date of the meeting with a designated depositary. During the blocked period, shares to be voted at the meeting cannot be sold until the meeting has taken place and the shares have been returned to the Custodian/Sub-Custodian bank. In addition, voting certain international securities may involve unusual costs to clients, some of which may be related to requirements of having a representative in person attend the proxy meeting. In other cases, it may not be possible to vote certain proxies despite good faith efforts to do so, for instance when inadequate notice of the matter is provided. In the instance of loan securities, voting of proxies typically requires termination of the loan, so it is not usually in the best economic interests of clients to vote proxies on loaned securities. Invesco typically will not, but reserves the right to, vote where share blocking restrictions, unusual costs or other barriers to efficient voting apply. Invesco will not vote if it determines that the cost of voting exceeds the expected benefit to the client. The Proxy Manager shall record the reason for any proxy not being voted, which record shall be kept with the proxy voting records of Invesco.
CONFLICTS OF INTEREST
Procedures to Address Conflicts of Interest and Improper Influence
In order to avoid voting proxies in circumstances where Invesco or any of its affiliates have or may have any conflict of interest, real or perceived, Invesco has contracted with RiskMetrics to provide proxy analyses, vote recommendations and voting of proxies. Unless noted otherwise by RiskMetrics, each vote recommendation provided by RiskMetrics to Invesco shall include a representation from RiskMetrics that RiskMetrics has no conflict of interest with respect to the vote. In instances where RiskMetrics has recused itself or makes no recommendation on a particular matter, or if an override submission is requested, the Proxy Committee shall determine how to vote the proxy and instruct the Proxy Manager accordingly, in which case the conflict of interest provisions discussed below shall apply.
In effecting the policy of voting proxies in the best economic interests of clients, there may be occasions where the voting of such proxies may present a real or perceived conflict of interest between Invesco, as the investment manager, and Invesco’s clients. For each director, officer and employee of Invesco (“Invesco person”), the interests of Invesco’s clients must come first, ahead of the interest of Invesco and any Invesco person, including Invesco’s affiliates. Accordingly, no Invesco person may put “personal benefit,” whether tangible or intangible, before the interests of clients of Invesco or otherwise take advantage of the relationship with Invesco’s clients. “Personal benefit” includes any intended benefit for oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for a client of Invesco, as appropriate. It is imperative that each Invesco person avoid any situation that might compromise, or call into question, the exercise of fully independent judgment that is in the interests of Invesco’s clients.

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Occasions may arise where a person or organization involved in the proxy voting process may have a conflict of interest. A conflict of interest may exist if Invesco has a business relationship with (or is actively soliciting business from) either the company soliciting the proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote. Additional examples of situations where a conflict may exist include:
    Business Relationships — where Invesco manages money for a company or an employee group, manages pension assets or is actively soliciting any such business, or leases office space from a company;
 
    Personal Relationships — where an Invesco person has a personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors, or candidates for directorships; and
 
    Familial Relationships — where an Invesco person has a known familial relationship relating to a company (e.g. a spouse or other relative who serves as a director of a public company or is employed by the company).
In the event that the Proxy Committee determines that Invesco (or an affiliate) has a material conflict of interest, the Proxy Committee will not take into consideration the relationship giving rise to the conflict of interest and shall, in its sole discretion, either (a) decide to vote the proxies pursuant to RiskMetrics’ general proxy voting guidelines, (b) engage an independent third party to provide a vote recommendation, or (c) contact Invesco’s client(s) for direction as to how to vote the proxies.
In the event an Invesco person has a conflict of interest and has knowledge of such conflict of interest, it is the responsibility of such Invesco person to disclose the conflict to the Chief Compliance Officer. When a Proxy Committee meeting is called, the Chief Compliance Officer will report to the Proxy Committee all real or potential conflicts of interest for the Proxy Committee to review and determine whether such conflict is material. If the Proxy Committee determines that such conflict is material and involves a person involved in the proxy voting process, the Proxy Committee may require such person to recuse himself or herself from participating in the discussions regarding the proxy vote item and from casting a vote regarding how Invesco should vote such proxy. An Invesco person will not be considered to have a material conflict of interest if the Invesco person did not know of the conflict of interest and did not attempt to influence the outcome of a proxy vote.
In order to ensure compliance with these procedures, the Proxy Manager and each member of the Proxy Committee shall certify annually as to their compliance with this policy. In addition, any Invesco person who submits a RiskMetrics override recommendation to the Proxy Committee shall certify as to their compliance with this policy concurrently with the submission of their override recommendation. A form of such certification is attached as Appendix A.

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In addition, members of the Proxy Committee must notify Invesco’s Chief Compliance Officer, with impunity and without fear of retribution or retaliation, of any direct, indirect or perceived improper influence exerted by any Invesco person or by an affiliated company’s representatives with regard to how Invesco should vote proxies. The Chief Compliance Officer will investigate the allegations and will report his or her findings to the Invesco Risk Management Committee. In the event that it is determined that improper influence was exerted, the Risk Management Committee will determine the appropriate action to take, which actions may include, but are not limited to, (1) notifying the affiliated company’s Chief Executive Officer, its Management Committee or Board of Directors, (2) taking remedial action, if necessary, to correct the result of any improper influence where clients have been harmed, or (3) notifying the appropriate regulatory agencies of the improper influence and cooperating fully with these regulatory agencies as required. In all cases, the Proxy Committee shall not take into consideration the improper influence in determining how to vote proxies and will vote proxies solely in the best economic interests of clients.
C. RECORDKEEPING
Records are maintained in accordance with Invesco’s Recordkeeping Policy.
Proxy Voting Records
The proxy voting statements and records will be maintained by the Proxy Manager on-site (or accessible via an electronic storage site of RiskMetrics) for the first two (2) years. Copies of the proxy voting statements and records will be maintained for an additional five (5) years by Invesco (or will be accessible via an electronic storage site of RiskMetrics). Clients may obtain information about how Invesco voted proxies on their behalf by contacting their client services representative. Alternatively, clients may make a written request for proxy voting information to: Proxy Manager, 1555 Peachtree Street, N.E., Atlanta, Georgia 30309.

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APPENDIX A
ACKNOWLEDGEMENT AND CERTIFICATION
     I acknowledge that I have read the Invesco Proxy Voting Policy (a copy of which has been supplied to me, which I will retain for future reference) and agree to comply in all respects with the terms and provisions thereof. I have disclosed or reported all real or potential conflicts of interest to the Invesco Chief Compliance Officer and will continue to do so as matters arise. I have complied with all provisions of this Policy.
             
 
     
 
Print Name
   
 
           
 
           
 
Date
     
 
Signature
   
 
           
I.1 Proxy Policy Appendix A
      Acknowledgement and Certification    

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(INVESCO TRIMARK LOGO)
B6. Proxy Voting
Policy Number: B-6       Effective Date: May 1, 2001       Revision Date: December 2009
1. Purpose and Background
In its trusteeship and management of mutual funds, Invesco Trimark acts as fiduciary to the unitholders and must act in their best interests.
2. Application
Invesco Trimark will make every effort to exercise all voting rights with respect to securities held in the funds that it manages in Canada or to which it provides sub-advisory services, including a fund registered under and governed by the US Investment Company Act of 1940, as amended (the “US Funds”) (collectively, the “Funds”). Proxies for the funds distributed by Invesco Trimark and managed by an affiliate or a third party (a “Sub-Advisor”) will be voted in accordance with the Sub-Advisor’s policy, unless the sub-advisory agreement provides otherwise.
Invesco Trimark’s portfolio managers have responsibility for exercising all proxy votes and in doing so, for acting in the best interest of the Fund. Portfolio managers must vote proxies in accordance with the Invesco Trimark Proxy Voting Guidelines (the Guidelines), as amended from time to time, a copy of which is attached to this policy.
When a proxy is voted against the recommendation of the publicly traded company’s Board, the portfolio manager or designate will provide to the Chief Investment Officer (“CIO”) the reasons in writing for any vote in opposition to management’s recommendation.
Invesco Trimark may delegate to a third party the responsibility to vote proxies on behalf of all or certain Funds, in accordance with the Guidelines.
3. Proxy Administration, Records Management and Data Retention
3.1 Proxy Administration
Invesco Trimark has a dedicated proxy team within the Investment Operations and Support department (“Proxy Team”). This team is responsible for managing all proxy voting materials. The Proxy Team endeavours to ensure that all proxies and notices are received from all issuers on a timely basis.
Proxy voting circulars for all companies are received electronically through an external service provider. Circulars for North American companies and ADRs are generally also received in paper format.

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(INVESCO TRIMARK LOGO)
Once a circular is received, the Proxy Team verifies that all shares and Funds affected are correctly listed. The Proxy Team then gives a copy of the proxy ballot to each affected portfolio manager and maintains a tracking list to ensure that all proxies are voted within the prescribed deadlines.
Once voting information has been received from the portfolio managers, voting instructions are sent electronically to the service provider who then forwards the instructions to the appropriate proxy voting agent or transfer agent.
3.2 Records Management and Data Retention
Invesco Trimark will maintain for all Funds a record of all proxies received, a record of votes cast and a copy of the reasons for voting against management. In addition, for the US Funds Invesco Trimark will maintain a copy of any document created by Invesco Trimark that was material to making a decision how to vote proxies on behalf of a U.S. Fund and that memorializes the basis of that decision.
The external proxy service provider retains on behalf of Invesco Trimark electronic records of the votes cast and agrees to provide Invesco Trimark with a copy of proxy records promptly upon request. The service provider must make all documents available to Invesco Trimark for a period of 7 years.
In the event that Invesco Trimark ceases to use an external service provider, all documents would be maintained and preserved in an easily accessible place i) for a period of 2 years where Invesco Trimark carries on business in Canada and ii) for a period of 5 years thereafter at the same location or at any other location.
4. Reporting
The CIO will report on proxy voting to the Fund Boards on an annual basis with respect to all funds managed in Canada or distributed by Invesco Trimark and managed by a Sub-Advisor. The CIO will report on proxy voting to the Board of Directors of the US Funds as required from time to time.
In accordance with National Instrument 81-106 (NI 81-106), proxy voting records for all Canadian mutual funds for years ending June 30th are posted on Invesco Trimark’s website no later than August 31st of each year.
The Invesco Trimark Compliance department (Compliance department) will review the proxy voting records posted on Invesco Trimark’s website on an annual basis to confirm that the records are posted by the August 31st deadline under NI 81-106. A summary of the review will be maintained and preserved by the Compliance department in an easily accessible place i) for a period of 2 years where Invesco Trimark carries on business in Canada and ii) for a period of 5 years thereafter at the same location or at any other location.

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INVESCO TRIMARK
PROXY VOTING GUIDELINES
Purpose
The purpose of this document is to describe Invesco Trimark’s general guidelines for voting proxies received from companies held in Invesco Trimark’s Toronto-based funds. Proxy voting for the funds managed on behalf of Invesco Trimark on a sub-advised basis (i.e. by other Invesco business units or on a third party basis) are subject to the proxy voting policies & procedures of those other entities. As part of its regular due diligence, Invesco Trimark will review the proxy voting policies & procedures of any new sub-advisors to ensure that they are appropriate in the circumstances.
Introduction
Invesco Trimark has the fiduciary obligation to ensure that the long-term economic best interest of unitholders is the key consideration when voting proxies of portfolio companies.
The default is to vote with the recommendation of the publicly traded company’s Board.
As a general rule, Invesco Trimark shall vote against any actions that would:
    reduce the rights or options of shareholders,
 
    reduce shareholder influence over the board of directors and management,
 
    reduce the alignment of interests between management and shareholders, or
 
    reduce the value of shareholders’ investments.
At the same time, since Invesco Trimark’s Toronto-based portfolio managers follow an investment discipline that includes investing in companies that are believed to have strong management teams, the portfolio managers will generally support the management of companies in which they invest, and will accord proper weight to the positions of a company’s board of directors. Therefore, in most circumstances, votes will be cast in accordance with the recommendations of the company’s board of directors.
While Invesco Trimark’s proxy voting guidelines are stated below, the portfolio managers will take into consideration all relevant facts and circumstances (including country specific considerations), and retain the right to vote proxies as deemed appropriate.
These guidelines may be amended from time to time.
Conflicts of Interest

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When voting proxies, Invesco Trimark’s portfolio managers assess whether there are material conflicts of interest between Invesco Trimark’s interests and those of unitholders. A potential conflict of interest situation may include where Invesco Trimark or an affiliate manages assets for, provides other financial services to, or otherwise has a material business relationship with, a company whose management is soliciting proxies, and failure to vote in favour of management of the company may harm Invesco Trimark’s relationship with the company. In all situations, the portfolio managers will not take Invesco Trimark’s relationship with the company into account, and will vote the proxies in the best interest of the unitholders. To the extent that a portfolio manager has any personal conflict of interest with respect to a company or an issue presented, that portfolio manager should abstain from voting on that company or issue. Portfolio managers are required to report to the CIO any such conflicts of interest and/or attempts by outside parties to improperly influence the voting process. The CIO will report any conflicts of interest to the Trading Committee and the Independent Review Committee on an annual basis.
I. BOARDS OF DIRECTORS
We believe that a board that has at least a majority of independent directors is integral to good corporate governance. Unless there are restrictions specific to a company’s home jurisdiction, key board committees, including audit and compensation committees, should be completely independent.
Voting on Director Nominees in Uncontested Elections
Votes in an uncontested election of directors are evaluated on a case-by-case basis, considering factors that may include:
    Long-term company performance relative to a market index,
 
    Composition of the board and key board committees,
 
    Nominee’s attendance at board meetings,
 
    Nominee’s time commitments as a result of serving on other company boards,
 
    Nominee’s investments in the company,
 
    Whether the chairman is also serving as CEO, and
 
    Whether a retired CEO sits on the board.
Voting on Director Nominees in Contested Elections
Votes in a contested election of directors are evaluated on a case-by-case basis, considering factors that may include:

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    Long-term financial performance of the target company relative to its industry,
 
    Management’s track record,
 
    Background to the proxy contest,
 
    Qualifications of director nominees (both slates),
 
    Evaluation of what each side is offering shareholders as well as the likelihood that the proposed objectives and goals can be met, and
 
    Stock ownership positions.
Majority Threshold Voting for Director Elections
We will generally vote for proposals that require directors to be elected with an affirmative majority of votes cast unless the relevant portfolio manager believes that the company has adopted formal corporate governance principles that present a meaningful alternative to the majority voting standard and provide an adequate and timely response to both new nominees as well as incumbent nominees who fail to receive a majority of votes cast.
Separating Chairman and CEO
Shareholder proposals to separate the chairman and CEO positions should be evaluated on a case-by-case basis.
While we generally support these proposals, some companies have governance structures in place that can satisfactorily counterbalance a combined position. Voting decisions will take into account factors such as:
    Designated lead director, appointed from the ranks of the independent board members with clearly delineated duties;
 
    Majority of independent directors;
 
    All-independent key committees;
 
    Committee chairpersons nominated by the independent directors;
 
    CEO performance is reviewed annually by a committee of outside directors; and
 
    Established governance guidelines.
Majority of Independent Directors

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While we generally support shareholder proposals asking that a majority of directors be independent, each proposal should be evaluated on a case-by-case basis.
We generally vote for shareholder proposals that request that the board’s audit, compensation, and/or nominating committees be composed exclusively of independent directors.
Stock Ownership Requirements
We believe that individual directors should be appropriately compensated and motivated to act in the best interests of shareholders. Share ownership by directors better aligns their interests with those of other shareholders. Therefore, we believe that meaningful share ownership by directors is in the best interest of the company.
We generally vote for proposals that require a certain percentage of a director’s compensation to be in the form of common stock.
Size of Boards of Directors
We believe that the number of directors is important to ensuring the board’s effectiveness in maximizing long-term shareholder value. The board must be large enough to allow it to adequately discharge its responsibilities, without being so large that it becomes cumbersome.
While we will prefer a board of no fewer than 5 and no more than 16 members, each situation will be considered on a case-by-case basis taking into consideration the specific company circumstances.
Classified or Staggered Boards
In a classified or staggered board, directors are typically elected in two or more “classes”, serving terms greater than one year.
We prefer the annual election of all directors and will generally not support proposals that provide for staggered terms for board members. We recognize that there may be jurisdictions where staggered terms for board members is common practice and, in such situations, we will review the proposals on a case-by-case basis.
Director Indemnification and Liability Protection
We recognize that many individuals may be reluctant to serve as corporate directors if they were to be personally liable for all lawsuits and legal costs. As a result, limitations on directors’ liability can benefit the corporation and its shareholders by helping to attract and retain qualified directors while providing recourse to shareholders on areas of misconduct by directors.

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We generally vote for proposals that limit directors’ liability and provide indemnification as long as the arrangements are limited to the director acting honestly and in good faith with a view to the best interests of the corporation and, in criminal matters, are limited to the director having reasonable grounds for believing the conduct was lawful.
II. AUDITORS
A strong audit process is a requirement for good corporate governance. A significant aspect of the audit process is a strong relationship with a knowledgeable and independent set of auditors.
Ratification of Auditors
We believe a company should limit its relationship with its auditors to the audit engagement, and certain closely related activities that do not, in the aggregate, raise an appearance of impaired independence.
We generally vote for the reappointment of the company’s auditors unless:
    It is not clear that the auditors will be able to fulfill their function;
 
    There is reason to believe the auditors have rendered an opinion that is neither accurate nor indicative of the company’s financial position; or
 
    The auditors have a significant professional or personal relationship with the issuer that compromises their independence.
Disclosure of Audit vs. Non-Audit Fees
Understanding the fees earned by the auditors is important for assessing auditor independence. Our support for the re-appointment of the auditors will take into consideration whether the management information circular contains adequate disclosure about the amount and nature of audit vs. non-audit fees.
There may be certain jurisdictions that do not currently require disclosure of audit vs. non-audit fees. In these circumstances, we will generally support proposals that call for this disclosure.
III. COMPENSATION PROGRAMS
Appropriately designed equity-based compensation plans, approved by shareholders, can be an effective way to align the interests of long-term shareholders and the interests of management, employees and directors. Plans should not substantially dilute shareholders’ ownership interests in the company, provide participants with excessive awards or have objectionable structural features. We will consider each compensation plan in its entirety (including all incentives, awards and other compensation) to determine

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if the plan provides the right incentives to managers and directors and is reasonable on the whole.
While we generally encourage companies to provide more transparent disclosure related to their compensation programs, the following are specific guidelines dealing with some of the more common features of these programs (features not specifically itemized below will be considered on a case-by-case basis taking into consideration the general principles described above):
Cash Compensation and Severance Packages
We will generally support the board’s discretion to determine and grant appropriate cash compensation and severance packages.
Executive Compensation (“say on pay”)
Proposals requesting that companies subject each year’s compensation record to a non binding advisory shareholder vote, or so-called “say on pay” proposals will be evaluated on a case-by-case basis.
Equity Based Plans — Dilution
Equity compensation plans can increase the number of shares of a company and therefore dilute the value of existing shares. While such plans can be an effective compensation tool in moderation, they can be a concern to shareholders and their cost needs to be closely watched. We assess proposed equity compensation plans on a case-by-case basis.
Employee Stock Purchase Plans
We will generally vote for the use of employee stock purchase plans to increase company stock ownership by employees, provided that shares purchased under the plan are acquired for no less than 85% of their market value. It is recognized that country specific circumstances may exist (e.g. tax issues) that require proposals to be reviewed on a case-by-case basis.
Loans to Employees
We will vote against the corporation making loans to employees to allow employees to pay for stock or stock options. It is recognized that country specific circumstances may exist that require proposals to be reviewed on a case-by-case basis.
Stock Option Plans — Board Discretion
We will vote against stock option plans that give the board broad discretion in setting the terms and conditions of the programs. Such programs should be submitted with detail and be reasonable in the circumstances regarding their cost, scope, frequency and schedule for exercising the options.

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Stock Option Plans — Inappropriate Features
We will generally vote against plans that have any of the following structural features:
    ability to re-price “underwater” options without shareholder approval,
 
    ability to issue options with an exercise price below the stock’s current market price,
 
    ability to issue “reload” options, or
 
    automatic share replenishment (“evergreen”) features.
Stock Option Plans — Director Eligibility
While we prefer stock ownership by directors, we will support stock option plans for directors as long as the terms and conditions of director options are clearly defined
Stock Option Plans — Repricing
We will vote for proposals to re-price options if there is a value-for-value (rather than a share-for-share) exchange.
Stock Option Plans — Vesting
We will vote against stock option plans that are 100% vested when granted.
Stock Option Plans — Authorized Allocations
We will generally vote against stock option plans that authorize allocation of 25% or more of the available options to any one individual.
Stock Option Plans — Change in Control Provisions
We will vote against stock option plans with change in control provisions that allow option holders to receive more for their options than shareholders would receive for their shares.
IV. CORPORATE MATTERS
We will review management proposals relating to changes to capital structure and restructuring on a case-by-case basis, taking into consideration the impact of the changes on corporate governance and shareholder rights, anticipated financial and operating benefits, portfolio manager views, level of dilution, and a company’s industry and performance in terms of shareholder returns.

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Common Stock Authorization
We will review proposals to increase the number of shares of common stock authorized for issue on a case-by-case basis.
Dual Class Share Structures
Dual class share structures involve a second class of common stock with either superior or inferior voting rights to those of another class of stock.
We will generally vote against proposals to create or extend dual class share structures where classes have different voting rights.
Stock Splits
We will vote for proposals to increase common share authorization for a stock split, provided that the increase in authorized shares would not result in excessive dilution given a company’s industry and performance in terms of shareholder returns.
Reverse Stock Splits
We will vote for management proposals to implement a reverse stock split, provided that the reverse split does not result in an increase of authorized but unissued shares of more than 100% after giving effect to the shares needed for the reverse split.
Share Repurchase Programs
We will vote against proposals to institute open-market share repurchase plans if all shareholders do not participate on an equal basis.
Reincorporation
Reincorporation involves re-establishing the company in a different legal jurisdiction.
We will generally vote for proposals to reincorporate the company provided that the board and management have demonstrated sound financial or business reasons for the move. Proposals to reincorporate will not be supported if solely as part of an anti-takeover defense or as a way to limit directors’ liability.
Mergers & Acquisitions
We will vote for merger & acquisition proposals that the relevant portfolio managers believe, based on their review of the materials:
    will result in financial and operating benefits,
 
    have a fair offer price,

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    have favourable prospects for the combined companies, and
 
    will not have a negative impact on corporate governance or shareholder rights.
V. SOCIAL RESPONSIBILITY
We recognize that to effectively manage a corporation, directors and management must consider not only the interests of shareholders, but the interests of employees, customers, suppliers, and creditors, among others.
We believe that companies and their boards must give careful consideration to social responsibility issues in order to enhance long-term shareholder value.
We support efforts by companies to develop policies and practices that consider social responsibility issues related to their businesses.
VI. SHAREHOLDER PROPOSALS
Shareholder proposals can be extremely complex, and the impact on the interests of all stakeholders can rarely be anticipated with a high degree of confidence. As a result, shareholder proposals will be reviewed on a case-by-case basis with consideration of factors such as:
    the proposal’s impact on the company’s short-term and long-term share value,
 
    its effect on the company’s reputation,
 
    the economic effect of the proposal,
 
    industry and regional norms applicable to the company,
 
    the company’s overall corporate governance provisions, and
 
    the reasonableness of the request.
We will generally support shareholder proposals that require additional disclosure regarding corporate responsibility issues where the relevant portfolio manager believes:
    the company has failed to adequately address these issues with shareholders,
 
    there is information to suggest that a company follows procedures that are not in compliance with applicable regulations, or

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    the company fails to provide a level of disclosure that is comparable to industry peers or generally accepted standards.
We will generally not support shareholder proposals that place arbitrary or artificial constraints on the board, management or the company.
Ordinary Business Practices
We will generally support the board’s discretion regarding shareholder proposals that involve ordinary business practices.
Protection of Shareholder Rights
We will generally vote for shareholder proposals that are designed to protect shareholder rights if the company’s corporate governance standards indicate that such additional protections are warranted.
Barriers to Shareholder Action
We will generally vote for proposals to lower barriers to shareholder action.
Shareholder Rights Plans
We will generally vote for proposals to subject shareholder rights plans to a shareholder vote.
VII. OTHER
We will vote against any proposal where the proxy materials lack sufficient information upon which to base an informed decision.
We will vote against any proposals to authorize the company to conduct any other business that is not described in the proxy statement (including the authority to approve any further amendments to an otherwise approved resolution).
Reimbursement of Proxy Solicitation Expenses
Decisions to provide reimbursement for dissidents waging a proxy contest are made on a case-by-case basis.

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APPENDIX F
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
          [To the best knowledge of the Trust, the names and addresses of the record and beneficial holders of 5% or more of the outstanding shares of each class of the Trust’s equity securities and the percentage of the outstanding shares held by such holders are set forth below. Unless otherwise indicated below, the Trust has no knowledge as to whether all or any portion of the shares owned of record are also owned beneficially.
          A shareholder who owns beneficially 25% or more of the outstanding securities of a Fund is presumed to “control” that Fund as defined in the 1940 Act. Such control may affect the voting rights of other shareholders.
          All information listed below is as of July 1, 2010.
Invesco Energy Fund
                                                 
                                    Investor Class     Institutional  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Class Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Charles Schwab & Co. Inc.
Special Custody Acct. for the Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.,
San Francisco, CA 94104-4151
                                   
Citigroup Global Markets House Account
Attn: Cindy Tempesta, 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                                   
LPL Financial
FBO Customer Accounts
ATTN: Mutual Fund Operations
PO Box 509046
San Diego, CA 92150-9046
                                   
Merrill Lynch
4800 Deer Lake Dr East
Jacksonville FL, 32246-6484
                                   

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                                    Investor Class     Institutional  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Class Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Merrill Lynch Pierce Fenner & Smith
FBO The Sole Benefit of Customers
ATTN: Fund Administration
4800 Deer Lake Dr E 2 nd Fl
Jacksonville, FL 32246-6484
                                   
Nat’l Financial Services Corp
The Exclusive Benefit of Customers
One World Financial Center
200 Liberty St. 5 th Floor
Attn: Kate – Recon
New York, NY 10281-5503
                                   
Nationwide Trust Company FSB
c/o IPO Portfolio Account
P.O. Box 182029
Columbus, OH 43218-2029
                                   
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                                   
 
Wells Fargo Bank NA
FBO IMTT Pen Pl Db
P.O. Box 1533
Minneapolis, MN 55480-1533
                                   
 
*   Class Y Shares commenced operations on October 3, 2008

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Invesco Financial Services Fund
                                         
                                    Investor Class  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Charles Schwab & Co. Inc.
Special Custody Acct for the Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4151
                             
Citigroup Global Markets House Account
Attn: Cindy Tempesta 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                             
Merrill Lynch
4800 Deer Lake Dr. East
Jacksonville, FL 32246-6484
                             

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                                    Investor Class  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Michael J Simon and
Anna M Simon JTWROS
11 Greenway Plaza, Suite 100
Houston, TX 77046
                             
Nat’l Financial Services Corp
The Exclusive Benefit of Cust.
One World Financial Center
200 Liberty St. 5 th Floor
Attn: Kate – Recon
New York, NY 10281-5503
                             
NFS LLC FEBO
NFS/FMTC IRA
FBO John M Meyer
2333 Gulf of Mexico Dr
Longboat Key, FL 34228-3268
                             
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                             
 
*   Class Y Shares commenced operations on October 3, 2008

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Invesco Gold & Precious Metals Fund
                                         
                                    Investor Class  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Barrett K Sides
11 Greenway Plaza, Suite 100
Houston, TX 77046
                             
Charles Schwab & Co. Inc.
Special Custody Acct for the Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.,
San Francisco, CA 94104-4151
                             
Citigroup Global Markets House Account
Attn: Cindy Tempesta 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                             
 
Merrill Lynch
4800 Deer Lake Dr. East
Jacksonville, FL 32246-6484
                             
Nat’l Financial Services Corp
The Exclusive Benefit of Cust.
One World Financial Center
200 Liberty St. 5 th Floor
Attn: Kate – Recon
New York, NY 10281-5503
                             
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                             
 
*   Class Y Shares commenced operations on October 3, 2008

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Invesco Leisure Fund
                                                 
                                            Investor Class  
    Class A Shares     Class B Shares     Class C Shares     Class R Shares     Class Y* Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Charles Schwab & Co. Inc.
Special Custody Acct for the
Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.,
San Francisco, CA 94104-4151
                                   
 
Citigroup Global Markets House Account
Attn: Cindy Tempesta 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                                   
Delaware Charter
Guarantee & Trust
FBO Principal Financial
Group Omnibus
US Qualified
711 High St.
Des Moines, IA
50392-0001
                                   
Frontier Trust Company FBO
LH Gault & Son Inc.
Ret Savgs Pln
P.O. Box 10758
Fargo, ND 58106-0758
                                   
Frontier Trust Company FBO
Ury & Moskow, LLC Ret Pln
P.O. Box 10758
Fargo, ND 58106-0758
                                   
 
Merrill Lynch
4800 Deer Lake Dr. East
Jacksonville, FL 32246-6484
                                   

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                                            Investor Class  
    Class A Shares     Class B Shares     Class C Shares     Class R Shares     Class Y* Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Merrill Lynch Pierce Fenner & Smith
FBO The Sole Benefit of Customers
ATTN: Fund Administration
4800 Deer Lake Dr E 2 nd Fl
Jacksonville, FL 32246-6484
                                   
National Financial Services Corp.
The Exclusive Benefit of Cust.
One World Financial Center
Attn: Kate-Recon
200 Liberty St., 5 th Fl.
New York, NY
10281-5503
                                   
NFS LLC Company FEBO
Transamerica Life Insurance
1150 S. Olive St., Suite 2700
Los Angeles, CA 90015-2211
                                   
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                                   
 
*   Class Y Shares commenced operations on October 3, 2008

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Invesco Technology Fund
                                                 
                                    Investor Class     Institutional  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Class Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Barrett K Sides
11 Greenway Plaza, Suite 100
Houston, TX 77046
                                   
Charles Schwab & Co. Inc.
Special Custody For the
Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.,
San Francisco, CA 94104-4151
                                   
Citigroup Global Markets
House Acct
Attn: Cindy Tempesta 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                                   
Merrill Lynch
4800 Deer Lake Dr. East
Jacksonville, FL 32246-6484
                                   
 
Merrill Lynch Pierce
Fenner & Smith
FBO The Sole
Benefit of Customers
ATTN: Fund Administration
4800 Deer Lake Dr E 2 nd Fl
Jacksonville, FL 32246-6484
                                   

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                                    Investor Class     Institutional  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Class Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Nat’l Financial Services Corp
The Exclusive Benefit of Cust.
One World Financial Center
200 Liberty St. 5 th Floor
Attn: Kate – Recon
New York, NY 10281-5503
                                   
 
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                                   
 
*   Class Y Shares commenced operations on October 3, 2008
Invesco Utilities Fund
                                                 
                                    Investor Class     Institutional Class  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
AIM Income Allocation Fund
Omnibus Account
c/o A I M Advisors, Inc.
11 E Greenway Plaza Suite 100
Houston, TX 77046-1113
                                   
 
Charles Schwab & Co. Inc.
Special Custody For the Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery St.,
San Francisco, CA 94104-4151
                                   

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                                    Investor Class     Institutional  
    Class A Shares     Class B Shares     Class C Shares     Class Y* Shares     Shares     Class Shares  
Name and Address of   Percentage     Percentage     Percentage     Percentage     Percentage     Percentage  
Principal Holder   Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record     Owned of Record  
Citigroup Global Markets House Acct
Attn: Cindy Tempesta 7 th Floor
333 West 34 th Street
New York, NY 10001-2402
                                   
 
FIIOC Agent
Employee Benefit Plans
100 Magellan Way
Covington, KY 41015-1987
                                   
 
Merrill Lynch
4800 Deer Lake Dr East
Jacksonville FL 32246
                                   
 
Nat’l Financial Services Corp
The Exclusive Benefit of Cust.
One World Financial Center
200 Liberty St. 5 th Floor
Attn: Kate – Recon
New York, NY 10281-5503
                                   
 
Norma K Fienman TTEE
Norma K Fienman Rev Living Trust
11044 180 th Ct S
Boca Raton, FL 33498-1909
                                   
 
Pershing LLC
1 Pershing Plaza
Jersey City, NJ 07399-0001
                                   
 
*   Class Y Shares commenced operations on October 3, 2008

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Management Ownership
[As of July 1, 2010, the trustees and officers as a group owned less than 1% of the shares outstanding of each class of each Fund, except the trustees and officers as a group owned 4.32%, 1.33%, 3.07% and 1.31% of the outstanding Class Y shares of Invesco Gold & Precious Metals Fund, Invesco Leisure Fund, Invesco Technology Fund and Invesco Financial Services Fund, respectively.]

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APPENDIX G
MANAGEMENT FEES
For the last three fiscal years ended March 31 and the fiscal period ended April 30, 2010, the management fees payable by each Fund, the amounts waived by Invesco and the net fees paid by each Fund were as follows:
                                                                         
    2010   2009   2008
                    Net                   Net            
    Management   Management   Management   Management   Management   Management   Management   Management   Net Management
Fund Name   Fee Payable   Fee Waivers   Fee Paid   Fee Payable   Fee Waivers   Fee Paid   Fee Payable   Fee Waivers   Fee Paid
Invesco Energy Fund
                          $ 9,832,652     $ (110,829 )   $ 9,721,823     $ 10,564,545     $ (91,690 )   $ 10,472,855  
Invesco Financial Services Fund
                            1,789,865       (10,947 )     1,778,918       3,685,536       (10,199 )     3,675,337  
Invesco Gold & Precious Metals Fund
                            2,233,296       (25,070 )     2,208,226       2,201,358       (19,948 )     2,181,410  
Invesco Leisure Fund
                            3,378,658       (15,083 )     3,363,575       5,821,841       (30,672 )     5,791,169  
Invesco Technology Fund
                            4,028,787       (1,602,004 )     2,426,783       6,012,572       (32,507 )     5,980,065  
 
Invesco Utilities Fund
                            2,364,565       (56,539 )     2,308,206       3,055,508       (127,538 )     2,927,970  

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APPENDIX H
PORTFOLIO MANAGERS
Portfolio Manager Fund Holdings and Information on Other Managed Accounts
     Invesco’s portfolio managers develop investment models which are used in connection with the management of certain Invesco Funds as well as other mutual funds for which Invesco or an affiliate acts as sub-adviser, other pooled investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals. The following chart reflects the portfolio managers’ investments in the Funds that they manage. The chart also reflects information regarding accounts other than the Funds for which each portfolio manager has day-to-day management responsibilities. Accounts are grouped into three categories: (i) other registered investment companies, (ii) other pooled investment vehicles and (iii) other accounts. To the extent that any of these accounts pay advisory fees that are based on account performance (performance-based fees), information on those accounts is specifically broken out. In addition, any assets denominated in foreign currencies have been converted into U.S. Dollars using the exchange rates as of the applicable date.
The following information is as of April 30, 2010:
                                                         
            Other Registered   Other Pooled    
            Investment Companies   Investment Vehicles   Other Accounts
            Managed (assets in   Managed (assets in   Managed
    Dollar Range   millions)   millions)   (assets in millions) 2
    of   Number           Number           Number    
    Investments   of           of           of    
Portfolio Manager   in Each Fund 1   Accounts   Assets   Accounts   Assets   Accounts   Assets
Invesco Energy Fund
Tyler Dann, II
                                                       
Andrew Lees
                                                       
 
Invesco Financial Services Fund
Michael Simon
                                                       
Meggan Walsh
                                                       
 
Invesco Gold & Precious Metals Fund
Andrew Lees
                                                       
 
Invesco Leisure Fund
 
1   This column reflects investments in a Fund’s shares owned directly by a portfolio manager or beneficially owned by a portfolio manager (as determined in accordance with Rule 16a-1(a) (2) under the Securities Exchange Act of 1934, as amended). A portfolio manager is presumed to be a beneficial owner of securities that are held by his or her immediate family members sharing the same household.
 
2   These are accounts of individual investors for which Invesco provides investment advice. Invesco offers separately managed accounts that are managed according to the investment models developed by its portfolio managers and used in connection with the management of certain Invesco Funds. These accounts may be invested in accordance with one or more of those investment models and investments held in those accounts are traded in accordance with the applicable models.

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            Other Registered   Other Pooled    
            Investment Companies   Investment Vehicles   Other Accounts
            Managed (assets in   Managed (assets in   Managed
    Dollar Range   millions)   millions)   (assets in millions) 2
    of   Number           Number           Number    
    Investments   of           of           of    
Portfolio Manager   in Each Fund 1   Accounts   Assets   Accounts   Assets   Accounts   Assets
Invesco Leisure Fund
Juan Hartsfield
                                                       
Jonathan Mueller
                                                       
 
Invesco Technology Fund
Brian Nelson
                                                       
Warren Tennant
                                                       
 
Invesco Utilities Fund
Davis Paddock
                                                       
Meggan Walsh
                                                       
Potential Conflicts of Interest
          Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one Fund or other account. More specifically, portfolio managers who manage multiple Funds and/or other accounts may be presented with one or more of the following potential conflicts:
Ø   The management of multiple Funds and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each Fund and/or other account. The Adviser and each Sub-Adviser seek to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most other accounts managed by a portfolio manager are managed using the same investment models that are used in connection with the management of the Funds.
 
Ø   If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one Fund or other account, a Fund may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible Funds and other accounts. To deal with these situations, the Adviser, each Sub-Adviser and the Funds have adopted procedures for allocating portfolio transactions across multiple accounts.
 
Ø   The Adviser and each Sub-Adviser determine which broker to use to execute each order for securities transactions for the Funds, consistent with its duty to seek best execution of the transaction. However, for certain other accounts (such as mutual funds for which Invesco or an affiliate acts as sub-adviser, other pooled investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals), the Adviser and each Sub-Adviser may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, trades for a Fund in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of the Fund or other account(s) involved.

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Ø   Finally, the appearance of a conflict of interest may arise where the Adviser or Sub-Adviser has an incentive, such as a performance-based management fee, which relates to the management of one Fund or account but not all Funds and accounts for which a portfolio manager has day-to-day management responsibilities.
          The Adviser, each Sub-Adviser, and the Funds have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
Description of Compensation Structure
For the Adviser and each affiliated Sub-Adviser
          The Adviser and each Sub-Adviser seek to maintain a compensation program that is competitively positioned to attract and retain high-caliber investment professionals. Portfolio managers receive a base salary, an incentive bonus opportunity and an equity compensation opportunity. Portfolio manager compensation is reviewed and may be modified each year as appropriate to reflect changes in the market, as well as to adjust the factors used to determine bonuses to promote competitive Fund performance. The Adviser and each Sub-Adviser evaluate competitive market compensation by reviewing compensation survey results conducted by an independent third party of investment industry compensation. Each portfolio manager’s compensation consists of the following three elements:
           Base Salary. Each portfolio manager is paid a base salary. In setting the base salary, the Adviser and each Sub-Adviser’s intention is to be competitive in light of the particular portfolio manager’s experience and responsibilities.
           Annual Bonus. The portfolio managers are eligible, along with other employees of the Adviser and each Sub-Adviser, to participate in a discretionary year-end bonus pool. The Compensation Committee of Invesco Ltd. reviews and approves the amount of the bonus pool available for the Adviser and each of the Sub-Adviser’s investment centers. The Compensation Committee considers investment performance and financial results in its review. In addition, while having no direct impact on individual bonuses, assets under management are considered when determining the starting bonus funding levels. Each portfolio manager is eligible to receive an annual cash bonus which is based on quantitative (i.e. investment performance) and non-quantitative factors (which may include, but are not limited to, individual performance, risk management and teamwork).
          Each portfolio manager’s compensation is linked to the pre-tax investment performance of the Funds/accounts managed by the portfolio manager as described in Table 1 below.

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Table 1
     
Sub-Adviser   Performance time period 3
Invesco 4,5,6
Invesco Australia
Invesco Deutschland
  One-, Three- and Five-year performance against Fund peer group.
 
   
Invesco Senior Secured
  N/A
 
   
Invesco Trimark 6
  One-year performance against Fund peer group.
 
   
 
  Three- and Five-year performance against entire universe of Canadian funds.
 
   
Invesco Hong Kong 6
Invesco Asset Management
  One-, Three- and Five-year performance against Fund peer group.
 
   
Invesco Japan 7
  One-, Three- and Five-year performance against the appropriate Micropol benchmark.
     Invesco Senior Secured’s bonus is based on annual measures of equity return and standard tests of collateralization performance.
     High investment performance (against applicable peer group and/or benchmarks) would deliver compensation generally associated with top pay in the industry (determined by reference to the third-party provided compensation survey information) and poor investment performance (versus applicable peer group) would result in low bonus compared to the applicable peer group or no bonus at all. These decisions are reviewed and approved collectively by senior leadership which has responsibility for executing the compensation approach across the organization.
      Equity-Based Compensation. Portfolio managers may be granted an award that allows them to select receipt of shares of certain Invesco Funds with a vesting period as well as common shares and/or restricted shares of Invesco Ltd. stock from pools determined from time to time by the Compensation Committee of Invesco Ltd.’s Board of Directors. Awards of equity-based compensation typically vest over time, so as to create incentives to retain key talent.
Portfolio managers also participate in benefit plans and programs available generally to all employees.
 
3   Rolling time periods based on calendar year-end.
 
4   Portfolio Managers may be granted a short-term award that vests on a pro-rata basis over a four year period and final payments are based on the performance of eligible Funds selected by the portfolio manager at the time the award is granted.
 
5   Portfolio Managers for Invesco Global Real Estate Fund, Invesco Real Estate Fund, Invesco Select Real Estate Income Fund and Invesco V.I. Global Real Estate Fund base their bonus on new operating profits of the U.S. Real Estate Division of Invesco.
 
6   Portfolio Managers for Invesco Balanced Fund, Invesco Fundamental Value Fund, Invesco Large Cap Relative Value Fund, Invesco Mid-Cap Value Fund, Invesco U.S. Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco V.I. Select Dimensions Balanced Fund, Invesco V.I. Income Builder Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Equity and Income Fund, Invesco Van Kampen Growth and Income Fund, Invesco Van Kampen Value Opportunities Fund, Invesco Van Kampen V.I. Comstock Fund, Invesco Van Kampen V.I. Growth and Income Fund, Invesco Van Kampen V.I. Equity and Income Fund, Invesco Van Kampen V.I. Mid Cap Value Fund and Invesco Van Kampen V.I. Value Fund’s compensation is based on the one-, three- and five-year performance against the Fund’s peer group. Furthermore, for the portfolio manager(s) formerly managing the predecessor funds to the Funds in this footnote 6, they also have a ten-year performance measure.
 
7   Portfolio Managers for Invesco Pacific Growth Fund’s compensation is based on the one-, three- and five-year performance against the appropriate Micropol benchmark. Furthermore, for the portfolio manager(s) formerly managing the predecessor fund to Invesco Pacific Growth Fund, they also have a ten-year performance measure.

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APPENDIX I
ADMINISTRATIVE SERVICES FEES
          The Funds paid Invesco the following amounts for administrative services for the last three fiscal years ended March 31 and the fiscal period ended April 30, 2010:
                         
Fund Name   2010   2009   2008
Invesco Energy Fund
          $ 402,439     $ 414,889  
Invesco Financial Services Fund
            89,739       148,027  
Invesco Gold & Precious Metals Fund
            103,337       97,508  
Invesco Leisure Fund
            152,017       239,550  
Invesco Technology Fund
            175,022       247,526  
Invesco Utilities Fund
            117,363       135,733  

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APPENDIX J
BROKERAGE COMMISSIONS
          Set forth below are brokerage commissions 1 paid by each of the Funds listed below during the last three fiscal years ended March 31 and the fiscal period ended April 30, 2010. Unless otherwise indicated, the amount of brokerage commissions paid by a Fund may change from year to year because of, among other things, changing asset levels, shareholder activity, and/or portfolio turnover.
                         
Fund   2010   2009   2008
Invesco Energy Fund
          $ 1,908,679     $ 1,634,665  
Invesco Financial Services Fund
            324,689       247,964  
Invesco Gold & Precious Metals Fund
            501,114       476,801  
Invesco Leisure Fund
            470,184       310,246  
Invesco Technology Fund 2
            1,288,081       1,384,183  
Invesco Utilities Fund
            118,041       260,006  
 
1   Disclosure regarding brokerage commissions is limited to commissions paid on agency trades and designated as such on the trade confirms.
 
2   The variation in brokerage commissions paid by Invesco Technology Fund for the fiscal year ended March 31, 2009, as compared to the prior fiscal year was due to portfolio manager changes in February 2008 and January 2009, which caused an increase in the number of holdings and an increase in portfolio turnover.

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APPENDIX K
DIRECTED BROKERAGE (RESEARCH SERVICES)
          During the last fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010, each Fund allocated the following amount of transactions to broker-dealers that provided Invesco with certain research, statistics and other information:
                 
            Related
            Brokerage
Fund   Transactions (1)   Commissions (1)
Invesco Energy Fund
  $ [1,685,187,706       1,782,257  
Invesco Financial Services Fund
    160,951,043       299,513  
Invesco Gold & Precious Metals Fund
    213,194,367       480,695  
Invesco Leisure Fund
    235,854,793       442,797  
Invesco Technology Fund
    684,740,212       1,226,874  
Invesco Utilities Fund
    85,710,346       111,347]  
 
1   Amounts reports are inclusive of commissions paid to, and brokerage transactions placed with, certain brokers that provide execution, research and other services.
PURCHASES OF SECURITIES OF REGULAR BROKERS OR DEALERS
          During the last fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010, the following Funds purchased securities by the following companies, which are “regular” brokers or dealers of the Fund listed below:
                 
            Market Value
Issuer   Security   (as of March 31, 2010)
Invesco Financial Services Fund
               
Goldman Sachs
  Common Stock   $ [3,816,720  
Morgan Stanley
  Common Stock     5,424,747]  

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APPENDIX L
PURCHASE, REDEMPTION AND PRICING OF SHARES
Transactions through Financial Intermediaries
          If you are investing indirectly in a Fund through a financial intermediary such as a broker-dealer, a bank (including a bank trust department), an insurance company separate account, an investment adviser, an administrator or trustee of a retirement plan or a qualified tuition plan or a sponsor of a fee-based program that maintains a master account (an omnibus account) with the Fund for trading on behalf of its customers, different guidelines, conditions and restrictions may apply than if you held your shares of the Fund directly. These differences may include, but are not limited to: (i) different eligibility standards to purchase and sell shares, different eligibility standards to invest in Funds with limited offering status and different eligibility standards to exchange shares by telephone; (ii) different minimum and maximum initial and subsequent purchase amounts; (iii) system inability to provide Letter of Intent privileges; and (iv) different annual amounts (less than 12%) subject to withdrawal under a Systematic Redemption Plan without being subject to a contingent deferred sales charge. The financial intermediary through whom you are investing may also choose to adopt different exchange and/or transfer limit guidelines and restrictions, including different trading restrictions designed to discourage excessive or short-term trading. The financial intermediary through whom you are investing may also choose to impose a redemption fee that has different characteristics, which may be more or less restrictive, than the redemption fee currently imposed on certain Funds.
          If the financial intermediary is managing your account, you may also be charged a transaction or other fee by such financial intermediary, including service fees for handling redemption transactions. Consult with your financial intermediary (or, in the case of a retirement plan, your plan sponsor) to determine what fees, guidelines, conditions and restrictions, including any of the above, may be applicable to you.
Purchase and Redemption of Shares
Purchases of Class A Shares, Class A2 Shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund and Invesco Cash Reserve Shares of Invesco Money Market Fund
           Initial Sales Charges. Each Invesco Fund (other than Invesco Tax-Exempt Cash Fund) is grouped into one of four categories to determine the applicable initial sales charge for its Class A shares. The sales charge is used to compensate Invesco Invesco Distributors and participating dealers for their expenses incurred in connection with the distribution of the Funds’ shares. You may also be charged a transaction or other fee by the financial institution managing your account.
          Class A shares of Invesco Tax-Exempt Cash Fund, and Invesco Cash Reserve Shares of Invesco Money Market Fund are sold without an initial sales charge.
Category I Funds
     
Invesco Asia Pacific Growth Fund
  Invesco Charter Fund
Invesco Balanced-Risk Allocation Fund
  Invesco China Fund
Invesco Balanced-Risk Retirement Now Fund
  Invesco Conservative Allocation Fund
Invesco Balanced-Risk Retirement 2010 Fund
  Invesco Constellation Fund
Invesco Balanced-Risk Retirement 2020 Fund
  Invesco Developing Markets Fund
Invesco Balanced-Risk Retirement 2030 Fund
  Invesco Diversified Dividend Fund
Invesco Balanced-Risk Retirement 2040 Fund
  Invesco Dynamics Fund
Invesco Balanced-Risk Retirement 2050 Fund
  Invesco Energy Fund
Invesco Basic Balanced Fund
  Invesco European Growth Fund
Invesco Basic Value Fund
  Invesco European Small Company Fund

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Invesco Capital Development Fund
  Invesco Financial Services Fund
Invesco Global Core Equity Fund
  Invesco Moderate Allocation Fund
Invesco Global Equity Fund
  Invesco Moderate Growth Allocation Fund
Invesco Global Growth Fund
  Invesco Moderately Conservative Allocation Fund
Invesco Global Health Care Fund
  Invesco Multi-Sector Fund
Invesco Global Real Estate Fund
  Invesco Real Estate Fund
Invesco Global Small & Mid Cap Growth Fund
  Invesco Select Equity Fund
Invesco Gold & Precious Metals Fund
  Invesco Select Real Estate Income Fund
Invesco Growth Allocation Fund
  Invesco Small Cap Equity Fund
Invesco Income Allocation Fund
  Invesco Small Cap Growth Fund
Invesco International Allocation Fund
  Invesco Structured Core Fund
Invesco International Core Equity Fund
  Invesco Structured Growth Fund
Invesco International Growth Fund
  Invesco Structured Value Fund
Invesco International Small Company Fund
  Invesco Summit Fund
Invesco Japan Fund
  Invesco Technology Fund
Invesco Large Cap Basic Value Fund
  Invesco Endeavor Fund
Invesco Large Cap Growth Fund
  Invesco Global Fund
Invesco Leisure Fund
  Invesco Small Companies Fund
Invesco Mid Cap Basic Value Fund
  Invesco Utilities Fund
Invesco Mid Cap Core Equity Fund
   
                         
                    Dealer
    Investor’s Sales Charge   Concession
            As a    
    As a   Percentage   As a
    Percentage of   of the Net   Percentage
Amount of Investment in   the Public   Amount   of the Net
Single Transaction   Offering Price   Invested   Amount
Less than $     50,000
    5.50 %     5.82 %     5.00 %
$  50,000 but less than $   100,000
    4.50       4.71       4.00  
$100,000 but less than $   250,000
    3.50       3.63       3.00  
$250,000 but less than $   500,000
    2.75       2.83       2.25  
$500,000 but less than $1,000,000
    2.00       2.04       1.75  
Category II Funds
     
Invesco Core Bond Fund
  Invesco Income Fund
Invesco Core Plus Bond Fund
  Invesco International Total Return Fund
Invesco High Income Municipal Fund
  Invesco Municipal Bond Fund
Invesco High Yield Fund
  Invesco U.S. Government Fund
                         
                    Dealer
    Investor’s Sales Charge   Concession
            As a    
    As a   Percentage   As a
    Percentage of   of the Net   Percentage
Amount of Investment in   the Public   Amount   of the Net
Single Transaction   Offering Price   Invested   Amount
Less than $     50,000
    4.75 %     4.99 %     4.25 %
$  50,000 but less than $   100,000
    4.25       4.44       4.00  
$100,000 but less than $   250,000
    3.50       3.63       3.25  
$250,000 but less than $   500,000
    2.50       2.56       2.25  
$500,000 but less than $1,000,000
    2.00       2.04       1.75  

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Category III Funds
Invesco Limited Maturity Treasury Fund (Class A2 shares)
Invesco Tax-Free Intermediate Fund (Class A2 shares)
                         
                    Dealer
    Investor’s Sales Charge   Concession
            As a    
    As a   Percentage   As a
    Percentage of   of the Net   Percentage
Amount of Investment in   the Public   Amount   of the Net
Single Transaction   Offering Price   Invested   Amount
Less than $   100,000
    1.00 %     1.01 %     0.75 %
$100,000 but less than $   250,000
    0.75       0.76       0.50  
$250,000 but less than $1,000,000
    0.50       0.50       0.40  
          As of the close of business on October 30, 2002, Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund were closed to new investors. Current investors must maintain a share balance in order to continue to make incremental purchases. Effective February 1, 2010, Class A shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund are renamed Class A2 shares.
Category IV Funds
Invesco Floating Rate Fund
Invesco LIBOR Alpha Fund
Invesco Limited Maturity Treasury Fund (Class A shares)
Invesco Short Term Bond Fund
Invesco Tax-Free Intermediate Fund (Class A shares)
                         
                    Dealer
    Investor’s Sales Charge   Concession
            As a    
    As a   Percentage   As a
    Percentage of   of the Net   Percentage
Amount of Investment in   the Public   Amount   of the Net
Single Transaction   Offering Price   Invested   Amount
Less than $   100,000
    2.50 %     2.56 %     2.00 %
$100,000 but less than $   250,000
    1.75       1.78       1.50  
$250,000 but less than $   500,000
    1.25       1.27       1.00  
$500,000 but less than $1,000,000
    1.00       1.01       1.00  
          Effective February 1, 2010, Class A3 shares of Invesco Limited Maturity Treasury Fund and Invesco Tax-Free Intermediate Fund are renamed Class A shares.

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           Large Purchases of Class A Shares. Investors who purchase $1,000,000 or more of Class A shares of Category I, II or IV Funds do not pay an initial sales charge. In addition, investors who currently own Class A shares of Category I, II or IV Funds and make additional purchases that result in account balances of $1,000,000 or more do not pay an initial sales charge on the additional purchases. The additional purchases, as well as initial purchases of $1,000,000 or more, are referred to as Large Purchases. If an investor makes a Large Purchase of Class A shares of a Category I, II or IV Funds, each share will generally be subject to a 1.00% contingent deferred sales charge (CDSC) if the investor redeems those shares within 18 months after purchase.
          Invesco Distributors may pay a dealer concession and/or advance a service fee on Large Purchases, as set forth below. Exchanges between the Invesco Funds may affect total compensation paid.
           Purchases of Class A Shares by Non-Retirement Plans. Invesco Distributors may make the following payments to dealers of record for Large Purchases of Class A shares of Category I, II or IV Funds by investors other than: (i) retirement plans that are maintained pursuant to Sections 401 and 457 of the Internal Revenue Code of 1986, as amended (the Code), and (ii) retirement plans that are maintained pursuant to Section 403 of the Code if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code:
Percent of Purchases
1% of the first $2 million
plus 0.80% of the next $1 million
plus 0.50% of the next $17 million
plus 0.25% of amounts in excess of $20 million
          If (i) the amount of any single purchase order plus (ii) the public offering price of all other shares owned by the same customer submitting the purchase order on the day on which the purchase order is received equals or exceeds $1,000,000, the purchase will be considered a “jumbo accumulation purchase.” With regard to any individual jumbo accumulation purchase, Invesco Distributors may make payment to the dealer of record based on the cumulative total of jumbo accumulation purchases made by the same customer over the life of his or her account(s).
          If an investor made a Large Purchase of Class A shares of Invesco Limited Maturity Treasury Fund or Invesco Tax-Free Intermediate Fund (formerly the Class A3 funds) on and after October 31, 2002, and prior to February 1, 2010, and exchanges those shares for Class A shares of a Category I, II or IV Fund, Invesco Distributors will pay 1.00% of such purchase as dealer compensation upon the exchange. The Class A shares of the Category I, II or IV Fund received in exchange generally will be subject to a 1.00% CDSC if the investor redeems such shares within 18 months from the date of exchange.
          Purchases of Class A Shares by Certain Retirement Plans at NAV. For purchases of Class A shares of Category I, II and IV Funds, Invesco Distributors may make the following payments to investment dealers or other financial service firms for sales of such shares at net asset value (NAV) to certain retirement plans provided that the applicable dealer of record is able to establish that the retirement plan’s purchase of such Class A shares is a new investment (as defined below):
Percent of Purchases
0.50% of the first $20 million
plus 0.25% of amounts in excess of $20 million

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          This payment schedule will be applicable to purchases of Class A shares at NAV by the following types of retirement plans: (i) all plans maintained pursuant to Sections 401 and 457 of the Code, and (ii) plans maintained pursuant to Section 403 of the Code if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
          A “new investment” means a purchase paid for with money that does not represent (i) the proceeds of one or more redemptions of Invesco Fund shares, (ii) an exchange of Invesco Fund shares, (iii) the repayment of one or more retirement plan loans that were funded through the redemption of Invesco Fund shares, or (iv) money returned from another fund family. If Invesco Distributors pays a dealer concession in connection with a plan’s purchase of Class A shares at NAV, such shares may be subject to a CDSC of 1.00% of net assets for 12 months, commencing on the date the plan first invests in Class A shares of an Invesco Fund. If the applicable dealer of record is unable to establish that a plan’s purchase of Class A shares at NAV is a new investment, Invesco Distributors will not pay a dealer concession in connection with such purchase and such shares will not be subject to a CDSC.
          With regard to any individual jumbo accumulation purchase, Invesco Distributors may make payment to the dealer of record based on the cumulative total of jumbo accumulation purchases made by the same plan over the life of the plan’s account(s).
           Purchasers Qualifying For Reductions in Initial Sales Charges. As shown in the tables above, purchases of certain amounts of Invesco Fund shares may reduce the initial sales charges. These reductions are available to purchasers that meet the qualifications listed below. We will refer to purchasers that meet these qualifications as “Qualified Purchasers.”
Definitions
          As used herein, the terms below shall be defined as follows:
    “Individual” refers to a person, as well as his or her Spouse or Domestic Partner and his or her Children;
 
    “Spouse” is the person to whom one is legally married under state law;
 
    “Domestic Partner” is an adult with whom one shares a primary residence for at least six-months, is in a relationship as a couple where one or each of them provides personal or financial welfare of the other without a fee, is not related by blood and is not married;
 
    “Child” or “Children” include a biological, adopted or foster son or daughter, a Step-child, a legal ward or a Child of a person standing in loco parentis;
 
    “Grandchild” or “Grandchildren” include biological, adopted or foster son or daughter, a Step-child, a legal ward or a Child of a Child of a person standing in loco parentis ;
 
    “Parent” is a person’s biological or adoptive mother or father;
 
    “Grandparent” is a Parent of a person’s biological or adoptive mother or father;
 
    “Step-child” is the child of one’s Spouse by a previous marriage or relationship;
 
    “Step-parent” is the Spouse of a Child’s Parent; and
 
    “Immediate Family” includes an Individual (including, as defined above, a person, his or her Spouse or Domestic Partner and his or her Children or Grandchildren) as well as his or her Parents, Step-parents and the Parents of Spouse or Domestic Partner.

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Individuals
    an Individual (including his or her spouse or domestic partner, and children);
 
    a retirement plan established exclusively for the benefit of an Individual, specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA, SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account; and
 
    a qualified tuition plan account, maintained pursuant to Section 529 of the Code, or a Coverdell Education Savings Account, maintained pursuant to Section 530 of the Code (in either case, the account must be established by an Individual or have an Individual named as the beneficiary thereof).
Employer-Sponsored Retirement Plans
    a retirement plan maintained pursuant to Sections 401, 403 (only if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code), 408 (includes SEP, SARSEP and SIMPLE IRA plans) or 457 of the Code, if:
  a.   the employer or plan sponsor submits all contributions for all participating employees in a single contribution transmittal (the Invesco Funds will not accept separate contributions submitted with respect to individual participants);
 
  b.   each transmittal is accompanied by checks or wire transfers; and
 
  c.   if the Invesco Funds are expected to carry separate accounts in the names of each of the plan participants, (i) the employer or plan sponsor notifies Invesco Distributors in writing that the separate accounts of all plan participants should be linked, and (ii) all new participant accounts are established by submitting an appropriate Account Application on behalf of each new participant with the contribution transmittal.
           How to Qualify For Reductions in Initial Sales Charges. The following sections discuss different ways that a Qualified Purchaser can qualify for a reduction in the initial sales charges for purchases of Class A shares of the Invesco Funds.
Letters of Intent
          A Qualified Purchaser may pay reduced initial sales charges by (i) indicating on the Account Application that he, she or it intends to provide a Letter of Intent (LOI); and (ii) subsequently fulfilling the conditions of that LOI. Employer-sponsored retirement plans, with the exception of Solo 401(k) plans and SEP plans, are not eligible for a LOI.
          The LOI confirms the total investment in shares of the Invesco Funds that the Qualified Purchaser intends to make within the next 13 months. By marking the LOI section on the account application and by signing the account application, the Qualified Purchaser indicates that he, she or it understands and agrees to the terms of the LOI and is bound by the provisions described below:
Calculating the Initial Sales Charge
    Each purchase of Fund shares normally subject to an initial sales charge made during the 13-month period will be made at the public offering price applicable to a single transaction of the total dollar amount indicated by the LOI (to determine what the applicable public offering price is, look at the sales charge table in the section on “Initial Sales Charges” above).
 
    It is the purchaser’s responsibility at the time of purchase to specify the account numbers that should be considered in determining the appropriate sales charge.

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    The offering price may be further reduced as described below under “Rights of Accumulation” if Invesco Investment Services, the Funds’ transfer agent (Transfer Agent) is advised of all other accounts at the time of the investment.
 
    Reinvestment of dividends and capital gains distributions acquired during the 13-month LOI period will not be applied to the LOI.
Calculating the Number of Shares to be Purchased
    Purchases made and shares acquired through reinvestment of dividends and capital gains distributions prior to the LOI effective date will be applied toward the completion of the LOI based on the value of the shares calculated at the public offering price on the effective date of the LOI.
 
    If a purchaser wishes to revise the LOI investment amount upward, he, she or it may submit a written and signed request at anytime prior to the completion of the original LOI. This revision will not change the original expiration date.
 
    The Transfer Agent will process necessary adjustments upon the expiration or completion date of the LOI.
Fulfilling the Intended Investment
    By signing an LOI, a purchaser is not making a binding commitment to purchase additional shares, but if purchases made within the 13-month period do not total the amount specified, the purchaser will have to pay the increased amount of sales charge.
 
    To assure compliance with the provisions of the 1940 Act, the Transfer Agent will reserve, in escrow or similar arrangement, in the form of shares an appropriate dollar amount (computed to the nearest full share) out of the initial purchase (or subsequent purchases if necessary). All dividends and any capital gain distributions on the escrowed shares will be credited to the purchaser. All shares purchased, including those reserved, will be registered in the purchaser’s name. If the total investment specified under this LOI is completed within the 13-month period, the reserved shares will be promptly released.
 
    If the intended investment is not completed, the purchaser will pay the Transfer Agent the difference between the sales charge on the specified amount and the sales charge on the total amount actually purchased. If the purchaser does not pay such difference within 20 days of the expiration date, the Transfer Agent will surrender for redemption any or all shares, to make up such difference within 60 days of the expiration date.
Canceling the LOI
    If at any time before completing the LOI Program, the purchaser wishes to cancel the agreement, he or she must give written notice to Invesco Distributors or its designee.
 
    If at any time before completing the LOI Program the purchaser requests the Transfer Agent to liquidate or transfer beneficial ownership of his total shares, the LOI will be automatically canceled. If the total amount purchased is less than the amount specified in the LOI, the Transfer Agent will redeem an appropriate number of reserved shares equal to the difference between the sales charge actually paid and the sales charge that would have been paid if the total purchases had been made at a single time.

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Other Persons Eligible for the LOI Privilege
          The LOI privilege is also available to holders of the Connecticut General Guaranteed Account, established for tax qualified group annuities, for contracts purchased on or before June 30, 1992.
LOIs and Contingent Deferred Sales Charges
          All LOIs to purchase $1,000,000 or more of Class A shares of Category I, II and IV Funds are subject to an 18-month, 1% CDSC.
Rights of Accumulation
          A Qualified Purchaser may also qualify for reduced initial sales charges based upon his, her or its existing investment in shares of any of the Invesco Funds at the time of the proposed purchase. To determine whether or not a reduced initial sales charge applies to a proposed purchase, Invesco Distributors takes into account not only the money which is invested upon such proposed purchase, but also the value of all shares of the Invesco Funds owned by such purchaser, calculated at their then current public offering price.
          If a purchaser qualifies for a reduced sales charge, the reduced sales charge applies to the total amount of money being invested, even if only a portion of that amount exceeds the breakpoint for the reduced sales charge. For example, if a purchaser already owns qualifying shares of any Invesco Fund with a value of $30,000 and wishes to invest an additional $30,000 in a Fund with a maximum initial sales charge of 5.50%, the reduced initial sales charge of 4.50% will apply to the full $30,000 purchase and not just to the $10,000 in excess of the $50,000 breakpoint.
          To qualify for obtaining the discount applicable to a particular purchase, the purchaser or his dealer must furnish the Transfer Agent with a list of the account numbers and the names in which such accounts of the purchaser are registered at the time the purchase is made.
          Rights of Accumulation are also available to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
          If an investor’s new purchase of Class A shares of a Category I, II or IV Fund is at net asset value, the newly purchased shares will be subject to a CDSC if the investor redeems them prior to the end of the 18 month holding period.
           Other Requirements For Reductions in Initial Sales Charges. As discussed above, investors or dealers seeking to qualify orders for a reduced initial sales charge must identify such orders and, if necessary, support their qualification for the reduced charge. Invesco Distributors reserves the right to determine whether any purchaser is entitled to the reduced sales charge based on the definition of a Qualified Purchaser listed above. No person or entity may distribute shares of the Invesco Funds without payment of the applicable sales charge other than to Qualified Purchasers.
          Purchases of Class A shares of Invesco Tax-Exempt Cash Fund and Invesco Cash Reserve Shares of Invesco Money Market Fund and Investor Class shares of any Fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges.
          Purchases of Class A Shares at Net Asset Value. Invesco Distributors permits certain categories of persons to purchase Class A shares of Invesco Funds without paying an initial sales charge. These are typically categories of persons whose transactions involve little expense, such as persons who have a relationship with the Funds or with Invesco and certain programs for purchase. It is the purchaser’s responsibility to notify Invesco Distributors or its designee of any qualifying relationship at the time of purchase.

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          Invesco Distributors believes that it is appropriate and in the Funds’ best interests that such persons, and certain other persons whose purchases result in relatively low expenses of distribution, be permitted to purchase shares through Invesco Distributors without payment of a sales charge.
          Accordingly, the following purchasers will not pay initial sales charges on purchases of Class A shares because there is a reduced sales effort involved in sales to these purchasers:
    Any current, former or retired trustee, director, officer or employee (or immediate family member of a current, former or retired trustee, director, officer or employee) of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. This includes any foundation, trust or employee benefit plan maintained by any of the persons listed above;
 
    Any current or retired officer, director, or employee (and members of their Immediate Family) of DST Systems, Inc. or Fiserv Output Solutions, a division of Fiserv Solutions, Inc.;
 
    Any registered representative or employee of any intermediary who has an agreement with Invesco Distributors to sell shares of the Funds (this includes any members of their Immediate Family);
 
    Any investor who purchases their shares through an approved fee-based program (this may include any type of account for which there is some alternative arrangement made between the investor and the intermediary to provide for compensation of the intermediary for services rendered in connection with the sale of the shares and maintenance of the customer relationship);
 
    Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor to another retirement plan or individual retirement account for which Invesco Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a Fund held through the plan or account;
 
    Employer-sponsored retirement plans (the Plan or Plans) that are Qualified Purchasers, as defined above, provided that such Plans:
  a.   have assets of at least $1 million; or
 
  b.   have at least 100 employees eligible to participate in the Plan; or
 
  c.   execute through a single omnibus account per Fund; further provided that Plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares without paying an initial sales charge based on the aggregate investment made by the Plan or the number of eligible employees unless the employer or Plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code;
    “Grandfathered” shareholders as follows:
  a.   Shareholders of record of Advisor Class shares of Invesco International Growth Fund or Invesco Worldwide Growth Fund on February 12, 1999 who have continuously owned shares of the Invesco Funds;

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  b.   Shareholders of record or discretionary advised clients of any investment adviser holding shares of Invesco Weingarten Fund or Invesco Constellation Fund on September 8, 1986, or of Invesco Charter Fund on November 17, 1986, who have continuously owned shares and who purchase additional shares of Invesco Constellation Fund or Invesco Charter Fund, respectively;
 
  c.   Unitholders of G/SET series unit investment trusts investing proceeds from such trusts in shares of Invesco Constellation Fund; provided, however, prior to the termination date of the trusts, a unitholder may invest proceeds from the redemption or repurchase of his units only when the investment in shares of Invesco Constellation Fund is effected within 30 days of the redemption or repurchase;
 
  d.   A shareholder of a Fund that merges or consolidates with an Invesco Fund or that sells its assets to an Invesco Fund in exchange for shares of an Invesco Fund;
 
  e.   Shareholders of the former GT Global Funds as of April 30, 1987 who since that date continually have owned shares of one or more of these Funds;
 
  f.   Certain former AMA Investment Advisers’ shareholders who became shareholders of the Invesco Global Health Care Fund in October 1989, and who have continuously held shares in the GT Global Funds since that time;
 
  g.   Shareholders of record of Advisor Class shares of an Invesco Fund on February 11, 2000 who have continuously owned shares of that Invesco Fund, and who purchase additional shares of that Invesco Fund; and
 
  h.   Additional purchases of Class A shares by shareholders of record of Class K shares on October 21, 2005 whose Class K shares were converted to Class A shares.
    Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and members of their Immediate Family);
 
    Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code;
 
    Insurance company separate accounts;
 
    Retirement plan established exclusively for the benefit of an individual (specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA, SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account) if:
  a.   such plan is funded by a rollover of assets from an Employer-Sponsored Retirement Plan;
 
  b.   the account being funded by such rollover is to be maintained by the same trustee, custodian or administrator that maintained the plan from which the rollover distribution funding such rollover originated, or an affiliate thereof; and
 
  c.   the dealer of record with respect to the account being funded by such rollover is the same as the dealer of record with respect to the plan from which the rollover distribution funding such rollover originated, or an affiliate thereof.
    Transfers to IRAs that are attributable to Invesco Fund investments held in 403(b)(7)s, SIMPLEs, SEPs, SARSEPs, Traditional or Roth IRAs; and

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    Rollovers from Invesco held 403(b)(7)s, 401(K)s, SEPs, SIMPLEs, SARSEPs, Money Purchase Plans, and Profit Sharing Plans if the assets are transferred to an Invesco IRA.
          In addition, an investor may acquire shares of any of the Invesco Funds at net asset value in connection with:
    reinvesting dividends and distributions;
 
    exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund; as more fully described in the Prospectus;
 
    the purchase of shares in connection with the repayment of a retirement plan loan administered by Invesco Investment Services;
 
    as a result of a Fund’s merger, consolidation or acquisition of the assets of another Fund;
 
    the purchase of Class A shares with proceeds from the redemption of Class B, Class C or Class Y shares where the redemption and purchase are effectuated on the same business day; or
 
    when buying Class A shares of Invesco Tax-Exempt Cash Fund.
           Payments to Dealers. Invesco Distributors may elect to re-allow the entire initial sales charge to dealers for all sales with respect to which orders are placed with Invesco Distributors during a particular period. Dealers to whom substantially the entire sales charge is re-allowed may be deemed to be “underwriters” as that term is defined under the 1933 Act.
          The financial adviser through which you purchase your shares may receive all or a portion of the sales charges and Rule 12b-1 distribution fees discussed above. In this context, “financial advisers” include any broker, dealer, bank (including bank trust departments), insurance company separate account, transfer agent, registered investment adviser, financial planner, retirement plan administrator and any other financial intermediary having a selling, administration or similar agreement with Invesco Distributors or one or more of its corporate affiliates (collectively, the Invesco Distributors Affiliates). In addition to those payments, Invesco Distributors Affiliates may make additional cash payments to financial advisers in connection with the promotion and sale of shares of Invesco Funds. Invesco Distributors Affiliates make these payments from their own resources, from Invesco Distributors’ retention of underwriting concessions and from payments to Invesco Distributors under Rule 12b-1 plans. In the case of sub-accounting payments, discussed below, Invesco Distributors Affiliates will be reimbursed directly by the Invesco Funds for such payments. These additional cash payments are described below. The categories described below are not mutually exclusive. The same financial adviser, or one or more of its affiliates, may receive payments under more than one or all categories. Most financial advisers that sell shares of Invesco Funds receive one or more types of these cash payments. Financial advisers negotiate the cash payments to be paid on an individual basis. Where services are provided, the costs of providing the services and the overall package of services provided may vary from one financial adviser to another. Invesco Distributors Affiliates do not make an independent assessment of the cost of providing such services.
          Certain financial advisers listed below received one or more types of the following payments during the prior calendar year. This list is not necessarily current and will change over time. Certain arrangements are still being negotiated, and there is a possibility that payments will be made retroactively to financial advisers not listed below. Accordingly, please contact your financial adviser to determine whether they currently may be receiving such payments and to obtain further information regarding any such payments.

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           Financial Support Payments. Invesco Distributors Affiliates make financial support payments as incentives to certain financial advisers to promote and sell shares of Invesco Funds. The benefits Invesco Distributors Affiliates receive when they make these payments include, among other things, placing Invesco Funds on the financial adviser’s funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members of the financial adviser’s sales force or to the financial adviser’s management. Financial support payments are sometimes referred to as “shelf space” payments because the payments compensate the financial adviser for including Invesco Funds in its Fund sales system (on its sales shelf). Invesco Distributors Affiliates compensate financial advisers differently depending typically on the level and/or type of considerations provided by the financial adviser. In addition, payments typically apply only to retail sales, and may not apply to other types of sales or assets (such as sales to retirement plans, qualified tuition programs, or fee based adviser programs – some of which may generate certain other payments described below).
          The financial support payments Invesco Distributors Affiliates make may be calculated on sales of shares of Invesco Funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% (for non-Institutional Class shares) or 0.10% (for Institutional Class shares) of the public offering price of all such shares sold by the financial adviser during the particular period. Such payments also may be calculated on the average daily net assets of the applicable Invesco Funds attributable to that particular financial adviser (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of Invesco Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of Invesco Funds in investor accounts. Invesco Distributors Affiliates may pay a financial adviser either or both Sales-Based Payments and Asset-Based Payments.
           Sub-Accounting and Networking Support Payments. Invesco Investment Services, an Invesco Distributors Affiliate, acts as the transfer agent for the Invesco Funds, registering the transfer, issuance and redemption of Invesco Fund shares, and disbursing dividends and other distributions to Invesco Funds shareholders. However, many Invesco Fund shares are owned or held by financial advisers, as that term is defined above, for the benefit of their customers. In those cases, the Invesco Funds often do not maintain an account for the shareholder. Thus, some or all of the transfer agency functions for these accounts are performed by the financial adviser. In these situations, Invesco Distributors Affiliates may make payments to financial advisers that sell Invesco Fund shares for certain transfer agency services, including record keeping and sub-accounting shareholder accounts. Payments for these services typically do not exceed 0.25% (for non-Institutional Class shares) or 0.10% (for Institutional Class shares) of average annual assets of such share classes or $19 per annum per shareholder account (for non-Institutional Class shares only). Invesco Distributors Affiliates also may make payments to certain financial advisers that sell Invesco Fund shares in connection with client account maintenance support, statement preparation and transaction processing. The types of payments that Invesco Distributors Affiliates may make under this category include, among others, payment of networking fees of up to $12 per shareholder account maintained on certain mutual fund trading systems.
          All fees payable by Invesco Distributors Affiliates pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement are charged back to the Invesco Funds, subject to certain limitations approved by the Board of the Trust.
           Other Cash Payments. From time to time, Invesco Distributors Affiliates, at their expense and out of their own resources, may provide additional compensation to financial advisers which sell or arrange for the sale of shares of a Fund. Such compensation provided by Invesco Distributors Affiliates may include payment of ticket charges per purchase or exchange order placed by a financial adviser, one-time payments for ancillary services such as setting up funds on a financial adviser’s mutual fund trading systems, financial assistance to financial advisers that enable Invesco Distributors Affiliates to participate in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other employees, client entertainment, client and investor events, and other financial adviser-sponsored events, and travel expenses, including lodging incurred by registered representatives and other employees in connection with client prospecting, retention and due diligence trips. Other

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compensation may be offered to the extent not prohibited by state laws or any self-regulatory agency, such as the Financial Industry Regulatory Authority (FINRA) (formerly, NASD, Inc.). Invesco Distributors Affiliates make payments for entertainment events it deems appropriate, subject to Invesco Distributors Affiliates guidelines and applicable law. These payments may vary depending upon the nature of the event or the relationship.
          Invesco Distributors Affiliates are motivated to make the payments described above because they promote the sale of Invesco Fund shares and the retention of those investments by clients of financial advisers. To the extent financial advisers sell more shares of Invesco Funds or retain shares of Invesco Funds in their clients’ accounts, Invesco Distributors Affiliates benefit from the incremental management and other fees paid to Invesco Distributors Affiliates by the Invesco Funds with respect to those assets.
          In certain cases these payments could be significant to the financial adviser. Your financial adviser may charge you additional fees or commissions other than those disclosed in the prospectus. You can ask your financial adviser about any payments it receives from Invesco Distributors Affiliates or the Invesco Funds, as well as about fees and/or commissions it charges. You should consult disclosures made by your financial adviser at the time of purchase.
           Certain Financial Advisers that Receive One or More Types of Payments
         
1st Global Capital Corporation
  BOSC, Inc.   CUSO Financial Services, Inc.
1 st Partners, Inc.
  Branch Banking & Trust Company   D.A. Davidson & Company
401k Exchange, Inc.
  Brown Brothers Harriman & Co.   Daily Access Corporation
A G Edwards & Sons, Inc.
  Buck Kwasha Securities LLC   Deutsche Bank Securities, Inc.
ADP Broker Dealer, Inc.
  Cadaret Grant & Company, Inc.   Diversified Investment Advisors
Advantage Capital Corporation
  Cambridge Investment Research, Inc.   Dorsey & Company Inc.
Advest Inc.
  Cantella & Co., Inc.   Dow Jones & Company, Inc.
AIG Financial Advisors, Inc.
  Cantor Fitzgerald & Co.   Edward Jones & Co.
Allianz Life
  Centennial Bank   Equity Services, Inc.
Allstate
  Charles Schwab   Expertplan
American Portfolios Financial Services Inc.
  Chase Citibank, N.A.   Fidelity
American Skandia Life Assurance Corporation
  Citigroup   Fifth Third Bank
American United Life Insurance Company
  Citistreet   Fifth Third Securities, Inc.
Ameriprise Financial Services, Inc.
  Comerica Bank   Financial Data Services Inc.
APS Financial Corporation
  Commerce Bank   Financial Network Investment Corporation
Ascensus
  Commonwealth Financial Network LPL   Financial Planning Association
Associated Securities Corporation
  Community National Bank   Financial Services Corporation
AXA Advisors, LLC
  Compass Bank   Financial Services Institute
The Bank of New York
  Compass Brokerage, Inc.   First Clearing Corp.
Bank of America
  Contemporary Financial Solutions, Inc.   First Command
Bank of Oklahoma
  CPI Qualified Plan Consultants, Inc.   First Financial Equity Corp.
Barclays Capital, Inc.
  Credit Suisse Securities   First Southwest Company
Bear Stearns Securities Corp.
  CUNA Brokerage Services, Inc.    

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Frost Brokerage Services, Inc.
  Loop Capital Markets, LLC   Penson Financial Services
Frost National Bank
  LPL Financial   Pershing
FSC Securities Corporation
  M & T Securities, Inc.   PFS Investments
Fund Management Trust Company
  M M L Investors Services, Inc.   Phoenix Life Insurance Company
Fund Services Advisors, Inc.
  Marshall & Ilsley Trust Co., N.A.   Piper Jaffray
Gardner Michael Capital, Inc.
  Mass Mutual   Plains Capital Bank
GE Capital Life Insurance Company of New York
  Matrix   Planco
GE Life & Annuity Company
  Mellon Bank N.A.   PNC
Genworth Financial
  Mellon Financial   Primevest Financial Services, Inc.
Glenbrook Life and Annuity Company
  Mellon Financial Markets   Princeton Retirement Group, Inc.
Goldman, Sachs & Co.
  Mercer Trust Company   Principal Financial
Great West Life
  Merrill Lynch   Principal Life
Guaranty Bank & Trust
  Metlife   Proequities, Inc.
Guardian
  Metropolitan Life   Prudential
GunnAllen Financial
  Meyer Financial Group, Inc.   R B C Dain Rauscher, Inc.
GWFS Equities, Inc.
  Minnesota Life   RBC Wealth Management
Hare and Company
  Money Concepts   Raymond James
Hartford
  Money Counts, Inc.   Retirement Plan Advisory Group
H.D. Vest
  Morgan Keegan & Company, Inc.   Ridge Clearing
Hewitt Financial Services
  Morgan Stanley   Riversource
Hightower Securities, LLC
  MSCS Financial Services, LLC   Robert W. Baird & Co.
Hornor, Townsend & Kent, Inc.
  Multi-Financial Securities Corporation   Ross Sinclair & Associates LLC
Huntington Capital
  Municipal Capital Markets Group, Inc.   Royal Alliance Associates
Huntington National Bank
  Mutual Service Corporation   Riversource (Ameriprise)
The Huntington Investment Company
  Mutual Services, Inc.   RSBCO
ICMA Retirement Corporation
  N F P Securities, Inc.   S I I Investments, Inc.
ING
  NatCity Investments, Inc.   Salomon Smith Barney
Intersecurities, Inc.
  National Financial   Sanders Morris Harris
INVEST Financial Corporation, Inc.
  National Planning Corporation   SCF Securities, Inc.
Investacorp, Inc.
  National Planning Holdings   Scott & Stringfellow, Inc.
Investment Centers of America, Inc.
  National Retirement Partners Inc.   Securities America, Inc.
Jackson National Life
  Nationwide   Security Distributors, Inc.
Jefferson National Life Insurance Company
  New York Life   Sentra Securities
Jefferson Pilot Securities Corporation
  Next Financial   Silverton Capital, Corp.
J.M. Lummis Securities
  NFP Securities Inc.   Simmons First Investment Group, Inc.
JP Morgan
  Northeast Securities, Inc.   Smith Barney Inc.
Kanaly Trust Company
  Northwestern Mutual Investment Services    
Kemper
  OneAmerica    
LaSalle Bank
  Oppenheimer    
Lincoln Financial
  Pacific Life    
Lincoln Investment Planning
  Penn Mutual    

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Smith Hayes Financial Services
  vFinance Investments, Inc.    
Southwest Securities
  Vining Sparks IBG, LP    
Sovereign Bank
  Wachovia Capital Markets, LLC    
Spelman & Company
  Wachovia    
State Farm
  Wadsworth Investment Co., Inc.    
State Street Bank & Trust Company
  Waterstone Financial Group, Inc.    
Stifel Nicolaus & Company
  Wells Fargo    
SunAmerica Securities, Inc.
  Woodbury Financial Services, Inc.    
SunGard
  Zions First National Bank    
Sun Life
       
Sun Trust
       
SunTrust Robinson Humphrey
       
SWS Financial Services, Inc.
       
Symetra Investment Services Inc.
       
TD Ameritrade
       
The (Wilson) William Financial Group
       
TFS Securities, Inc.
       
Transamerica
       
Treasury Curve
       
Treasury Strategies
       
T Rowe Price
       
Trust Management Network, LLC
       
U.S. Bancorp
       
UBS Financial Services Inc.
       
UMB Financial Services, Inc.
       
Union Bank
       
Union Bank of California, N.A.
       
Union Central
       
United Planners Financial
       
US Bancorp
       
US Bank
       
U.S. Bank, N.A.
       
UVEST
       
Vanguard Brokerage Services
       
Vanguard Marketing Corp.
       
V S R Financial Services, Inc.
       
VALIC Financial Advisors, Inc.
       

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Purchases of Class B Shares
          Class B shares are sold at net asset value, and are not subject to an initial sales charge. Instead, investors may pay a CDSC if they redeem their shares within six years after purchase. See the Prospectus for additional information regarding contingent deferred sales charges. Invesco Distributors may pay sales commissions to dealers and institutions who sell Class B shares of the Invesco Funds at the time of such sales. Payments will equal 4.00% of the purchase price and will consist of a sales commission equal to 3.75% plus an advance of the first year service fee of 0.25%.
Purchases of Class C Shares
          Class C shares are sold at net asset value, and are not subject to an initial sales charge. Investors in Class C shares may pay a CDSC if they redeem their shares within the first year after purchase (no CDSC applies to Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you exchange shares of another Invesco Fund that are subject to a CDSC into Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund). See the Prospectus for additional information regarding this CDSC. Invesco Distributors may pay sales commissions to dealers and institutions who sell Class C shares of the Invesco Funds (except for Class C shares of Invesco LIBOR Alpha Fund and Invesco Short Term Bond Fund) at the time of such sales. Payments with respect to Funds other than Invesco Floating Rate Fund will equal 1.00% of the purchase price and will consist of a sales commission of 0.75% plus an advance of the first year service fee of 0.25%. Payments with respect to Invesco Floating Rate Fund will equal 0.75% of the purchase price and will consist of a sales commission of 0.50% plus an advance of the first year service fee of 0.25%. These commissions are not paid on sales to investors exempt from the CDSC, including shareholders of record of AIM Advisor Funds, Inc. on April 30, 1995, who purchase additional shares in any of the Funds on or after May 1, 1995, and in circumstances where Invesco Distributors grants an exemption on particular transactions.
Payments with Regard to Converted Class K Shares
          For Class A shares acquired by a former Class K shareholder (i) as a result of a fund merger; or (ii) as a result of the conversion of Class K shares into Class A shares on October 21, 2005, Invesco Distributors will pay financial intermediaries 0.45% on such Class A shares as follows: (i) 0.25% from the Class A shares’ Rule 12b-1 plan fees; and (ii) 0.20% from Invesco Distributors’ own resources provided that, on an annualized basis for 2005 as of October 21, 2005, the 0.20% exceeds $2,000 per year.
Purchase and Redemption of Class P Shares
          Certain former investors in the Invesco Summit Plans I and II may acquire Class P shares at net asset value. Please see Invesco Summit Fund’s Prospectus for details.
Purchases of Class R Shares
          Class R shares are sold at net asset value, and are not subject to an initial sales charge. For purchases of Class R shares of Category I, II or IV Funds, Invesco Distributors may make the following payments to dealers of record provided that the applicable dealer of record is able to establish that the purchase of Class R shares is a new investment or a rollover from a retirement plan in which an Invesco Fund was offered as an investment option:
Percent of Cumulative Purchases
0.75% of the first $5 million
plus 0.50% of amounts in excess of $5 million

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          With regard to any individual purchase of Class R shares, Invesco Distributors may make payment to the dealer of record based on the cumulative total of purchases made by the same plan over the life of the plan’s account(s).
Purchases of Class S Shares
          Class S shares are limited to investors who purchase shares with the proceeds received from a systematic contractual investment plan redemption within the 12-months prior to purchasing Class S shares, and who purchase through an approved financial intermediary that has an agreement with the distributor to sell Class S shares. Class S Shares are not otherwise sold to members of the general public. An investor purchasing Class S shares will not pay an initial sales charge. The investor will no longer be eligible to purchase additional Class S shares at that point where the value of the contributions to the prior systematic contractual investment plan combined with the subsequent Class S share contributions equals the face amount of what would have been the investor’s systematic contractual investment plan under the 30-year investment option. The face amount of a systematic contractual investment plan is the combined total of all scheduled monthly investments under that plan. For a plan with a scheduled monthly investment of $100.00, the face amount would have been $36,000.00 under the 30-year extended investment option. Class S shares have a 12b-1 fee of 0.15%.
Purchases of Class Y Shares
          Class Y shares are sold at net asset value, and are not subject to an initial sales charge or to a CDSC. Please refer to the Prospectus for more information.
Purchases of Investor Class Shares
          Investor Class shares are sold at net asset value, and are not subject to an initial sales charge or to a CDSC. Invesco Distributors may pay dealers and institutions an annual service fee of 0.25% of average daily net assets and such payments will commence immediately. The Investor Class is closed to new investors.
Purchases of Institutional Class Shares
          Institutional Class shares are sold at net asset value, and are not subject to an initial sales charge or to a CDSC. Please refer to the Institutional Class Prospectus for more information.
Exchanges
           Terms and Conditions of Exchanges. Normally, shares of an Invesco Fund to be acquired by exchange are purchased at their net asset value or applicable offering price, as the case may be, determined on the date that such request is received, but under unusual market conditions such purchases may be delayed for up to five business days if it is determined that a Fund would be materially disadvantaged by an immediate transfer of the proceeds of the exchange. If a shareholder is exchanging into a Fund paying daily dividends, and the release of the exchange proceeds is delayed for the foregoing five-day period, such shareholder will not begin to accrue dividends until the sixth business day after the exchange.
Redemptions
           General. Shares of the Invesco Funds may be redeemed directly through Invesco Distributors or through any dealer who has entered into an agreement with Invesco Distributors. In addition to the Funds’ obligation to redeem shares, Invesco Distributors may also repurchase shares as an accommodation to shareholders. To effect a repurchase, those dealers who have executed Selected Dealer Agreements with Invesco Distributors must phone orders to the order desk of the Funds at (800) 959-4246 and guarantee delivery of all required documents in good order. A repurchase is effected at the

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net asset value per share of the applicable Fund next determined after the repurchase order is received in good order. Such an arrangement is subject to timely receipt by Invesco Investment Services, the Funds’ transfer agent, of all required documents in good order. If such documents are not received within a reasonable time after the order is placed, the order is subject to cancellation. While there is no charge imposed by a Fund or by Invesco Distributors (other than any applicable contingent deferred sales charge and any applicable redemption fee) when shares are redeemed or repurchased, dealers may charge a fair service fee for handling the transaction.
           Suspension of Redemptions. The right of redemption may be suspended or the date of payment postponed when (a) trading on the New York Stock Exchange (NYSE) is restricted, as determined by applicable rules and regulations of the SEC, (b) the NYSE is closed for other than customary weekend and holiday closings, (c) the SEC has by order permitted such suspension, or (d) an emergency as determined by the SEC exists making disposition of portfolio securities or the valuation of the net assets of a Fund not reasonably practicable.
           Systematic Redemption Plan. A Systematic Redemption Plan permits a shareholder of an Invesco Fund to withdraw on a regular basis at least $50 per withdrawal. At the time the withdrawal plan is established, the total account value must be $5,000 or more. Under a Systematic Redemption Plan, all shares are to be held by Invesco Investment Services. To provide funds for payments made under the Systematic Redemption Plan, Invesco Investment Services redeems sufficient full and fractional shares at their net asset value in effect at the time of each such redemption.
          Payments under a Systematic Redemption Plan constitute taxable events. Because such payments are funded by the redemption of shares, they may result in a return of capital and in capital gains or losses, rather than in ordinary income. Also because sales charges are imposed on additional purchases of Class A shares, it is disadvantageous to effect such purchases while a Systematic Redemption Plan is in effect.
          Each Invesco Fund bears its share of the cost of operating the Systematic Redemption Plan.
Contingent Deferred Sales Charges Imposed upon Redemption of Shares
          A CDSC may be imposed upon the redemption of Large Purchases of Class A shares of Category I, II and IV Funds, upon the redemption of Class B shares or Class C shares (no CDSC applies to Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund unless you exchange shares of another Invesco Fund that are subject to a CDSC into Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund). See the Prospectus for additional information regarding CDSCs.
           Contingent Deferred Sales Charge Exceptions for Large Purchases of Class A Shares. An investor who has made a Large Purchase of Class A shares of a Category I, II or IV Fund, will not be subject to a CDSC upon the redemption of those shares in the following situations:
    Redemptions of shares of Category I, II or IV Funds held more than 18 months;
 
    Redemptions of shares held by retirement plans, maintained pursuant to Sections 403 (only if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code), 401 or 457 of the Code, in cases where (i) the plan has remained invested in Class A shares of a Fund for at least 12 months, or (ii) the redemption is not a complete redemption of shares held by the plan;
 
    Redemptions of shares by the investor where the investor’s dealer waives the amounts otherwise payable to it by the distributor and notifies the distributor prior to the time of investment;

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    Minimum required distributions made in connection with an IRA, Keogh Plan or custodial account under Section 403(b) of the Code or other retirement plan following attainment of age 70 1 / 2 ;
 
    Redemptions following the death or post-purchase disability of (i) any registered shareholders on an account or (ii) a settlor of a living trust, of shares held in the account at the time of death or initial determination of post-purchase disability, provided that shares have not been commingled with shares that are subject to CDSC; and
 
    Amounts from a monthly, quarterly or annual Systematic Redemption Plan of up to an annual amount of 12% of the account value on a per fund basis provided the investor reinvests his dividends. At the time the withdrawal plan is established, the total account value must be $5,000 or more.
           Contingent Deferred Sales Charge Exceptions for Class B and C Shares. CDSCs will not apply to the following redemptions of Class B or Class C shares, as applicable:
    Additional purchases of Class C shares of Invesco International Core Equity Fund and Invesco Real Estate Fund by shareholders of record on April 30, 1995, of Invesco International Value Fund, predecessor to Invesco International Core Equity Fund, and Invesco Real Estate Fund, except that shareholders whose broker-dealers maintain a single omnibus account with Invesco Investment Services on behalf of those shareholders, perform sub-accounting functions with respect to those shareholders, and are unable to segregate shareholders of record prior to April 30, 1995, from shareholders whose accounts were opened after that date will be subject to a CDSC on all purchases made after March 1, 1996;
 
    Redemptions following the death or post-purchase disability of (1) any registered shareholders on an account or (2) a settlor of a living trust, of shares held in the account at the time of death or initial determination of post-purchase disability, provided that shares have not been commingled with shares that are subject to CDSC;
 
    Certain distributions from individual retirement accounts, Section 403(b) retirement plans, Section 457 deferred compensation plans and Section 401 qualified plans, where redemptions result from (i) required minimum distributions to plan participants or beneficiaries who are age 70 1 / 2 or older, and only with respect to that portion of such distributions that does not exceed 12% annually of the participant’s or beneficiary’s account value in a particular Fund; (ii) in kind transfers of assets where the participant or beneficiary notifies the distributor of the transfer no later than the time the transfer occurs; (iii) tax-free rollovers or transfers of assets to another plan of the type described above invested in Class B or Class C shares of one or more of the Funds; (iv) tax-free returns of excess contributions or returns of excess deferral amounts; and (v) distributions on the death or disability (as defined in the Code) of the participant or beneficiary;
 
    Amounts from a monthly or quarterly Systematic Redemption Plan of up to an annual amount of 12% of the account value on a per fund basis provided the investor reinvests his dividends. At the time the withdrawal plan is established, the total account value must be $5,000 or more;
 
    Liquidation initiated by the Fund when the account value falls below the minimum required account size of $500; and
 
    Investment account(s) of Invesco and its affiliates.
          CDSCs will not apply to the following redemptions of Class C shares:

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    A total or partial redemption of shares where the investor’s dealer of record notifies the distributor prior to the time of investment that the dealer would waive the upfront payment otherwise payable to him;
 
    Redemption of shares held by retirement plans, maintained pursuant to Sections 403 (only if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code), 401 or 457 of the Code, in cases where (i) the plan has remained invested in Class C shares of a Fund for at least 12 months, or (ii) the redemption is not a complete redemption of all Class C shares held by the plan; and
 
    Redemptions of Class C shares of a Fund other than Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund if you received such Class C shares by exchanging Class C shares of Invesco LIBOR Alpha Fund or Invesco Short Term Bond Fund.
General Information Regarding Purchases, Exchanges and Redemptions
           Good Order. Purchase, exchange and redemption orders must be received in good order in accordance with Invesco Investment Services policy and procedures and U.S. regulations. Invesco Investment Services reserves the right to refuse transactions. Transactions not in good order will not be processed and once brought into good order, will receive current price. To be in good order, an investor or financial intermediary must supply Invesco Investment Services with all required information and documentation, including signature guarantees when required. In addition, if a purchase of shares is made by check, the check must be received in good order. This means that the check must be properly completed and signed, and legible to Invesco Investment Services in its sole discretion. If a check used to purchase shares does not clear, or if any investment order must be canceled due to nonpayment, the investor will be responsible for any resulting loss.
           Authorized Agents. Invesco Investment Services and Invesco Distributors may authorize agents to accept purchase and redemption orders that are in good order on behalf of the Invesco Funds. In certain cases, these authorized agents are authorized to designate other intermediaries to accept purchase and redemption orders on a Fund’s behalf. The Fund will be deemed to have received the purchase or redemption order when the Fund’s authorized agent or its designee accepts the order. The order will be priced at the net asset value next determined after the order is accepted by the Fund’s authorized agent or its designee.
           Signature Guarantees. In addition to those circumstances listed in the “Shareholder Information” section of each Fund’s prospectus, signature guarantees are required in the following situations: (1) requests to transfer the registration of shares to another owner; (2) telephone exchange and telephone redemption authorization forms; (3) changes in previously designated wiring or electronic funds transfer instructions; (4) written redemptions or exchanges of shares held in certificate form previously reported to Invesco as lost, whether or not the redemption amount is under $250,000 or the proceeds are to be sent to the address of record; and (5) requests to redeem accounts where the proceeds are over $250,000 or the proceeds are to be sent to an address or a bank other than the address or bank of record. Invesco Funds may waive or modify any signature guarantee requirements at any time.
          Acceptable guarantors include banks, broker-dealers, credit unions, national securities exchanges, savings associations and any other organization, provided that such institution or organization qualifies as an “eligible guarantor institution” as that term is defined in rules adopted by the SEC, and further provided that such guarantor institution is listed in one of the reference guides contained in Invesco Investment Services’ current Signature Guarantee Standards and Procedures, such as certain domestic banks, credit unions, securities dealers, or securities exchanges. Notary public signatures are not an acceptable replacement for a signature guarantee. Invesco Investment Services will also accept signatures with either: (1) a signature guaranteed with a medallion stamp of the STAMP Program, or (2) a signature guaranteed with a medallion stamp of the NYSE Medallion Signature Program, provided that

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in either event, the amount of the total transaction involved does not exceed the surety coverage amount indicated on the medallion. For information regarding whether a particular institution or organization qualifies as an “eligible guarantor institution” and to determine how to fulfill a signature guarantee requirement, an investor should contact the Client Services Department of Invesco Investment Services.
           Transactions by Telephone. By signing an account application form, an investor agrees that Invesco Investment Services may surrender for redemption any and all shares held by Invesco Investment Services in the designated account(s), or in any other account with any of the Invesco Funds, present or future, which has the identical registration as the designated account(s). Invesco Investment Services and Invesco Distributors are thereby authorized and directed to accept and act upon any telephone redemptions of shares held in any of the account(s) listed, from any person who requests the redemption proceeds to be applied to purchase shares in any one or more of the Invesco Funds, provided that such Fund is available for sale and provided that the registration and mailing address of the shares to be purchased are identical to the registration of the shares being redeemed. An investor acknowledges by signing the form that he understands and agrees that Invesco Investment Services and Invesco Distributors may not be liable for any loss, expense or cost arising out of any telephone exchange requests effected in accordance with the authorization set forth in these instructions 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), requests for confirmation of the shareholder’s Social Security Number and current address, and mailings of confirmations promptly after the transactions. Invesco Investment Services reserves the right to modify or terminate the telephone exchange privilege at any time without notice. An investor may elect not to have this privilege by marking the appropriate box on the application. Then any exchanges must be effected in writing by the investor.
           Internet Transactions. An investor may effect transactions in his account through the internet by establishing a Personal Identification Number (PIN). By establishing a PIN the investor acknowledges and agrees that neither Invesco Investment Services nor Invesco Distributors will be liable for any loss, expense or cost arising out of any internet transaction effected by them in accordance with any instructions submitted by a user who transmits the PIN as authentication of his or her identity. Procedures for verification of internet transactions include requests for confirmation of the shareholder’s personal identification number and mailing of confirmations promptly after the transactions. The investor also acknowledges that the ability to effect internet transactions may be terminated at any time by the Invesco Funds. Policies for processing transactions via the Internet may differ from policies for transactions via telephone due to system settings.
           Abandoned Property. It is the responsibility of the investor to ensure that Invesco Investment Services maintains a correct address for his account(s). An incorrect address may cause an investor’s account statements and other mailings to be returned to Invesco Investment Services. Upon receiving returned mail, Invesco Investment Services will attempt to locate the investor or rightful owner of the account. If Invesco Investment Services is unable to locate the investor, then it will determine whether the investor’s account has legally been abandoned. Invesco Investment Services is legally obligated to escheat (or transfer) abandoned property to the appropriate state’s unclaimed property administrator in accordance with statutory requirements. The investor’s last known address of record determines which state has jurisdiction.
           Retirement Plans Sponsored by Invesco Distributors. Invesco Distributors acts as the prototype sponsor for certain types of retirement plan documents. These plan documents are generally available to anyone wishing to invest plan assets in the Funds. These documents are provided subject to terms, conditions and fees that vary by plan type. Contact your financial adviser or other intermediary for details.
           Miscellaneous Fees. In certain circumstances, the intermediary maintaining the shareholder account through which your Fund shares are held may assess various fees related to the maintenance of that account, such as:

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    an annual custodial fee on accounts where Invesco Distributors acts as the prototype sponsor;
 
    expedited mailing fees in response to overnight redemption requests; and
 
    copying and mailing charges in response to requests for duplicate statements.
          Please consult with your intermediary for further details concerning any applicable fees.
Institutional Class Shares
          Before the initial purchase of shares, an investor must submit a completed account application to his financial intermediary, who should forward the application to Invesco Investment Services, Inc. at P.O. Box 4739, Houston, Texas 77210-4739. An investor may change information in his account application by submitting written changes or a new account application to his intermediary or to Invesco Investment Services.
          Purchase and redemption orders must be received in good order. To be in good order, the financial intermediary must give Invesco Investment Services all required information and documentation with respect to the investor. If the intermediary fails to deliver the investor’s payment on the required settlement date, the intermediary must reimburse the Fund for any overdraft charges incurred.
          A financial intermediary may submit a written request to Invesco Investment Services for correction of transactions involving Fund shares. If Invesco Investment Services agrees to correct a transaction, and the correction requires a dividend adjustment, the intermediary must agree in writing to reimburse the Fund for any resulting loss.
          An investor may terminate his relationship with an intermediary and become the shareholder of record on his account. However, until the investor establishes a relationship with an intermediary, the investor will not be able to purchase additional shares of the Fund, except through the reinvestment of distributions.
          Generally payment for redeemed shares is made by Federal Reserve wire to the account designated in the investor’s account application. By providing written notice to his financial intermediary or to Invesco Investment Services, an investor may change the account designated to receive redemption proceeds. Invesco Investment Services may request additional documentation.
          Invesco Investment Services may request that an intermediary maintain separate master accounts in the Fund for shares held by the intermediary (a) for its own account, for the account of other institutions and for accounts for which the intermediary acts as a fiduciary; and (b) for accounts for which the intermediary acts in some other capacity.
Offering Price
          The following formula may be used to determine the public offering price per Class A share of an investor’s investment:
          [Net Asset Value / (1 – Sales Charge as % of Offering Price) = Offering Price. For example, at the close of business on December 31, 2009, Invesco Energy Fund – Class A shares had a net asset value per share of $19.71. The offering price, assuming an initial sales charge of 5.50%, therefore was $20.86.]
          Institutional Class shares of the Invesco Funds are offered at net asset value.
Calculation of Net Asset Value

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          Each Invesco Fund determines its net asset value per share once daily as of the close of the customary trading session of the NYSE on each business day of the Invesco Fund. In the event the NYSE closes early on a particular day, each Invesco Fund determines its net asset value per share as of the close of the NYSE on such day. Futures contracts may be valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. The Invesco Funds determine net asset value per share by dividing the value of an Invesco Fund’s securities, cash and other assets (including interest accrued but not collected) attributable to a particular class, less all its liabilities (including accrued expenses and dividends payable) attributable to that class, by the total number of shares outstanding of that class. Determination of an Invesco Fund’s net asset value per share is made in accordance with generally accepted accounting principles. Generally, the portfolio securities for non-money market funds are recorded in the NAV no later than trade date plus one, except on fiscal quarter ends, such securities are recorded on trade date. For money market funds, portfolio securities are recorded in the NAV on trade date. The net asset value for shareholder transactions may be different than the net asset value reported in the Invesco Fund’s financial statement due to adjustments required by generally accepted accounting principles made to the net asset value of the Invesco Fund at period end.
          A security listed or traded on an exchange (excluding convertible bonds) held by an Invesco Fund is valued at its last sales price or official closing price on the exchange where the security is principally traded or, lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Each equity security traded in the over-the-counter market is valued on the basis of prices furnished by independent pricing services vendors or market makers. Debt securities (including convertible bonds) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing vendor. Evaluated quotes provided by the pricing vendor may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, yield, quality, coupon rate, maturity, type of issue, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and Corporate Loans and in the case of debt obligations (excluding Corporate Loans), the mean between the last bid and ask prices. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type, industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of securities and other market data. Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share.
          Short-term investments (including commercial paper) are valued at amortized cost when the security has 60 days or less to maturity.
          Generally, trading in corporate bonds, U.S. Government securities and money market instruments is substantially completed each day prior to the close of the customary trading session of the NYSE. The values of such securities used in computing the net asset value of an Invesco Fund’s shares are determined at such times. Occasionally, events affecting the values of such securities may occur between the times at which such values are determined and the close of the customary trading session of the NYSE. If Invesco believes a development/event has actually caused a closing price to no longer reflect current market value, the closing price may be adjusted to reflect the fair value of the affected security as of the close of the NYSE as determined in good faith using procedures approved by the Board.

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          Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Invesco Fund may fair value the security. If an issuer specific event has occurred that Invesco determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value in good faith using procedures approved by the Board. Adjustments to closing prices to reflect fair value may also be based on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where Invesco believes, at the approved degree of certainty, that the price is not reflective of current market value, Invesco will use the indication of fair value from the pricing vendor to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time. Multiple factors may be considered by the pricing vendor in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs, domestic and foreign index futures, and exchange-traded funds.
          Invesco Fund securities primarily traded in foreign markets may be traded in such markets on days that are not business days of the Invesco Fund. Because the net asset value per share of each Invesco Fund is determined only on business days of the Invesco Fund, the value of the portfolio securities of an Invesco Fund that invests in foreign securities may change on days when an investor cannot exchange or redeem shares of the Invesco Fund.
          Securities for which market quotations are not available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers in accordance with procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.
Redemptions in Kind
          Although the Invesco Funds generally intend to pay redemption proceeds solely in cash, the Invesco Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind). For instance, an Invesco Fund may make a redemption in kind if a cash redemption would disrupt its operations or performance. Securities that will be delivered as payment in redemptions in kind will be valued using the same methodologies that the Invesco Fund typically utilizes in valuing such securities. Shareholders receiving such securities are likely to incur transaction and brokerage costs on their subsequent sales of such securities, and the securities may increase or decrease in value until the shareholder sells them. The Trust, on behalf of the Invesco Funds made an election under Rule 18f-1 under the 1940 Act (a “Rule 18f-1 Election”) and therefore, the Trust, on behalf of an Invesco Fund, is obligated to redeem for cash all shares presented to such Invesco Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1% of that Invesco Fund’s net assets in any 90-day period. The Rule 18f-1 Election is irrevocable while Rule 18f-1 under the 1940 Act is in effect unless the SEC by order permits withdrawal of such Rule 18f-1 Election.
Backup Withholding
          Accounts submitted without a correct, certified taxpayer identification number (TIN) or, alternatively, a correctly completed and currently effective Internal Revenue Service (IRS) Form W-8 (for non-resident aliens) or Form W-9 (for U.S. persons including resident aliens) accompanying the registration information will generally be subject to backup withholding.

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          Each Invesco Fund, and other payers, generally must withhold, 28% of reportable dividends (whether paid in cash or reinvested in additional Invesco Fund shares), including exempt-interest dividends, in the case of any shareholder who fails to provide the Invesco Fund with a TIN and a certification that he is not subject to backup withholding.
          An investor is subject to backup withholding if:
  1.   the investor fails to furnish a correct TIN to the Invesco Fund;
 
  2.   the IRS notifies the Invesco Fund that the investor furnished an incorrect TIN;
 
  3.   the investor or the Invesco Fund is notified by the IRS that the investor is subject to backup withholding because the investor failed to report all of the interest and dividends on such investor’s tax return (for reportable interest and dividends only);
 
  4.   the investor fails to certify to the Invesco Fund that the investor is not subject to backup withholding under (3) above (for reportable interest and dividend accounts opened after 1983 only); or
 
  5.   the investor does not certify his TIN. This applies only to non-exempt mutual fund accounts opened after 1983.
          Interest and dividend payments are subject to backup withholding in all five situations discussed above. Redemption proceeds are subject to backup withholding only if (1), (2) or (5) above applies.
          Certain payees and payments are exempt from backup withholding and information reporting. Invesco or Invesco Investment Services will not provide Form 1099 to those payees.
          Investors should contact the IRS if they have any questions concerning withholding.
           IRS Penalties – Investors who do not supply the Invesco Funds with a correct TIN will be subject to a $50 penalty imposed by the IRS unless such failure is due to reasonable cause and not willful neglect. If an investor falsifies information on this form or makes any other false statement resulting in no backup withholding on an account which should be subject to backup withholding, such investor may be subject to a $500 penalty imposed by the IRS and to certain criminal penalties including fines and/or imprisonment.
           Nonresident Aliens – Nonresident alien individuals and foreign entities with a valid Form W-8 are not subject to the backup withholding previously discussed. The Form W-8 generally remains in effect for a period starting on the date the Form is signed and ending on the last day of the third succeeding calendar year. Such shareholders may, however, be subject to federal income tax withholding at a 30% rate on ordinary income dividends and other distributions. Under applicable treaty law, residents of treaty countries may qualify for a reduced rate of withholding or a withholding exemption. Nonresident alien individuals and some foreign entities failing to provide a valid Form W-8 may be subject to backup withholding and Form 1099 reporting

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APPENDIX M
AMOUNTS PAID TO INVESCO DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS
          A list of amounts paid by each class of shares to Invesco Distributors pursuant to the Plans for the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
                                         
                                    Investor
    Class A   Class B   Class C   Class R   Class
Fund   Shares   Shares   Shares   Shares   Shares
Invesco Energy Fund
  $       $       $         N/A     $    
Invesco Financial Services Fund
                            N/A          
Invesco Gold & Precious Metals Fund
                            N/A          
Invesco Leisure Fund
                                       
Invesco Technology Fund
                            N/A          
Invesco Utilities Fund
                            N/A          

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APPENDIX N
ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS
                                                 
            Invesco   Invesco Gold           Invesco   Invesco
    Invesco Energy   Financial   & Precious   Invesco Leisure   Technology   Utilities
    Fund   Services Fund   Metals Fund   Fund   Fund   Fund
An estimate by category of the allocation of actual fees paid by Class A shares of the Funds during the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
Class A
                                               
Advertising
    0       0       0       0       0       0  
Printing and Mailing
    0       0       0       0       0       0  
Seminars
    0       0       0       0       0       0  
Underwriters Compensation
    0       0       0       0       0       0  
Dealers Compensation
  $       $       $       $       $       $    
Personnel
    0       0       0       0       0       0  
Travel Relating to Marketing
    0       0       0       0       0       0  
Annual Report Total
                                               

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            Invesco   Invesco Gold                   Invesco
    Invesco Energy   Financial   & Precious   Invesco   Invesco   Utilities
    Fund   Services Fund   Metals Fund   Leisure Fund   Technology Fund   Fund
An estimate by category of the allocation of actual fees paid by Class B shares of the Funds during the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
Class B
                                               
Advertising
                                               
Printing and Mailing
                                               
Seminars
                                               
Underwriters Compensation
                                               
Dealers Compensation
                                               
Personnel
                                               
Travel Relating to Marketing
                                               
Annual Report Total
                                               
                                                 
            Invesco   Invesco Gold                   Invesco
    Invesco Energy   Financial   & Precious   Invesco   Invesco   Utilities
    Fund   Services Fund   Metals Fund   Leisure Fund   Technology Fund   Fund
An estimate by category of the allocation of actual fees paid by Class C shares of the Funds during the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
Class C
                                               
Advertising
                                               
Printing and Mailing
                                               
Seminars
                                               
Underwriters Compensation
                                               
Dealers Compensation
                                               
Personnel
                                               
Travel Relating to Marketing
                                               
Annual Report Total
                                               

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            Invesco   Invesco Gold           Invesco   Invesco
    Invesco   Financial   & Precious   Invesco Leisure   Technology   Utilities
    Energy Fund   Services Fund   Metals Fund   Fund   Fund   Fund
An estimate by category of the allocation of actual fees paid by Class R shares of the Funds during the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
Class R
                                               
Advertising
                                               
Printing and Mailing
                                               
Seminars
                                               
Underwriters Compensation
                                               
Dealers Compensation
                                               
Personnel
                                               
Travel Relating to Marketing
                                               
Annual Report Total
                                               
                                                 
            Invesco   Invesco Gold           Invesco    
    Invesco Energy   Financial   & Precious   Invesco Leisure   Technology   Invesco
    Fund   Services Fund   Metals Fund   Fund   Fund   Utilities Fund
An estimate by category of the allocation of actual fees paid by Investor Class shares of the Funds during the fiscal year ended March 31, 2010 and the fiscal period ended April 30, 2010 follows:
Investor Class
                                               
Advertising
                                               
Printing and Mailing
                                               
Seminars
                                               
Underwriters Compensation
                                               
Dealers Compensation
                                               

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            Invesco   Invesco Gold           Invesco    
    Invesco Energy   Financial   & Precious   Invesco Leisure   Technology   Invesco
    Fund   Services Fund   Metals Fund   Fund   Fund   Utilities Fund
Personnel
                                               
Travel Relating to Marketing
                                               
Annual Report Total
                                               

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APPENDIX O
TOTAL SALES CHARGES
          The following chart reflects the total sales charges paid in connection with the sale of Class A shares of each Fund and the amount retained by Invesco Distributors for the last three fiscal years ending March 31 and the fiscal period ended April 30, 2010:
                                                 
    2010   2009   2008
    Sales   Amount   Sales   Amount   Sales   Amount
    Charges   Retained   Charges   Retained   Charges   Retained
Invesco Energy Fund
                  $ 2,835,538     $ 449,436     $ 3,088,429     $ 510,178  
Invesco Financial Services Fund
                    342,230       60,508       187,887       27,679  
Invesco Gold & Precious Metals Fund
                    599,757       102,872       716,911       119,640  
Invesco Leisure Fund
                    1,089,089       8,626       395,710       65,206  
Invesco Technology Fund
                    126,551       22,800       217,273       37,741  
Invesco Utilities Fund
                    317,569       55,636       716,597       125,519  
          The following chart reflects the contingent deferred sales charges paid by Class A, Class B, Class C and Class R shareholders and retained by Invesco Distributors for the last three fiscal years ended March 31 and the fiscal period ended April 30, 2010:
                         
    2010   2009   2008
Invesco Energy Fund
          $ 446,207     $ 347,522  
Invesco Financial Services Fund
            26,581       22,930  
Invesco Gold & Precious Metals Fund
            158,310       72,989  
Invesco Leisure Fund
            43,384       61,761  

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    2010   2009   2008
Invesco Technology Fund
            37,924       67,303  
Invesco Utilities Fund
            84,774       46,870  

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APPENDIX P-1
PENDING LITIGATION ALLEGING MARKET TIMING
          Pursuant to an Order of the MDL Court, plaintiffs in related lawsuits, including purported class action and shareholder derivative suits, consolidated their claims for pre-trial purposes into three amended complaints against, depending on the lawsuit, various Invesco — and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the Invesco Funds (the Lepera lawsuit discussed below); (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the Invesco Funds and fund registrants (the Essenmacher lawsuit discussed below); and (iii) an Amended Class Action Complaint for Violations ERISA purportedly brought on behalf of participants in Invesco’s 401(k) plan (the Calderon lawsuit discussed below).
RICHARD LEPERA, Individually and On Behalf of All Others Similarly Situated (LEAD PLAINTIFF: CITY OF CHICAGO DEFERRED COMPENSATION PLAN), v. INVESCO FUNDS GROUP, INC., AMVESCAP, PLC, AIM INVESTMENTS, AIM ADVISORS, INC., INVESCO INSTITUTIONAL (N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO GLOBAL ASSETS MANAGEMENT (N.A.), AIM STOCK FUNDS, AIM MUTUAL FUNDS, AIM COMBINATION STOCK & BOND FUNDS, AIM SECTOR FUNDS, AIM TREASURER’S SERIES TRUST, INVESCO DISTRIBUTORS, INC., AIM DISTRIBUTORS, INC., RAYMOND R. CUNNINGHAM, TIMOTHY J. MILLER, THOMAS A. KOLBE, MICHAEL D. LEGOSKI, MICHAEL K. BRUGMAN, MARK WILLIAMSON, EDWARD J. STERN, CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., RYAN GOLDBERG, MICHAEL GRADY, CITIGROUP, INC., CITIGROUP GLOBAL MARKETS HOLDINGS, INC., SALOMON SMITH BARNEY, INC., MORGAN STANLEY DW, ANNA BRUGMAN, ANB CONSULTING, LLC, KAPLAN & CO. SECURITIES INC., SECURITY TRUST COMPANY, N.A., GRANT D. SEEGER, JB OXFORD HOLDINGS, INC., NATIONAL CLEARING CORPORATION, JAMES G. LEWIS, KRAIG L. KIBBLE, JAMES Y. LIN, BANK OF AMERICA CORPORATION, BANC OF AMERICA SECURITIES LLC, THEODORE C. SIHPOL, III, BEAR STEARNS & CO., INC., BEAR STEARNS SECURITIES CORP., CHARLES SCHWAB & CO., CREDIT SUISSE FIRST BOSTON (USA) INC., PRUDENTIAL FINANCIAL, INC., PRUDENTIAL SECURITIES, INC., CANADIAN IMPERIAL BANK OF COMMERCE, JP MORGAN CHASE AND CO., AND JOHN DOE DEFENDANTS 1-100, in the MDL Court (Case No. 04-MD-15864; No. 04-CV-00814-JFM) (originally in the United States District Court for the District of Colorado), filed on September 29, 2004. This lawsuit alleges violations of Sections 11, 12(a) (2), and 15 of the Securities Act of 1933 (the Securities Act); Section 10(b) of the Securities Exchange Act of 1934 (the Exchange Act) and Rule 10b-5 promulgated thereunder; Section 20(a) of the Exchange Act; Sections 34(b), 36(a), 36(b) and 48(a) of the Investment Company Act of 1940 (the Investment Company Act); breach of fiduciary duty/constructive fraud; aiding and abetting breach of fiduciary duty; and unjust enrichment. The plaintiffs in this lawsuit are seeking: compensatory damages, including interest; and other costs and expenses, including counsel and expert fees.
CYNTHIA ESSENMACHER, SILVANA G. DELLA CAMERA, FELICIA BERNSTEIN AS CUSTODIAN FOR DANIELLE BROOKE BERNSTEIN, EDWARD CASEY, TINA CASEY, SIMON DENENBERG, GEORGE L. GORSUCH, PAT B. GORSUCH, L. SCOTT KARLIN, HENRY KRAMER, JOHN E. MORRISEY, HARRY SCHIPPER, BERTY KREISLER, GERSON SMITH, CYNTHIA PULEO, ZACHARY ALAN STARR, JOSHUA GUTTMAN, AND AMY SUGIN, Derivatively on Behalf of the Mutual Funds, Trusts and Corporations Comprising the Invesco and AIM Family of Mutual Funds v. AMVESCAP, PLC, INVESCO FUNDS GROUP, INC., INVESCO DISTRIBUTORS, INC., INVESCO INSTITUTIONAL (N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO GLOBAL ASSETS MANAGEMENT (N.A.), AIM MANAGEMENT GROUP, INC., AIM ADVISORS, INC., AIM INVESTMENT SERVICES, INC., AIM

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DISTRIBUTORS, INC., FUND MANAGEMENT COMPANY, MARK H. WILLIAMSON, RAYMOND R. CUNNINGHAM, TIMOTHY MILLER, THOMAS KOLBE, MICHAEL LEGOSKI, MICHAEL BRUGMAN, FRED A. DEERING, VICTOR L. ANDREWS, BOB R. BAKER, LAWRENCE H. BUDNER, JAMES T. BUNCH, GERALD J. LEWIS, JOHN W. MCINTYRE, LARRY SOLL, RONALD L. GROOMS, WILLIAM J. GALVIN, JR., ROBERT H. GRAHAM, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JACK M. FIELDS, CARL FRISCHILING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, LOUIS S. SKLAR, OWEN DALY II, AURUM SECURITIES CORP., AURUM CAPITAL MANAGEMENT CORP., GOLDEN GATE FINANCIAL GROUP, LLC, BANK OF AMERICA CORP., BANC OF AMERICA SECURITIES LLC, BANK OF AMERICA, N.A., BEAR STEARNS & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY INVESTMENT MANAGEMENT, LLC, EDWARD J. STERN, CANADIAN IMPERIAL BANK OF COMMERCE, CIRCLE TRUST COMPANY, RYAN GOLDBERG, MICHAEL GRADY, KAPLAN & CO. SECURITIES, INC., JP MORGAN CHASE & CO., OPPENHEIMER & CO., INC., PRITCHARD CAPITAL PARTNERS LLC, TIJA MANAGEMENT, TRAUTMAN WASSERMAN & COMPANY, INC., Defendants, AND THE INVESCO FUNDS AND THE AIM FUNDS AND ALL TRUSTS AND CORPORATIONS THAT COMPRISE THE INVESCO FUNDS AND AIM FUNDS THAT WERE MANAGED BY INVESCO AND AIM , Nominal Defendants, in the MDL Court (Case No. 04-MD-15864-FPS; No. 04-819), filed on September 29, 2004. This lawsuit alleges violations of Sections 206 and 215 of the Investment Advisers Act of 1940, as amended (the Advisers Act); Sections 36(a), 36(b) and 47 of the Investment Company Act; control person liability under Section 48 of the Investment Company Act; breach of fiduciary duty; aiding and abetting breach of fiduciary duty; breach of contract; unjust enrichment; interference with contract; and civil conspiracy. The plaintiffs in this lawsuit are seeking: removal of director defendants; removal of adviser, sub-adviser and distributor defendants; rescission of management and other contracts between the Funds and defendants; rescission of 12b-1 plans; disgorgement of management fees and other compensation/profits paid to adviser defendants; compensatory and punitive damages; and fees and expenses, including attorney and expert fees.
MIRIAM CALDERON, Individually and On Behalf of All Others Similarly Situated, v. AVZ, INC., AMVESCAP RETIREMENT, INC., AMVESCAP NATIONAL TRUST COMPANY, INVESCO FUNDS GROUP, INC., AMVESCAP, ROBERT F. MCCULLOUGH, GORDON NEBEKER, JEFFREY G. CALLAHAN, AND RAYMOND R. CUNNINGHAM , in the MDL Court (Case No. 1:04-MD-15864-FPS), filed on September 29, 2004. This lawsuit alleges violations of ERISA Sections 404, 405 and 406. The plaintiffs in this lawsuit are seeking: declaratory judgment; restoration of losses suffered by the plan; disgorgement of profits; imposition of a constructive trust; injunctive relief; compensatory damages; costs and attorneys’ fees; and equitable restitution.
          On January 5, 2008, the parties reached an agreement in principle to settle both the class action (Lepera) and the derivative (Essenmacher) lawsuits, subject to the MDL Court approval. Individual class members have the right to object.
On December 15, 2008, the parties reached an agreement in principle to settle the ERISA (Calderon) lawsuit, subject to the MDL Court approval. Individual class members have the right to object. No payments are required under the settlement; however, the parties agreed that certain limited changes to benefit plans and participants’ accounts would be made.

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PART C
OTHER INFORMATION
Item 28.   Exhibits
         
a (1)
    (a) Amended and Restated Agreement and Declaration of Trust of Registrant, dated September 14, 2005. (15)
 
       
 
    (b) Amendment No. 1, dated May 24, 2006, to Amended and Restated Agreement and Declaration of Trust of Registrant, dated September 14, 2005. (17)
 
       
 
    (c) Amendment No. 2, dated July 5, 2006, to Amended and Restated Agreement and Declaration of Trust of Registrant, dated September 14, 2005. (17)
 
       
 
    (d) Amendment No. 3, dated May 1, 2008, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005. (20)
 
       
 
    (e) Amendment No. 4, dated June 19, 2008, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005. (20)
 
       
 
    (f) Amendment No. 5, dated November 12, 2009, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005. (23)
 
       
 
    (g) Amendment No. 6, dated February 12, 2010, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005. (26)
 
       
 
    (h) Amendment No. 7, dated February 26, 2010, to Amend and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005. (26)
 
       
b (1)
    (a) Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005. (15)
 
       
 
    (b) Amendment dated, August 1, 2006, to the Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005. (18)
 
       
 
    (c) Amendment No. 2, dated March 23, 2007, to the Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005. (18)
 
       
 
    (d) Amendment No. 3, dated January 1, 2008, to the Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005. (19)
 
       
 
    (e) Amendment No. 4, dated April 30, 2010, to the Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005. (26)
 
       
c
    Articles II, VI, VII, VIII and IX of the Amended and Restated Agreement and Declaration of Trust and Articles IV, V and VI of the Amended and Restated Bylaws, as amended, both as previously filed define rights of holders of shares.
 
       
d (1)
    (a) Master Investment Advisory Agreement, dated November 25, 2003 between Registrant and A I M Advisors,
Inc. (11)
 
       
 
    (b) Amendment No. 1, dated October 15, 2004, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. (12)

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    (c) Amendment No. 2, dated July 18, 2005, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. (14)
 
       
 
    (d) Amendment No. 3, dated January 1, 2010, to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc., formerly A I M Advisors, Inc. (25)
 
       
 
    (e) Amendment No. 4, dated February 12, 2010, to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc. (26)
 
       
 
    (f) Amendment No. 5, dated April 30, 2010, to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc. (26)
 
       
(2)
    (a) Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008, between Invesco Aim Advisors, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management (N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc., Invesco Senior Secured Management, Inc. and AIM Funds Management Inc. (20)
 
       
 
    (b) Amendment No. 1, dated January 1, 2010, to Master Intergroup Sub-Advisory Contract for Mutual Funds, between Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc. on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (25)
 
       
 
    (c) Amendment No. 2, dated February 12, 2010, to Master Intergroup Sub-Advisory Contract for Mutual Funds, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (26)
 
       
 
    (d) Amendment No. 3, dated April 30, 2010, to Master Intergroup Sub-Advisory Contract for Mutual Funds, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (26)
 
       
(3)
    Form of Temporary Sub-Advisory Agreement between Invesco Advisers, Inc. and Morgan Stanley Investment Management and affiliates. (25)
 
       
e (1)
    (a) First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares), and A I M Distributors, Inc. (18)
 
       
 
    (b) Amendment No. 1, dated December 8, 2006, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (18)

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    (c) Amendment No. 2, dated January 31, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (d) Amendment No. 3, dated February 28, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (e) Amendment No. 4, dated March 9, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (f) Amendment No. 5, dated April 23, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (g) Amendment No. 6, dated September 28, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (19)
 
       
 
    (h) Amendment No. 7, dated December 20, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and A I M Distributors, Inc. (19)
 
       
 
    (i) Amendment No. 8, dated April 28, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (formerly, A I M Distributors, Inc.) (20)
 
       
 
    (j) Amendment No. 9, dated April 30, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (20)
 
       
 
    (k) Amendment No. 10, dated May 1, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (20)
 
       
 
    (l) Amendment No. 11, dated July 24, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (21)
 
       
 
    (m) Amendment No. 12, dated October 3, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (22)

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    (n) Amendment No. 13, dated May 29, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (22)
 
       
 
    (o) Amendment No. 14, dated June 2, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (22)
 
       
 
    (p) Amendment No. 15, dated July 14, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (22)
 
       
 
    (q) Amendment No. 16, dated September 25, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    (r) Amendment No. 17, dated November 4, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (26)
 
 
    (s) Amendment No. 18, dated February 1, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    (t) Amendment No. 19, dated February 12, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc. (26)
 
 
    (u) Amendment No. 20, dated February 12, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    (v) Amendment No. 21, dated April 30, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Distributors, Inc., formerly Invesco Aim Distributors, Inc. (26)
 
       
(2)
    (a) First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (Class B shares), and A I M Distributors, Inc. (18)
 
       
 
    (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (18)

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    (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (18)
 
       
 
    (f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (20)
 
       
 
    (g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (20)
 
       
 
    (h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (21)
 
       
 
    (i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (22)
 
       
 
    (j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (22)
 
       
 
    (k) Amendment No. 10, dated November 4, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    Amendment 11, dated February 12, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    (m) Amendment 12, dated February 12, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Aim Distributors, Inc. (26)
 
       
 
    (n) Amendment 13, dated April 30, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Distributors, Inc., formerly Invesco Distributors, Inc. (26)

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(3)
    Form of Selected Dealer Agreement between Invesco Aim Distributors, Inc. and selected dealers. (22)
 
       
(4)
    Form of Bank Selling Group Agreement between Invesco Aim Distributors, Inc. and banks. (22)
 
       
f (1)
    Form of AIM Funds Retirement Plan for Eligible Directors/Trustees, as restated January 1, 2008. (22)
 
       
(2)
    Form of AIM Funds Trustee Deferred Compensation Agreement, as amended January 1, 2008. (22)
 
       
g (1)
    (a) Master Custodian Agreement between Registrant and State Street Bank and Trust dated May 8, 2001. (4)
 
       
 
    (b) Amendment No. 1, dated May 10, 2002, to the Master Custodian Agreement between Registrant and State Street Bank and Trust Company. (4)
 
       
 
    (c) Amendment No. 2, dated December 8, 2003, to the Master Custodian Agreement between Registrant and State Street Bank and Trust Company. (12)
 
       
 
    (d) Amendment No. 3, dated April 30, 2004, to the Master Custodian Agreement between Registrant and State Street Bank and Trust Company. (12)
 
       
 
    (e) Amendment No. 4, dated September 8, 2004, to the Master Custodian Agreement between Registrant and State Street Bank and Trust Company. (12)
 
       
 
    (f) Amendment dated January 31, 2007, to the Master Custodian Agreement between Registrant and State Street Bank and Trust Company. (18)
 
       
h (1)
    (a) Third Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and AIM Investment Services, Inc. (17)
 
       
 
    (b) Amendment No. 1, dated July 1, 2007, to the Third Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and AIM Investment Services, Inc. (18)
 
       
 
    (c) Amendment No. 2, dated October 3, 2008, to the Third Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and AIM Investment Services, Inc. (22)
 
       
 
    (d) Amendment No. 3, dated July 1, 2009, to the Third Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and Invesco Aim Investment Services, Inc. (22)
 
       
(2)
    (a) Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and AIM Advisors, Inc. (18)
 
       
 
    (b) Amendment No. 1, dated January 1, 2010, to the Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc. (25)
 
       
 
    (c) Amendment No. 2, dated February 12, 2010, to the Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Advisers, Inc. (26)

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    (d) Amendment No. 3, dated April 30, 2010, to the Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Advisers, Inc. (26)
 
       
(3)
    Fifth Amended and Restated Memorandum of Agreement regarding securities lending, dated February 12, 2010, between Registrant, with respect to all Funds, and Invesco Advisers, Inc. (26)
 
       
(4)
    Memorandum of Agreement regarding advisory fee waivers, dated as of February 12, 2010, between Registrant and Invesco Advisers, Inc. (26)
 
       
(5)
    Memorandum of Agreement regarding expense limitations, dated as of April 30, 2010, between Registrant and Invesco Advisers, Inc. (22)
 
       
(6)
    Third Amended and Restated Interfund Loan Agreement dated December 30, 2005, between Registrant and AIM Advisors, Inc. (18)
 
       
i
    Legal Opinion
 
       
j
    Consent of Stradley Ronon Stevens & Young, LLP. (26) .
 
       
k
    Financial Statements — For the period ended April 30, 2010, are incorporated by reference of the Funds’ annual reports to shareholders contained in the Registrants Form N-SCR filed on [June ___, 2010]
 
       
l
    Not applicable.
 
       
m (1)
    (a) First Restated Master Distribution Plan (Reimbursement) (Investor Class Shares), effective July 1, 2004, and as subsequently amended, with respect to AIM Technology Fund. (18)
 
       
 
    (b) Amendment No. 1, dated April 30, 2008, to the First Restated Master Distribution Plan (Reimbursement) (Investor Class Shares), effective July 1, 2004, as subsequently amended, with respect to AIM Technology Fund. (20)
 
       
 
    (c) Amendment No. 2, dated April 30, 2010, to the First Restated Master Distribution Plan (Reimbursement) (Investor Class Shares), effective July 1, 2004, as subsequently amended, with respect to Invesco Technology Fund. (26)
 
       
 
    (d) Master Related Agreement to First Restated Master Distribution Plan (Reimbursement) (Investor Class shares), with respect to AIM Technology Fund. (20)
 
       
(2)
    (a) First Restated Master Distribution Plan (Compensation) (Investor Class Shares) effective July 1, 2004, as subsequently amended, with respect to AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM Leisure Fund and AIM Utilities Fund. (18)
 
       
 
    (b) Amendment No. 1, dated December 20, 2007, to the First Restated Master Distribution Plan (Compensation) (Investor Class Shares) effective July 1, 2004, as subsequently amended, with respect to AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM Leisure Fund and AIM Utilities Fund. (19)
 
       
 
    (c) Amendment No. 2, dated April 28, 2008, to the First Restated Master Distribution Plan (Compensation) (Investor Class shares), with respect to AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM Leisure Fund, and AIM Utilities Fund. (20)

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    (d) Amendment No. 3, dated April 30, 2010, to the First Restated Master Distribution Plan (Compensation)(Investor Class shares), with respect to Invesco Energy Fund, Invesco Financial Services Fund, Invesco Gold & Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund. (26)
 
       
 
    (e) Master Related Agreement to First Restated Master Distribution Plan (Compensation) (Investor Class shares), with respect to AIM Energy Fund, AIM Financial Services Fund, AIM Gold & Precious Metals Fund, AIM Leisure Funds and AIM Utilities Fund. (20)
 
       
(3)
    (a) First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended September 20, 2006. (18)
 
       
 
    (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended , and as restated September 20, 2006. (18)
 
       
 
    (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (18)
 
       
 
    (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (20)
 
       
 
    (g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (20)
 
       
 
    (h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (21)
 
       
 
    (i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (22)
 
       
 
    (j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (22)
 
       
 
    (k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class A Shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (22)

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    (l) Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution Plan (Class A shares) , effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (m) Amendment No. 12, dated February 1, 2010, to First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26
 
       
 
    (n) Amendment No. 13, dated February 12, 2010, to First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (o) Amendment No. 14, dated April 30, 2010, to First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (p) Amendment No. 15, dated May 4, 2010, to First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (q) Master Related Agreement to First Restated Master Distribution Plan (Class A shares). (22)
 
       
(4)
    (a) Master Distribution Plan (Class A, Class B and Class C Shares) (Reimbursement). (26)
 
       
 
    (b) Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class A, Class B and Class C Shares) (Reimbursement). (26)
 
       
 
    (c) Amendment No. 2, dated May 4, 2010, to Master Distribution Plan (Class A, Class B and Class C Shares) (Reimbursement). (26)
 
       
(5)
    (a) Master Distribution Plan (Class R Shares)(Reimbursement). 26)
 
       
 
    (b) Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class R Shares) (Reimbursement). (26)
 
       
 
    (c) Shareholder Service Plan (Class R Shares)(Reimbursement). (26)
 
       
(6)
    (a) Master Distribution Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement). (26)
 
       
 
    (b) Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement). (26)
 
       
 
    (c) Service Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement). (26)
 
       
(7)
    (a) First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)

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    (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (20)
 
       
 
    (g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (20)
 
       
 
    (h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (21)
 
       
 
    (i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class B Shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (l) Amendment No. 11, dated November 4, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (26)
 
       
 
   
(m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
   
(n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
   
(o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
(8)
    (a) First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)

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    (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan (Class C Shares) , effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (f) Amendment No. 5, dated April 30, 2008, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (20)
 
       
 
    (g) Amendment No. 6, dated May 1, 2008, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (20)
 
       
 
    (h) Amendment No. 7, dated July 24, 2008, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (21)
 
       
 
    (i) Amendment No. 8, dated May 29, 2009, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (j) Amendment No. 9, dated June 2, 2009, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (k) Amendment No. 10, dated July 1, 2009, to the First Restated Master Distribution Plan (Class C Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (l) Amendment No.11, dated November 4, 2010, to the First Restated Master Distribution Plan (Class C shares) , effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. 26)
 
       
 
    (m) Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (n) Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (o) Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (p) Master Related Agreement to First Restated Master Distribution Plan (Class C shares). (22)

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(9)
    (a) First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (18)
 
       
 
    (d) Amendment No. 3, dated April 30, 2008, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (20)
 
       
 
    (e) Amendment No. 4, dated May 29, 2009, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (f) Amendment No. 5, dated June 2, 2009, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (g) Amendment No. 6, dated July 1, 2009, to the First Restated Master Distribution Plan (Class R Shares), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006. (22)
 
       
 
    (h) Amendment No. 7, dated November 4, 2009, to the First Restated Master Distribution Plan (Class R shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (i) Amendment No. 8, dated April 30, 2010, to the First Restated Master Distribution Plan (Class R shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006. (26)
 
       
 
    (j) Master Related Agreement to First Restated Master Distribution Plan (Class R shares). (22)
 
       
n(1)
    (a) Seventeenth Amended and Restated Multiple Class Plan of The AIM Family of Funds ® , effective December 12, 2001, as further amended and restated February 12, 2010. (26)
 
       
 
    (b) Eighteenth Amended and Restated Multiple Class Plan of The AIM Family of Funds ® , effective December 12, 2001, as further amended and restated April 1, 2010. (26)
 
       
o
    Reserved.
 
       
p (1)
    Invesco Advisers, Inc. Code of Ethics, adopted January 1, 2010, relating to Invesco Advisers, Inc. and any of its subsidiaries. (26)
 
       
(2)
    Invesco Perpetual Policy on Corporate Governance, updated February 2008, relating to Invesco Asset Management Limited. (26)
 
       
(3)
    Invesco Asset Management (Japan) Limited Code of Ethics on behalf of Invesco Japan Fund (19)

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(4)
    Invesco Staff Ethics and Personal Share Dealing, dated September 2008, relating to Invesco Hong Kong Limited. (26)
 
       
(5)
    Invesco Ltd. Code of Conduct, revised September 2009, Invesco Trimark Ltd. Policy No. D-6 Gifts and Entertainment, revised March 2008, and Policy No. D-7 AIM Trimark Personal Trading Policy, revised February 2008, together the Code of Ethics relating to Invesco Trimark Ltd. (26)
 
       
(6)
    Code of Ethics dated May 1, 2008, relating to Invesco Continental Europe (Invesco Asset Management Deutschland GmbH). (22)
 
       
(7)
    Invesco Ltd. Code of Conduct, revised September 2009, relating to Invesco Australia Limited. (26)
 
       
q (1)
    Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden, Fields, Flanagan, Mathai-Davis, Pennock, Soll, Stickel and Taylor. (24)
 
       
q (2)
    Power of Attorney for Mr. Frischling. (24)
 
(1)   Previously filed with PEA No. 21 to the Registration Statement on December 24, 1997 and incorporated by reference herein. (Identical except for the name of the Registrant (AIM Sector Funds) and the date of the Agreement.)
 
(2)   Previously filed with PEA No. 26 to the Registration Statement on January 24, 2000 and incorporated by reference herein. (Identical except for the name of the Registrant (AIM Sector Funds) and the date of the Agreement.)
 
(3)   Previously filed with PEA No. 27 to the Registration Statement on July 24, 2000 and incorporated by reference herein. (Identical except for the name of the Registrant (AIM Sector Funds) and the date of the Agreement.)
 
(4)   Previously filed with PEA No. 38 to the Registration Statement on July 15, 2003 and incorporated by reference herein. (Identical except for the name of the Registrant (AIM Sector Funds) and the date of the Agreement.)
 
(5)   Previously filed with the Registration Statement on Form N-14 of INVESCO Sector Funds, Inc. on August 13, 2003 and incorporated by reference herein.
 
(6)   Previously filed with the Proxy Statement of INVESCO Sector Funds, Inc. on August 13, 2003 and incorporated by reference herein.
 
(7)   Previously filed with PEA No. 38 to the Registration Statement on July 15, 2003 and incorporated by reference herein. (Identical except for the name of the Registrant (AIM Sector Funds) and the date.)
 
(8)   Previously filed with PEA No. 77 to the Registration Statement of AIM Equity Funds filed on July 7, 2003 and incorporated by reference herein.
 
(9)   Previously filed with PEA No. 39 to the Registration Statement on August 22, 2003 and incorporated by reference herein.
 
(10)   Previously filed with PEA No. 41 to the Registration Statement on November 20, 2003 and incorporated by reference herein.
 
(11)   Previously filed with PEA No. 42 to the Registration Statement on July 28, 2004 and incorporated by reference herein.
 
(12)   Previously filed with PEA No. 43 to the Registration Statement on May 27, 2005 and incorporated by reference herein.
 
(13)   Previously filed with PEA No. 44 to the Registration Statement on July 27, 2005 and incorporated by reference herein.
 
(14)   Previously filed with PEA No. 45 to the Registration Statement on August 22, 2005 and incorporated by reference herein.
 
(15)   Previously filed with PEA No. 46 to the Registration Statement on December 1, 2005 and incorporated by reference herein.
 
(16)   Previously filed with PEA No. 47 to the Registration Statement on May 19, 2006 and incorporated by reference herein.
 
(17)   Previously filed with PEA No. 48 to the Registration Statement on July 25, 2006 and incorporated by reference herein.
 
(18)   Previously filed with PEA No. 49 to the Registration Statement on July 18, 2007 and incorporated by reference herein.
 
(19)   Previously filed with PEA No. 50 to The Registration Statement on February 14, 2008_and incorporated by reference herein.
 
(20)   Previously filed with PEA No. 51 to the Registration Statement on July 23, 2008 and incorporated by reference herein.
 
(21)   Previously filed with PEA No. 52 to the Registration Statement on September 23, 2008 and incorporated by reference herein.

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(22)   Previously filed with PEA No. 53 to the Registration Statement on July 23, 2009 and incorporated by reference herein.
 
(23)   Previously filed with PEA No. 54 to the Registration Statement on July 23, 2009 and incorporated by reference herein.
 
(24)   Previously filed with PEA No. 55 to the Registration Statement on July 23, 2009 and incorporated by reference herein.
 
(25)   Previously filed with PEA No. 56 to the Registration Statement on February 11, 2010 and incorporated by reference herein.
 
(26)   Filed herewith electronically.
Item 29.   Persons Controlled by or Under Common Control With the Fund
     None.
Item 30.   Indemnification
Indemnification provisions for officers, trustees, and employees of the Registrant are set forth in Article VIII of the Registrant’s Amended and Restated Agreement and Declaration of Trust and Article VIII of its Amended and Restated Bylaws, and are hereby incorporated by reference. See Item 28(a) and (b) above. Under the Amended and Restated Agreement and Declaration of Trust, amended and restated effective as of September 14, 2005, (i) Trustees or officers, when acting in such capacity, shall not be personally liable for any act, omission or obligation of the Registrant or any Trustee or officer except by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office with the Trust; (ii) every Trustee, officer, employee or agent of the Registrant shall be indemnified to the fullest extent permitted under the Delaware Statutory Trust act, the Registrant’s Bylaws and other applicable law; (iii) in case any shareholder or former shareholder of the Registrant shall be held to be personally liable solely by reason of his being or having been a shareholder of the Registrant or any portfolio or class and not because of his acts or omissions or for some other reason, the shareholder or former shareholder (or his heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or general successor) shall be entitled, out of the assets belonging to the applicable portfolio (or allocable to the applicable class), to be held harmless from and indemnified against all loss and expense arising from such liability in accordance with the Bylaws and applicable law. The Registrant, on behalf of the affected portfolio (or class), shall upon request by the shareholder, assume the defense of any such claim made against the shareholder for any act or obligation of that portfolio (or class).
The Registrant and other investment companies and their respective officers and trustees are insured under a joint Mutual Fund Directors and Officers Liability Policy, issued by ICI Mutual Insurance Company and certain other domestic insurers, with limits up to $60,000,000 (plus an additional $20,000,000 limit that applies to independent directors/trustees only).
Section 16 of the Master Investment Advisory Agreement between the Registrant and Invesco Advisers, Inc. (Invesco) provides that in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of Invesco or any of its officers, directors or employees, that Invesco shall not be subject to liability to the Registrant or to any series of the Registrant, or to any shareholder of any series of the Registrant for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. Any liability of Invesco to any series of the Registrant shall not automatically impart liability on the part of Invesco to any other series of the Registrant. No series of the Registrant shall be liable for the obligations of any other series of the Registrant.

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Section 9 of the Master Intergroup Sub-Advisory Contract for Mutual Funds (the Sub-Advisory Contract) between Invesco, on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (each a Sub-Adviser, collectively the Sub-Advisers) provides that the Sub-Adviser shall not be liable for any costs or liabilities arising from any error of judgment or mistake of law or any loss suffered by any series of the Registrant or the Registrant in connection with the matters to which the Sub-Advisory Contract relates except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of the Sub-Adviser in the performance by the Sub-Adviser of its duties or from reckless disregard by the Sub-Adviser of its obligations and duties under the Sub-Advisory Contract.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the Act) may be permitted to trustees, 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 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 trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, 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 Act and will be governed by the final adjudication of such issue.
Item 31.   Business and Other Connections of the Investment Adviser
The only employment of a substantial nature of the Adviser’s directors and officers is with the Advisers and its affiliated companies. For information as to the business, profession, vocation or employment of a substantial nature of each of the officers and directors of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (each a Sub-Adviser, collectively the Sub-Advisers) reference is made to Form ADV filed under the Investment Advisers Act of 1940 by each Sub-Advisor herein incorporated by reference. Reference is also made to the caption “Fund Management – The Adviser” in the Prospectus which comprises Part A of the Registration Statement, and to the caption “Investment Advisory and Other Services” of the Statement of Additional Information which comprises Part B of the Registration Statement, and to Item 32(b) of this Part C.

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Item 32.   Principal Underwriters
(a)   Invesco Distributors, Inc., the Registrant’s principal underwriter, also act as principal underwriter to the following investment companies:
 
    AIM Counselor Series Trust (Invesco Counselor Series Trust
AIM Equity Funds (Invesco Equity Funds)
AIM Funds Group (Invesco Funds Group)
AIM Growth Series (Invesco Growth Series)
AIM International Mutual Funds (Invesco International Mutual Funds)
AIM Investment Funds (Invesco Investment Funds)
AIM Investment Securities Funds (Invesco Investment Securities Funds)
AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds)
AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust)
AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
    PowerShares Actively Managed Exchange-Traded Fund Trust
PowerShares Exchange – Traded Fund Trust
PowerShares Exchange – Traded Fund Trust II
PowerShares India Exchange Traded Fund Trust
Short-Term Investments Trust
 
(b)   The following table sets forth information with respect to each director, officer or partner of Invesco Distributors, Inc.
         
Name and Principal   Position and Offices with   Positions and Offices
Business Address*   Underwriter   with Registrant
Philip A. Taylor
  Director   Trustee, President, Principal Executive Officer
 
       
John S. Cooper
  President   None
 
       
William Hoppe, Jr.
  Executive Vice President   None
 
       
Karen Dunn Kelley
  Executive Vice President   Vice President
 
       
Brian Lee
  Executive Vice President   None
 
       
Ben Utt
  Executive Vice President   None
 
       
LuAnn S. Katz
  Senior Vice President   None
 
       
Ivy B. McLemore
  Senior Vice President   None
 
       
Lyman Missimer, III
  Senior Vice President   Assistant Vice President
 
       
David J. Nardecchia
  Senior Vice President   None
 
       
Margaret A. Vinson
  Senior Vice President   None
 
       
Gary K. Wendler
  Director & Senior Vice President   None

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Name and Principal   Position and Offices with   Positions and Offices
Business Address*   Underwriter   with Registrant
John M. Zerr
  Director, Senior Vice President & Secretary   Senior Vice President, Chief Legal Officer and Secretary
 
       
David A. Hartley
  Treasurer & Chief Financial Officer   None
 
       
Lisa O. Brinkley
  Chief Compliance Officer   Vice President
 
       
Lance A. Rejsek
  Anti-Money Laundering Compliance Officer   Anti-Money Laundering Compliance Officer
 
*   11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173
(c)   Not applicable.

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Item 33.   Location of Accounts and Records
Invesco Advisers, Inc., 1555 Peachtree Street, N.E., Atlanta, GA 30309, maintains physical possession of each such account, book or other document of the Registrant at the Registrant’s principal executive offices, 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173, except for those relating to certain transactions in portfolio securities that are maintained by the Registrant’s Custodian, State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts, 02110-2801 and the Registrant’s Transfer Agent and Dividend Paying Agent, Invesco Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739.
Records may also be maintained at the offices of:
Invesco Asset Management Deutschland GmbH
An der Welle 5
1st Floor
Frankfurt, Germany 60322
Invesco Asset Management Ltd.
30 Finsbury Square
London, United Kingdom
EC2A 1AG
Invesco Asset Management (Japan) Limited
25 th Floor, Shiroyama Trust Tower
3-1, Toranoman 4-chome, Minato-Ku
Tokyo, Japan 105-6025
Invesco Australia Limited
333 Collins Street, Level 26
Melbourne Vic 3000, Australia
Invesco Hong Kong Limited
32 nd Floor
Three Pacific Place
1 Queen’s Road East
Hong Kong
Invesco Senior Secured Management, Inc.
1166 Avenue of the Americas
New York, NY 10036
Invesco Trimark Ltd.
5140 Yonge Street, Suite 900
Toronto, Ontario
Canada M2N 6X7
Item 34.   Management Services
     None.
Item 35.   Undertakings
     Not applicable.

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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 21 st day of May, 2010.
             
Registrant:   AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)    
 
           
 
  By:        /s/ Philip A. Taylor
 
Philip A. Taylor, 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/ Philip A. Taylor
  Trustee & President    
 
(Philip A. Taylor)
   (Principal Executive Officer)   May 21, 2010
 
       
/s/ Bob R. Baker*
  Trustee   May 21, 2010
 
(Bob R. Baker)
       
 
       
/s/ Frank S. Bayley*
  Trustee   May 21, 2010
 
(Frank S. Bayley)
       
 
       
/s/ James T. Bunch*
  Trustee   May 21, 2010
 
(James T. Bunch)
       
 
       
/s/ Bruce L. Crockett*
  Chair & Trustee   May 21, 2010
 
(Bruce L. Crockett)
       
 
       
/s/ Albert R. Dowden*
  Trustee   May 21, 2010
 
(Albert R. Dowden)
       
 
       
/s/ Martin L. Flanagan*
  Trustee   May 21, 2010
 
(Martin L. Flanagan)
       
 
       
/s/ Jack M. Fields*
  Trustee   May 21, 2010
 
(Jack M. Fields)
       
 
       
/s/ Carl Frischling*
  Trustee   May 21, 2010
 
(Carl Frischling)
       
 
       
/s/ Prema Mathai-Davis*
  Trustee   May 21, 2010
 
(Prema Mathai-Davis)
       
 
       
/s/ Lewis F. Pennock*
  Trustee   May 21, 2010
 
(Lewis F. Pennock)
       
 
       
/s/ Larry Soll*
  Trustee   May 21, 2010
 
(Larry Soll)
       
 
       
/s/ Raymond Stickel, Jr.*
  Trustee   May 21, 2010
 
(Raymond Stickel, Jr.)
       

 


Table of Contents

         
SIGNATURES   TITLE   DATE
 
/s/ Sheri Morris
  Vice President & Treasurer   May 21, 2010
 
       
(Sheri Morris)
  (Principal Financial and
Accounting Officer)
   
         
*By
  /s/ Philip A. Taylor
 
Philip A. Taylor
   
 
  Attorney-in-Fact    
 
*   Philip A. Taylor, pursuant to powers of attorney filed in Registrant’s Post-Effective Amendment No. 55 on February 5, 2010.

 


Table of Contents

INDEX
     
Exhibit    
Number   Description
a(1)(g)
  Amendment No. 6, dated February 12, 2010, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005.
 
   
a(1)(h)
  Amendment 7, dated February 26, 2010, to Amended and Restated Agreement and Declaration of Trust of Registrant, adopted effective September 14, 2005.
 
   
b(1)(e)
  Amendment No. 4, dated April 30, 2010, to the Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005.
 
   
d(1)(e)
  Amendment No. 4, dated February 12, 2010, to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc.
 
   
d(1)(f)
  Amendment No. 5, dated April 30, 2010, to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc.
 
   
d(2)(c)
  Amendment No. 2, dated February 12, 2010, to Master Intergroup Sub-Advisory Contract for Mutual Funds, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd.
 
   
d(2)(d)
  Amendment No. 3, dated April 30, 2010, to Master Intergroup Sub-Advisory Contract for Mutual Funds, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd.
 
   
e(1)(q)
  Amendment No. 16, dated September 25, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc.
 
   
e(1)(r)
  Amendment No. 17, dated November 4, 2009, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc.
 
   
e(1)(s)
  Amendment No. 18, dated February 1, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B shares) and Invesco Aim Distributors, Inc.
 
   
e(1)(t)
  Amendment No. 19, dated February 12, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc.
 
   
e(1)(u)
  Amendment No. 20, dated February 12, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Aim Distributors, Inc.

 


Table of Contents

     
Exhibit    
Number   Description
e(1)(v)
  Amendment No. 21, dated April 30, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all Classes of Shares except Class B and B5 shares) and Invesco Distributors, Inc., formerly Invesco Aim Distributors, Inc.
 
   
e(2)(k)
  Amendment No.10, dated November 4, 2009, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Aim Distributors, Inc.
 
   
e(2)(l)
  Amendment 11, dated February 12, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Aim Distributors, Inc.
 
   
e(2)(m)
  Amendment 12, dated February 12, 2010, to the First Restated Master Distribution Agreement mad as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Aim Distributors, Inc.
 
   
e(2)(n)
  Amendment 13, dated April 30, 2010, to the First Restated Master Distribution Agreement made as of August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (Class B and B5 shares) and Invesco Distributors, Inc., formerly Invesco Distributors, Inc.
 
   
h(2)(c)
  Amendment No. 2, dated February 12, 2010, to the Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Advisers, Inc.
 
   
h(2)(d)
  Amendment No. 3, dated April 30, 2010, to the Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Advisers, Inc.
 
   
h(3)
  Fifth Amended and Restated Memorandum of Agreement regarding securities lending, dated February 12, 2010, between Registrant, with respect to all Funds, and Invesco Advisers, Inc.
 
   
h(4)
  Memorandum of Agreement regarding advisory fee waivers, dated as of February 12, 2010, between Registrant and Invesco Advisers, Inc.
 
   
h(5)
  Memorandum of Agreement regarding expense limitations, dated as of April 30, 2010, between Registrant and Invesco Advisers, Inc.
 
   
j
  Consent of Stradley Ronon Stevens & Young, LLP.
 
   
m(1)(c)
  Amendment No. 2, dated April 30, 2010, to the First Restated Master Distribution Plan (Reimbursement)(Investor Class), effective July 1, 2004, as subsequently amended, with respect to Invesco Technology Fund.
 
   
m(2)(d)
  Amendment No. 3, dated April 30, 2010, to the First Restated Master Distribution Plan (Compensation)(Investor Class shares), with respect to Invesco Energy Fund, Invesco Financial Services Fund, Invesco Gold & Precious Metals Fund, Invesco Leisure Fund and Invesco Utilities Fund.

 


Table of Contents

     
Exhibit    
Number   Description
m(3)(l)
  Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution Plan (Class A shares) , effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(3)(m)
  Amendment No. 12, dated February 1, 2010, to the First Restated Master Distribution Plan (Class A shares) , effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(3)(n)
  Amendment No. 13, dated February 12, 2010, to the First Restated Master Distribution Plan (Class A shares) , effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(3)(o)
  Amendment No. 14, dated April 30, 20109 to the First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(3)(p)
  Amendment No. 15, dated May 4, 2010, to First Restated Master Distribution Plan (Class A shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(4)(a)
  Master Distribution Plan (Class A, Class B and Class C, Shares) (Reimbursement).
 
   
m(4)(b)
  Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class A, Class B and Class C Shares) (Reimbursement).
 
   
m(4)(c)
  Amendment No. 2, dated May 4, 2010, to Master Distribution Plan (Class A, Class B and Class C Shares) (Reimbursement).
 
   
m(5)(a)
  Master Distribution Plan (Class R Shares) (Reimbursement).
 
   
m(5)(b)
  Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class R Shares) (Reimbursement).
 
   
m(5)(c)
  Shareholder Service Plan (Class R Shares) (Reimbursement).
 
   
m(6)(a)
  Master Distribution Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
 
   
m(6)(b)
  Amendment No. 1, dated April 30, 2010, to Master Distribution Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
 
   
m(6)(c)
  Shareholder Service Plan (Class A, A5, B, B5, C, C5, R and R5 Shares) (Reimbursement).
 
   
m(7)(l)
  Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006.
 
   
m(7)(m)
  Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(7)(n)
  Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.

 


Table of Contents

     
Exhibit    
Number   Description
m(7)(o)
  Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class B shares) (Securitization Feature), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(8)(l)
  Amendment No. 11, dated November 4, 2009, to the First Restated Master Distribution Plan (Class C shares) , effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006.
 
   
m(8)(m)
  Amendment No. 12, dated February 12, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(8)(n)
  Amendment No. 13, dated April 30, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(8)(o)
  Amendment No. 14, dated May 4, 2010, to the First Restated Master Distribution Plan (Class C shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(9)(h)
  Amendment No. 7, dated November 4, 2009, to the First Restated Master Distribution Plan (Class R shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
m(9)(i)
  Amendment No. 8, dated April 30, 2010, to the First Restated Master Distribution Plan (Class R shares), effective as of August 18, 2003, as subsequently amended and as restated September 20, 2006.
 
   
n(1)(a)
  Seventeenth Amended and Restated Multiple Class Plan of The AIM Family of Funds ® , effective December 12, 2001, as further amended and restated February 12, 2010.
 
   
n(1)(b)
  Eighteenth Amended and Restated Multiple Class Plan of The AIM Family of Funds ® , effective December 12, 2001, as further amended and restated April 1, 2010.
 
   
p(1)
  Invesco Advisers, Inc. Code of Ethics, adopted January 1, 2010, relating to Invesco Advisers, Inc. and any of its subsidiaries.
 
   
p(2)
  Invesco Perpetual Policy on Corporate Governance, updated February 2008, relating to Invesco Asset Management Limited.
 
   
p(4)
  Invesco staff Ethics and Personal Share Dealing, dated September 2008, relating to Invesco Hong Kong Limited.
 
   
p(5)
  Invesco Ltd. Code of Conduct, revised September 2009, Invesco Trimark Ltd., Policy No. D-6 Gift and Entertainment, revised March 2008, and Policy No.D-7 Aim Trimark Personal Trading Policy, revised February 2008, together the Code of Ethics relating to Invesco Trimark Ltd.
 
   
p(7)
  Invesco Ltd. Code of Conduct, revised September 2009, relating to Invesco Australia Limited.

 

AMENDMENT NO. 6
TO AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST OF
AIM SECTOR FUNDS
          This Amendment No. 6 (the “Amendment”) to the Amended and Restated Agreement and Declaration of Trust of AIM Sector Funds (the “Trust”) amends, effective February 12, 2010, the Amended and Restated Agreement and Declaration of Trust of the Trust dated as of September 14, 2005, as amended (the “Agreement”).
          Under Section 9.7 of the Agreement, this Amendment may be executed by a duly authorized officer of the Trust.
          WHEREAS, the Trust desires to amend the Agreement to change the name of Invesco Technology Fund to Invesco Technology Sector Fund; and
          WHEREAS, the Trust desires to amend the Agreement to change the name of Van Kampen American Value Fund, Van Kampen Capital Growth Fund, Van Kampen Comstock Fund, Van Kampen Enterprise Fund, Van Kampen Mid Cap Growth Fund, Van Kampen Small Cap Value Fund, Van Kampen Technology Fund, Van Kampen Utility Fund and Van Kampen Value Opportunities Fund to Invesco Van Kampen American Value Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund, respectively;
          NOW, THEREFORE, the Agreement is hereby amended as follows:
     1. Schedule A of the Agreement is hereby amended and restated to read in its entirety as set forth on Exhibit 1 to this Amendment.
     2. All references in the Agreement to “this Agreement” shall mean the Agreement as amended by this Amendment.
     3. Except as specifically amended by this Amendment, the Agreement is hereby confirmed and remains in full force and effect.
     IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the Trust, has executed this Amendment as of February 12, 2010.
             
 
  By:
Name:
  /s/ John M. Zerr
 
John M. Zerr
   
 
  Title:   Senior Vice President    

 


 

EXHIBIT 1
“SCHEDULE A
AIM SECTOR FUNDS
PORTFOLIOS AND CLASSES THEREOF
     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
AIM Energy Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class K Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
AIM Financial Services Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class K Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
AIM Gold & Precious Metals Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
AIM Leisure Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
AIM Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
AIM Utilities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares

 


 

     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
Invesco Mid-Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Small-Mid Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Technology Sector Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Mid Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Small/Mid Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Value II Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen American Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares

 


 

     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
Invesco Van Kampen Capital Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Comstock Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Enterprise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Mid Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Utility Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Value Opportunities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares”

 

AMENDMENT NO. 7
TO AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST OF
AIM SECTOR FUNDS
          This Amendment No. 7 (the “Amendment”) to the Amended and Restated Agreement and Declaration of Trust of AIM Sector Funds (the “Trust”) amends, effective April 30, 2010, the Amended and Restated Agreement and Declaration of Trust of the Trust dated as of September 14, 2005, as amended (the “Agreement”).
          Under Section 9.7 of the Agreement, this Amendment may be executed by a duly authorized officer of the Trust.
          WHEREAS, the Trust desires to amend the Agreement to change the registrant name effective April 30, 2010, from AIM Sector Funds to AIM Sector Funds (Invesco Sector Funds); and
          WHEREAS, the Trust desires to amend the Agreement to change the following Funds’ names effective April 30, 2010:
     
CURRENT NAME
  NEW NAME
AIM Energy Fund
  Invesco Energy Fund
AIM Financial Services Fund
  Invesco Financial Services Fund
AIM Gold & Precious Metals Fund
  Invesco Gold & Precious Metals Fund
AIM Leisure Fund
  Invesco Leisure Fund
AIM Technology Fund
  Invesco Technology Fund
AIM Utilities Fund
  Invesco Utilities Fund;
          NOW, THEREFORE, the Agreement is hereby amended as follows:
     1. Any and all references to AIM Sector Funds are hereby changed to AIM Sector Funds (Invesco Sector Funds).
     2. Schedule A of the Agreement is hereby amended and restated to read in its entirety as set forth on Exhibit 1 to this Amendment.
     3. All references in the Agreement to “this Agreement” shall mean the Agreement as amended by this Amendment.
     4. Except as specifically amended by this Amendment, the Agreement is hereby confirmed and remains in full force and effect.
     IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the Trust, has executed this Amendment as of February 26, 2010.
             
 
  By:
Name:
  /s/ John M. Zerr
 
John M. Zerr
   
 
  Title:   Senior Vice President    

 


 

EXHIBIT 1
“SCHEDULE A
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
PORTFOLIOS AND CLASSES THEREOF
     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
Invesco Energy Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class K Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Financial Services Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class K Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Gold & Precious Metals Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Leisure Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Mid-Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Small-Mid Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares

 


 

     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
Invesco Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Technology Sector Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Mid Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco U.S. Small/Mid Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Utilities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
  Investor Class Shares
 
   
Invesco Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Value II Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen American Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares

 


 

     
PORTFOLIO   CLASSES OF EACH PORTFOLIO
Invesco Van Kampen Capital Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Comstock Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Enterprise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Mid Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
  Class Y Shares
 
  Institutional Class Shares
 
   
Invesco Van Kampen Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Utility Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares
 
   
Invesco Van Kampen Value Opportunities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class Y Shares”

 

AMENDMENT NO. 4 TO
AMENDED AND RESTATED BYLAWS
OF AIM SECTOR FUNDS
Adopted effective April 30, 2010
The Amended and Restated Bylaws of AIM Sector Funds (the “Trust”), adopted effective September 14, 2005, (the “Bylaws”), are hereby amended as follows:
  1.   AIM Sector Funds is now named AIM Sector Funds (Invesco Sector Funds).
 
  2.   All references to AIM Sector Funds in the Bylaws are hereby deleted and replaced with AIM Sector Funds (Invesco Sector Funds).

 

AMENDMENT NO. 4
TO
MASTER INVESTMENT ADVISORY AGREEMENT
     This Amendment dated as of February 12, 2010, amends the Master Investment Advisory Agreement (the “Agreement”), dated November 25, 2003, between AIM Sector Funds, a Delaware statutory trust, and Invesco Advisers, Inc., a Delaware corporation.
W I T N E S S E T H:
     WHEREAS, the parties desire to amend the Agreement to add the following series portfolios - Invesco Mid-Cap Value Fund, Invesco Small-Mid Special Value Fund, Invesco Special Value Fund, Invesco Technology Sector Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund;
     NOW, THEREFORE, the parties agree as follows;
  1.   Appendix A and Appendix B to the Agreement are hereby deleted in their entirety and replaced with the following:
“APPENDIX A
FUNDS AND EFFECTIVE DATES
     
Name of Fund   Effective Date of Advisory Agreement
AIM Energy Fund
  November 25, 2003
 
AIM Financial Services Fund
  November 25, 2003
 
AIM Gold & Precious Metals Fund
  November 25, 2003
 
AIM Leisure Fund
  November 25, 2003
 
AIM Technology Fund
  November 25, 2003
 
AIM Utilities Fund
  November 25, 2003
 
Invesco Mid-Cap Value Fund
  February 12, 2010
 
Invesco Small-Mid Special Value Fund
  February 12, 2010
 
Invesco Special Value Fund
  February 12, 2010
 
Invesco Technology Sector Fund
  February 12, 2010

 


 

     
Name of Fund   Effective Date of Advisory Agreement
Invesco U.S. Mid Cap Value Fund
  February 12, 2010
 
Invesco U.S. Small Cap Value Fund
  February 12, 2010
 
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010
 
Invesco Value Fund
  February 12, 2010
 
Invesco Value II Fund
  February 12, 2010
 
Invesco Van Kampen American Value Fund
  February 12, 2010
 
Invesco Van Kampen Capital Growth Fund
  February 12, 2010
 
Invesco Van Kampen Comstock Fund
  February 12, 2010
 
Invesco Van Kampen Enterprise Fund
  February 12, 2010
 
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010
 
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010
 
Invesco Van Kampen Technology Fund
  February 12, 2010
 
Invesco Van Kampen Utility Fund
  February 12, 2010
 
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010

2


 

APPENDIX B
COMPENSATION TO THE ADVISOR
     The Trust shall pay the Adviser, out of the assets of a Fund, as full compensation for all services rendered, an advisory fee for such Fund set forth below. Such fee shall be calculated by applying the following annual rates to the average daily net assets of such Fund for the calendar year computed in the manner used for the determination of the net asset value of shares of such Fund.
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
         
Net Assets   Annual Rate
First $350 million
    0.75 %
Next $350 million
    0.65 %
Next $1.3 billion
    0.55 %
Next $2 billion
    0.45 %
Next $2 billion
    0.40 %
Next $2 billion
    0.375 %
Over $8 billion
    0.35 %
Invesco Mid-Cap Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.72 %
Over $1 billion
    0.65 %
Invesco Small-Mid Special Value Fund
Invesco U.S. Small/Mid Cap Value Fund
         
Net Assets   Annual Rate
All Assets
    0.67 %
Invesco Special Value Fund
Invesco U.S. Small Cap Value Fund
Invesco Van Kampen Small Cap Value Fund
         
Net Assets   Annual Rate
First $500 million
    0.67 %
Next $500 million
    0.645 %
Over $1 billion
    0.62 %

3


 

Invesco Technology Sector Fund
         
Net Assets   Annual Rate
First $500 million
    0.67 %
Next $2.5 billion
    0.645 %
Over $3 billion
    0.62 %
Invesco U.S. Mid Cap Value Fund
Invesco Van Kampen American Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.72 %
Over $1 billion
    0.65 %
Invesco Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.42 %
Next $1 billion
    0.37 %
Next $1 billion
    0.32 %
Over $3 billion
    0.27 %
Invesco Value II Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
         
Net Assets   Annual Rate
First $1 billion
    0.50 %
Next $1 billion
    0.45 %
Next $1 billion
    0.40 %
Over $3 billion
    0.35 %
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Value Opportunities Fund
         
Net Assets   Annual Rate
First $500 million
    0.75 %
Next $500 million
    0.70 %
Over $1 billion
    0.65 %

4


 

Invesco Van Kampen Technology Fund
         
Net Assets   Annual Rate
First $500 million
    0.90 %
Next $500 million
    0.85 %
Over $1 billion
    0.80 %
Invesco Van Kampen Utility Fund
         
Net Assets   Annual Rate
First $500 million
    0.65 %
Next $500 million
    0.60 %
Over $1 billion
    0.55 %”
  2.   In all other respects, the Agreement is hereby confirmed and remains in full force and effect.

5


 

     IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective officers on the date first written above.
                 
        AIM SECTOR FUNDS    
 
               
Attest:
  /s/ Melanie Ringold
 
Assistant Secretary
  By:   /s/ John M. Zerr
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               
 
               
        INVESCO ADVISERS, INC.    
 
               
Attest:
  /s/ Melanie Ringold   By:   /s/ John M. Zerr    
 
               
 
  Assistant Secretary       John M. Zerr    
 
          Senior Vice President    
 
               
(SEAL)
               

6

AMENDMENT NO. 5
TO
MASTER INVESTMENT ADVISORY AGREEMENT
     This Amendment dated as of April 30, 2010, amends the Master Investment Advisory Agreement (the “Agreement”), dated November 25, 2003, between AIM Sector Funds, a Delaware statutory trust, and Invesco Advisers, Inc., a Delaware corporation.
W I T N E S S E T H:
     WHEREAS, AIM Sector Funds is now named AIM Sector Funds (Invesco Sector Funds); and
     WHEREAS, the following Funds have been renamed:
     
CURRENT NAME
  NEW NAME
AIM Energy Fund
  Invesco Energy Fund
AIM Financial Services Fund
  Invesco Financial Services Fund
AIM Gold & Precious Metals Fund
  Invesco Gold & Precious Metals Fund
AIM Leisure Fund
  Invesco Leisure Fund
AIM Technology Fund
  Invesco Technology Fund
AIM Utilities Fund
  Invesco Utilities Fund;
     NOW, THEREFORE, the parties agree that;
  1.   All references to AIM Sector Funds in the Agreement are hereby deleted and replaced with AIM Sector Funds (Invesco Sector Funds).
 
  2.   Appendix A and Appendix B to the Agreement are hereby deleted in their entirety and replaced with the following:
“APPENDIX A
FUNDS AND EFFECTIVE DATES
     
Name of Fund   Effective Date of Advisory Agreement
Invesco Energy Fund
  November 25, 2003
 
Invesco Financial Services Fund
  November 25, 2003
 
Invesco Gold & Precious Metals Fund
  November 25, 2003
 
Invesco Leisure Fund
  November 25, 2003
 
Invesco Technology Fund
  November 25, 2003
 
Invesco Utilities Fund
  November 25, 2003

 


 

     
Name of Fund   Effective Date of Advisory Agreement
Invesco Mid-Cap Value Fund
  February 12, 2010
 
Invesco Small-Mid Special Value Fund
  February 12, 2010
 
Invesco Special Value Fund
  February 12, 2010
 
Invesco Technology Sector Fund
  February 12, 2010
 
Invesco U.S. Mid Cap Value Fund
  February 12, 2010
 
Invesco U.S. Small Cap Value Fund
  February 12, 2010
 
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010
 
Invesco Value Fund
  February 12, 2010
 
Invesco Value II Fund
  February 12, 2010
 
Invesco Van Kampen American Value Fund
  February 12, 2010
 
Invesco Van Kampen Capital Growth Fund
  February 12, 2010
 
Invesco Van Kampen Comstock Fund
  February 12, 2010
 
Invesco Van Kampen Enterprise Fund
  February 12, 2010
 
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010
 
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010
 
Invesco Van Kampen Technology Fund
  February 12, 2010
 
Invesco Van Kampen Utility Fund
  February 12, 2010
 
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010

2


 

APPENDIX B
COMPENSATION TO THE ADVISOR
     The Trust shall pay the Adviser, out of the assets of a Fund, as full compensation for all services rendered, an advisory fee for such Fund set forth below. Such fee shall be calculated by applying the following annual rates to the average daily net assets of such Fund for the calendar year computed in the manner used for the determination of the net asset value of shares of such Fund.
Invesco Energy Fund
Invesco Financial Services Fund
Invesco Gold & Precious Metals Fund
Invesco Leisure Fund
Invesco Technology Fund
Invesco Utilities Fund
         
Net Assets   Annual Rate
First $350 million
    0.75 %
Next $350 million
    0.65 %
Next $1.3 billion
    0.55 %
Next $2 billion
    0.45 %
Next $2 billion
    0.40 %
Next $2 billion
    0.375 %
Over $8 billion
    0.35 %
Invesco Mid-Cap Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.72 %
Over $1 billion
    0.65 %
Invesco Small-Mid Special Value Fund
Invesco U.S. Small/Mid Cap Value Fund
         
Net Assets   Annual Rate
All Assets
    0.67 %
Invesco Special Value Fund
Invesco U.S. Small Cap Value Fund
Invesco Van Kampen Small Cap Value Fund
         
Net Assets   Annual Rate
First $500 million
    0.67 %
Next $500 million
    0.645 %
Over $1 billion
    0.62 %

3


 

Invesco Technology Sector Fund
         
Net Assets   Annual Rate
First $500 million
    0.67 %
Next $2.5 billion
    0.645 %
Over $3 billion
    0.62 %
Invesco U.S. Mid Cap Value Fund
Invesco Van Kampen American Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.72 %
Over $1 billion
    0.65 %
Invesco Value Fund
         
Net Assets   Annual Rate
First $1 billion
    0.42 %
Next $1 billion
    0.37 %
Next $1 billion
    0.32 %
Over $3 billion
    0.27 %
Invesco Value II Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
         
Net Assets   Annual Rate
First $1 billion
    0.50 %
Next $1 billion
    0.45 %
Next $1 billion
    0.40 %
Over $3 billion
    0.35 %
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Value Opportunities Fund
         
Net Assets   Annual Rate
First $500 million
    0.75 %
Next $500 million
    0.70 %
Over $1 billion
    0.65 %

4


 

Invesco Van Kampen Technology Fund
         
Net Assets   Annual Rate
First $500 million
    0.90 %
Next $500 million
    0.85 %
Over $1 billion
    0.80 %
Invesco Van Kampen Utility Fund
         
Net Assets   Annual Rate
First $500 million
    0.65 %
Next $500 million
    0.60 %
Over $1 billion
    0.55 %”
  2.   In all other respects, the Agreement is hereby confirmed and remains in full force and effect.
 
  3.  
     IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective officers on the date first written above.
                 
        AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS)
   
 
               
Attest:
  /s/ Stephen R. Rimes
 
Assistant Secretary
  By:   /s/ John M. Zerr
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               
 
               
        INVESCO ADVISERS, INC.    
 
               
Attest:
  /s/ Stephen R. Rimes   By:   /s/ John M. Zerr    
 
               
 
  Assistant Secretary       John M. Zerr    
 
          Senior Vice President    
 
               
(SEAL)
               

5

AMENDMENT NO. 2
TO
MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
     This Amendment dated as of February 12, 2010, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated May 1, 2008, between Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc. (the “Adviser”), on behalf of AIM Sector Funds, and each of Invesco Trimark Ltd., formerly AIM Funds Management Inc., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).
W I T N E S S E T H:
     WHEREAS, the parties desire to amend the Contract to add the following series portfolios: Invesco Mid-Cap Value Fund, Invesco Small-Mid Special Value Fund, Invesco Special Value Fund, Invesco Technology Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund;
     NOW, THEREFORE, the parties agree as follows;
  1.   Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following:
“EXHIBIT A
Funds
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
Invesco Mid-Cap Value Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund
Invesco Technology Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund
Invesco U.S. Small/Mid Cap Value Fund
Invesco Value Fund
Invesco Value II Fund

 


 

Invesco Van Kampen American Value Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund”
  2.   All other terms and provisions of the Contract not amended shall remain in full force and effect.

2


 

          IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their officers designated as of the day and year first above written.
             
 
           
    INVESCO ADVISERS, INC.    
 
           
    Adviser    
 
           
 
  By:
Name:
  /s/ John M. Zerr
 
John M. Zerr
   
 
  Title:   Senior Vice President    

3


 

             
    INVESCO TRIMARK LTD.    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Julianna Ahn    
 
           
 
  Name:   Julianna Ahn    
 
  Title:   Assistant Secretary    
 
           
 
  By:   /s/ Theo Heldman    
 
           
 
  Name:   Theo Heldman    
 
  Title:   Vice President, Fund Accounting & CFO  

4


 

             
 
           
    INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH    
 
           
    Sub-Adviser    
 
           
 
  By:
Name:
  /s/ Karl Georg Bayer
 
Karl Georg Bayer
   
 
  Title:   Managing Director    
 
           
 
  By:   /s/ Jens Langewand    
 
           
 
  Name:   Jens Langewand    
 
  Title:   Managing Director    

5


 

             
    INVESCO ASSET MANAGEMENT LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Michelle Moran    
 
           
 
  Name:   Michelle Moran    
 
  Title:   Head of Legal for UK & Ireland    

6


 

             
    INVESCO ASSET MANAGEMENT (JAPAN) LTD.    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Masakaze Hasegawa    
 
           
 
  Name:   Masakaze Hasegawa    
 
  Title:   Managing Director    

7


 

             
    INVESCO AUSTRALIA LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Mark Yesberg    
 
           
 
  Name:   Mark Yesberg    
 
  Title:   Head of Product & Management    
 
           
 
  By:   /s/ Ian Coltman    
 
           
 
  Name:   Ian Coltman    
 
  Title:   Head of Legal    

8


 

             
    INVESCO HONG KONG LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Anna Tong    
 
           
 
  Name:   Anna Tong    
 
  Title:   Director    
 
           
 
  By:   /s/ Gracie Liu    
 
           
 
  Name:   Gracie Liu    
 
  Title:   Director    

9


 

             
    INVESCO SENIOR SECURED MANAGEMENT, INC.    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Jeffrey Kupor    
 
           
 
  Name:   Jeffrey Kuper    
 
  Title:   Secretary & General Counsel    

10

AMENDMENT NO. 3
TO
MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
     This Amendment dated as of April 30, 2010, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated May 1, 2008, between Invesco Advisers, Inc., (the “Adviser”), on behalf of AIM Sector Funds, and each of Invesco Trimark Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).
W I T N E S S E T H:
     WHEREAS, AIM Sector Funds is now named AIM Sector Funds (Invesco Sector Funds); and
     WHEREAS, the following Funds have been renamed:
     
CURRENT NAME
  NEW NAME
AIM Energy Fund
  Invesco Energy Fund
AIM Financial Services Fund
  Invesco Financial Services Fund
AIM Gold & Precious Metals Fund
  Invesco Gold & Precious Metals Fund
AIM Leisure Fund
  Invesco Leisure Fund
AIM Technology Fund
  Invesco Technology Fund
AIM Utilities Fund
  Invesco Utilities Fund;
     NOW, THEREFORE, the parties agree that;
  1.   All references to AIM Sector Funds in the Contract are deleted and replaced with AIM Sector Funds (Invesco Sector Funds).
 
  2.   Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following:
“EXHIBIT A
Funds
Invesco Energy Fund
Invesco Financial Services Fund
Invesco Gold & Precious Metals Fund
Invesco Leisure Fund
Invesco Technology Fund
Invesco Utilities Fund
Invesco Mid-Cap Value Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund

 


 

Invesco Technology Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund
Invesco U.S. Small/Mid Cap Value Fund
Invesco Value Fund
Invesco Value II Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund”
  2.   All other terms and provisions of the Contract not amended shall remain in full force and effect.

2


 

          IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their officers designated as of the day and year first above written.
             
 
           
    INVESCO ADVISERS, INC.    
 
           
    Adviser    
 
           
 
  By:
Name:
  /s/ John M. Zerr
 
John M. Zerr
   
 
  Title:   Senior Vice President    

3


 

             
    INVESCO TRIMARK LTD.    
 
           
    Sub-Adviser    
 
  By:   /s/ Eric Adelson    
 
           
 
  Name:   Eric Adelson    
 
  Title:   Senior Vice President, Legal & Secretary    
 
           
 
  By:   /s/ Wayne Bolton    
 
           
 
  Name:   Wayne Bolton    
 
  Title:   Vice President, Compliance & Chief Compliance Oficer    

4


 

             
    INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Karl Georg Bayer    
 
           
 
  Name:   Karl Georg Bayer    
 
  Title:   Managing Director    
 
           
 
  By:   /s/ Jens Langewand    
 
           
 
  Name:   Jens Langewand    
 
  Title:   Managing Director    

5


 

             
    INVESCO ASSET MANAGEMENT LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Michelle Moran    
 
           
 
  Name:   Michelle Moran    
 
  Title:   Head of Legal for UK & Ireland    

6


 

             
    INVESCO ASSET MANAGEMENT (JAPAN) LTD.    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Masakaze Hasegawa    
 
           
 
  Name:   Masakaze Hasegawa    
 
  Title:   Managing Director    

7


 

             
    INVESCO AUSTRALIA LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Robert Ares    
 
           
 
  Name:   Robert Ares    
 
  Title:   Director    
 
           
 
  By:   /s/ Ian Coltman    
 
           
 
  Name:   Ian Coltman    
 
  Title:   Head of Legal    

8


 

             
    INVESCO HONG KONG LIMITED    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Anna Tong    
 
           
 
  Name:   Anna Tong    
 
  Title:   Director    
 
           
 
  By:   /s/ Gracie Liu    
 
           
 
  Name:   Gracie Liu    
 
  Title:   Director    

9


 

             
    INVESCO SENIOR SECURED MANAGEMENT, INC.    
 
           
    Sub-Adviser    
 
           
 
  By:   /s/ Jeffrey Kupor    
 
           
 
  Name:   Jeffrey Kuper    
 
  Title:   Secretary & General Counsel    

10

AMENDMENT NO. 16
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to reflect the addition of Class S shares to AIM Charter Fund, AIM Summit Fund, AIM Conservative Allocation Fund, AIM Growth Allocation Fund and AIM Moderate Allocation Fund;
     Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
" SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B Shares)
     
AIM COUNSELOR SERIES TRUST
   
AIM Core Plus Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Floating Rate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Multi-Sector Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Select Real Estate Income Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class


 

     
AIM Structured Core Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Structured Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM EQUITY FUNDS
   
AIM Capital Development Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Charter Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Constellation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Disciplined Equity Fund –
  Class Y
 
   
AIM Diversified Dividend Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

2


 

     
AIM Large Cap Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Summit Fund –
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM FUNDS GROUP
   
AIM Basic Balanced Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM European Small Company Fund –
  Class A
 
  Class C
 
  Class Y
 
   
AIM Global Core Equity Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Small Company Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

3


 

     
AIM Select Equity Fund –
  Class A
 
  Class C
 
  Class Y
 
   
AIM Small Cap Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM GROWTH SERIES
   
AIM Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Conservative Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Global Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Growth Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Income Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Independence Now Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

4


 

     
AIM Independence 2010 Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Independence 2020 Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Independence 2030 Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Independence 2040 Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Independence 2050 Fund–
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM International Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Core Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class

5


 

     
AIM Moderate Growth Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderately Conservative Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Small Cap Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM INTERNATIONAL MUTUAL FUNDS
   
AIM Asia Pacific Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
   
AIM European Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Global Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Small & Mid Cap Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Core Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

6


 

     
AIM International Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT FUNDS
   
AIM Balanced-Risk Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM China Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Developing Markets Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Health Care Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM International Total Return Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Japan Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM LIBOR Alpha Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Endeavor Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

7


 

     
AIM Trimark Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Small Companies Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT SECURITIES FUNDS
   
AIM Core Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Dynamics Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Global Real Estate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM High Yield Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Income Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Limited Maturity Treasury Fund –
  Class A
 
  Class A3
 
  Class Y
 
  Institutional Class

8


 

     
AIM Money Market Fund –
  AIM Cash Reserve Shares
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Municipal Bond Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Real Estate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Short Term Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM U.S. Government Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM SECTOR FUNDS
   
AIM Energy Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Financial Services Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Gold & Precious Metals Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

9


 

     
AIM Leisure Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Technology Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Utilities Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM TAX-EXEMPT FUNDS
   
AIM High Income Municipal Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Tax-Exempt Cash Fund –
  Class A
 
  Class Y
 
  Investor Class
 
   
AIM Tax-Free Intermediate Fund –
  Class A
 
  Class A3
 
  Class Y
 
  Institutional Class
 
   
AIM TREASURER’S SERIES TRUST
   
Premier Portfolio –
  Investor Class
 
   
Premier Tax-Exempt Portfolio –
  Investor Class
 
   
Premier U.S. Government Money Portfolio –
  Investor Class”

10


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: September 25, 2009
         
    AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each Portfolio
listed on Schedule A
 
       
 
  By:   /s/ John M. Zerr
 
       
 
          John M. Zerr
 
          Senior Vice President
 
       
    AIM TREASURER’S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
 
       
 
  By:   /s/ John M. Zerr
 
       
 
          John M. Zerr
 
          Senior Vice President
 
       
    INVESCO AIM DISTRIBUTORS, INC.
 
       
 
  By:   /s/ John S. Cooper
 
       
 
          John S. Cooper
 
          President

11

AMENDMENT NO. 17
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to reflect the name change of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
     Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B Shares)
     
AIM COUNSELOR SERIES TRUST
   
AIM Core Plus Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Floating Rate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Multi-Sector Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

 


 

     
AIM Select Real Estate Income Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Core Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Structured Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM EQUITY FUNDS
   
AIM Capital Development Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Charter Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Constellation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Disciplined Equity Fund —
  Class Y

2


 

     
AIM Diversified Dividend Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Summit Fund —
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM FUNDS GROUP
   
AIM Basic Balanced Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM European Small Company Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM Global Core Equity Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Small Company Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

3


 

     
AIM Mid Cap Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Select Equity Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM Small Cap Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM GROWTH SERIES
   
AIM Balanced-Risk Retirement Now Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2010 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2020 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2030 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2040 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

4


 

     
AIM Balanced-Risk Retirement 2050 Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Conservative Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Global Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Growth Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Income Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM International Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Core Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

5


 

     
AIM Moderate Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Growth Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderately Conservative Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Small Cap Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
     
AIM INTERNATIONAL MUTUAL FUNDS
   
AIM Asia Pacific Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM European Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Global Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Small & Mid Cap Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

6


 

     
AIM International Core Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
     
AIM International Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
     
AIM INVESTMENT FUNDS
   
AIM Balanced-Risk Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM China Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Developing Markets Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Health Care Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM International Total Return Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Japan Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM LIBOR Alpha Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

7


 

     
AIM Trimark Endeavor Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Small Companies Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
     
AIM INVESTMENT SECURITIES FUNDS
   
AIM Core Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Dynamics Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Global Real Estate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM High Yield Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Income Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

8


 

     
AIM Limited Maturity Treasury Fund —
  Class A
 
  Class A3
 
  Class Y
 
  Institutional Class
 
   
AIM Money Market Fund —
  AIM Cash Reserve Shares
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Municipal Bond Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Real Estate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Short Term Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM U.S. Government Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
     
AIM SECTOR FUNDS
   
AIM Energy Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Financial Services Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

9


 

     
AIM Gold & Precious Metals Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Leisure Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Technology Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Utilities Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM TAX-EXEMPT FUNDS
   
AIM High Income Municipal Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Tax-Exempt Cash Fund —
  Class A
 
  Class Y
 
  Investor Class
 
   
AIM Tax-Free Intermediate Fund —
  Class A
 
  Class A3
 
  Class Y
 
  Institutional Class
 
   
AIM TREASURER’S SERIES TRUST
   
Premier Portfolio —
  Investor Class
 
   
Premier Tax-Exempt Portfolio —
  Investor Class
 
   
Premier U.S. Government Money Portfolio —
  Investor Class”

10


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: November 4, 2009
         
  AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M. Zerr    
    John M. Zerr   
    Senior Vice President   
         
  AIM TREASURER’S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M. Zerr    
    John M. Zerr   
    Senior Vice President   
         
  INVESCO AIM DISTRIBUTORS, INC.
 
 
  By:   /s/ John S. Cooper    
    John S. Cooper   
    President   
 

11

AMENDMENT NO. 18
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to redesignate the Class A Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund as Class A2 Shares and redesignate Class A3 Shares as Class A Shares;
     NOW, THEREFORE, that with respect to Limited Maturity Treasury Fund and Tax-Free Intermediate Fund, all references to Class A3 Shares are deleted from the Agreement, all Shares designated as Class A3 Shares immediately prior to this amendment shall be redesignated as Class A Shares and all Class A Shares immediately prior to this amendment shall be redesignated as Class A2 Shares; and
     NOW, THEREFORE, Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B Shares)
     
AIM COUNSELOR SERIES TRUST
   
AIM Core Plus Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Floating Rate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Multi-Sector Fund —
  Class A
 
  Class C
 
  Class Y

 


 

     
 
  Institutional Class
 
   
AIM Select Real Estate Income Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Core Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Structured Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM EQUITY FUNDS
   
AIM Capital Development Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Charter Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Constellation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Disciplined Equity Fund —
  Class Y

2


 

     
AIM Diversified Dividend Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Summit Fund —
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM FUNDS GROUP
   
AIM Basic Balanced Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM European Small Company Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM Global Core Equity Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Small Company Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

3


 

     
AIM Mid Cap Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Select Equity Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM Small Cap Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM GROWTH SERIES
   
AIM Balanced-Risk Retirement Now Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2010 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2020 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2030 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2040 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

4


 

     
AIM Balanced-Risk Retirement 2050 Fund—
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Basic Value Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Conservative Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Global Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Growth Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Income Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM International Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Core Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

5


 

     
AIM Moderate Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Growth Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderately Conservative Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Small Cap Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM INTERNATIONAL MUTUAL FUNDS
   
AIM Asia Pacific Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
   
AIM European Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Global Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Small & Mid Cap Growth Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

6


 

     
AIM International Core Equity Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM International Growth Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT FUNDS
   
AIM Balanced-Risk Allocation Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM China Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Developing Markets Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Health Care Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM International Total Return Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Japan Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM LIBOR Alpha Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

7


 

     
AIM Trimark Endeavor Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Small Companies Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT SECURITIES FUNDS
   
AIM Core Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Dynamics Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Global Real Estate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM High Yield Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Income Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

8


 

     
AIM Limited Maturity Treasury Fund —
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
AIM Money Market Fund —
  AIM Cash Reserve Shares
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Municipal Bond Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Real Estate Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Short Term Bond Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM U.S. Government Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM SECTOR FUNDS
   
AIM Energy Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Financial Services Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

9


 

     
AIM Gold & Precious Metals Fund —
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Leisure Fund —
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Technology Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Utilities Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM TAX-EXEMPT FUNDS
   
AIM High Income Municipal Fund —
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Tax-Exempt Cash Fund —
  Class A
 
  Class Y
 
  Investor Class
 
   
AIM Tax-Free Intermediate Fund —
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
AIM TREASURER’S SERIES TRUST
   
Premier Portfolio —
  Investor Class
Premier Tax-Exempt Portfolio —
  Investor Class
Premier U.S. Government Money Portfolio —
  Investor Class”

10


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: February 1, 2010
         
  AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
AIM TREASURER’S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M. Zerr    
    John M. Zerr   
    Senior Vice President   
 
         
  INVESCO AIM DISTRIBUTORS, INC.
 
 
  By:   /s/ John S. Cooper    
    John S. Cooper   
    President   

11

AMENDMENT NO. 19
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B and Class B5 Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B and Class B5 Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to:
(1)   reflect the addition of Class A5, Class C5 and Class R5 Shares to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund; and
(2)   reflect the addition of Class A5 and Class C5 Shares to AIM Money Market Fund.
     Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B and Class B5 Shares)
     
AIM COUNSELOR SERIES TRUST
   
 
   
AIM Core Plus Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Floating Rate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Multi-Sector Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

 


 

     
AIM Select Real Estate Income Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Core Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Structured Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM EQUITY FUNDS
   
AIM Capital Development Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Charter Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Constellation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Disciplined Equity Fund -
  Class Y

2


 

     
AIM Diversified Dividend Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Summit Fund -
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM FUNDS GROUP
   
AIM Basic Balanced Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM European Small Company Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM Global Core Equity Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Small Company Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

3


 

     
AIM Mid Cap Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Select Equity Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM Small Cap Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM GROWTH SERIES
   
AIM Balanced-Risk Retirement Now Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2010 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2020 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class

4


 

     
AIM Balanced-Risk Retirement 2030 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2040 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2050 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Conservative Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Global Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

5


 

     
AIM Growth Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Income Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM International Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Core Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Growth Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderately Conservative Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Small Cap Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

6


 

     
AIM INTERNATIONAL MUTUAL FUNDS
   
AIM Asia Pacific Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM European Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Global Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Small & Mid Cap Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Core Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM International Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT FUNDS
   
AIM Balanced-Risk Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM China Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

7


 

     
AIM Developing Markets Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Health Care Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM International Total Return Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Japan Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM LIBOR Alpha Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Endeavor Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Small Companies Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM INVESTMENT SECURITIES FUNDS
   
AIM Core Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

8


 

     
AIM Dynamics Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Global Real Estate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM High Yield Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Income Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Limited Maturity Treasury Fund -
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
AIM Money Market Fund -
  AIM Cash Reserve Shares
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Municipal Bond Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

9


 

     
AIM Real Estate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Short Term Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM U.S. Government Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM SECTOR FUNDS
   
AIM Energy Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Financial Services Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Gold & Precious Metals Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Leisure Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Technology Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class

10


 

     
AIM Utilities Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM TAX-EXEMPT FUNDS
   
AIM High Income Municipal Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Tax-Exempt Cash Fund -
  Class A
 
  Class Y
 
  Investor Class
 
   
AIM Tax-Free Intermediate Fund -
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
AIM TREASURER’S SERIES TRUST
   
Premier Portfolio -
  Investor Class
 
   
Premier Tax-Exempt Portfolio -
  Investor Class
 
   
Premier U.S. Government Money Portfolio -
  Investor Class”

11


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: February 12, 2010
         
  AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
AIM TREASURER’S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M .Zerr    
    John M. Zerr   
    Senior Vice President   
 
  INVESCO AIM DISTRIBUTORS, INC.
 
 
  By:   /s/ John S. Cooper    
    John S. Cooper   
    President   
 

12

AMENDMENT NO. 20
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B and Class B5 Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B and Class B5 Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to add the following series portfolios: Invesco Alternative Opportunities Fund, Invesco Balanced Fund, Invesco California Tax-Free Income Fund, Invesco Commodities Strategy Fund, Invesco Convertible Securities Fund, Invesco Dividend Growth Securities Fund, Invesco Equally-Weighted S&P 500 Fund, Invesco Fundamental Value Fund, Invesco FX Alpha Plus Strategy Fund, Invesco FX Alpha Strategy Fund, Invesco Global Advantage Fund, Invesco Global Dividend Growth Securities Fund, Invesco Health Sciences Fund, Invesco High Yield Securities Fund, Invesco International Growth Equity Fund, Invesco Large Cap Relative Value Fund, Invesco Mid-Cap Value Fund, Invesco Municipal Fund, Invesco New York Tax-Free Income Fund, Invesco Pacific Growth Fund, Invesco S&P 500 Index Fund, Invesco Small-Mid Special Value Fund, Invesco Special Value Fund, Invesco Tax-Exempt Securities Fund, Invesco Technology Sector Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco Van Kampen American Franchise Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Asset Allocation Conservative Fund, Invesco Van Kampen Asset Allocation Growth Fund, Invesco Van Kampen Asset Allocation Moderate Fund, Invesco Van Kampen California Insured Tax Free Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Core Equity Fund, Invesco Van Kampen Core Plus Fixed Income Fund, Invesco Van Kampen Corporate Bond Fund, Invesco Van Kampen Emerging Markets Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Equity and Income Fund, Invesco Van Kampen Equity Premium Income Fund, Invesco Van Kampen Global Bond Fund, Invesco Van Kampen Global Equity Allocation Fund, Invesco Van Kampen Global Franchise Fund, Invesco Van Kampen Global Tactical Asset Allocation Fund, Invesco Van Kampen Government Securities Fund, Invesco Van Kampen Growth and Income Fund, Invesco Van Kampen Harbor Fund, Invesco Van Kampen High Yield Fund, Invesco Van Kampen High Yield Municipal Fund, Invesco Van Kampen Insured Tax Free Income Fund, Invesco Van Kampen Intermediate Term Municipal Income Fund, Invesco Van Kampen International Advantage Fund, Invesco Van Kampen International Growth Fund, Invesco Van Kampen Leaders Fund, Invesco Van Kampen Limited Duration Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Money Market Fund, Invesco Van Kampen Municipal Income Fund, Invesco Van Kampen New York Tax Free Income Fund, Invesco Van Kampen Pennsylvania Tax Free Income Fund, Invesco Van Kampen Real Estate Securities Fund, Invesco Van Kampen Small Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Tax Free Money Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen U.S. Mortgage Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund (collectively, the “Funds”).

 


 

     Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B and Class B5 Shares)
     
AIM COUNSELOR SERIES TRUST
   
AIM Core Plus Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Floating Rate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Multi-Sector Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Select Real Estate Income Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Core Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Structured Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Structured Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

2


 

     
 
   
Invesco Balanced Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco California Tax-Free Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Dividend Growth Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Equally-Weighted S&P 500 Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Fundamental Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Large Cap Relative Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco New York Tax-Free Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco S&P 500 Index Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen American Franchise Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Core Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Equity and Income Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

3


 

     
Invesco Van Kampen Equity Premium Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Growth and Income Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Money Market Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Pennsylvania Tax Free Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Small Cap Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Tax Free Money Fund -
  Class A
 
   
AIM EQUITY FUNDS
   
AIM Capital Development Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Charter Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Constellation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Disciplined Equity Fund -
  Class Y

4


 

     
AIM Diversified Dividend Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Large Cap Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Summit Fund -
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class
AIM FUNDS GROUP
   
AIM Basic Balanced Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM European Small Company Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM Global Core Equity Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

5


 

     
AIM International Small Company Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Select Equity Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM Small Cap Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM GROWTH SERIES
   
AIM Balanced-Risk Retirement Now Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2010 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2020 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class

6


 

     
AIM Balanced-Risk Retirement 2030 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2040 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Balanced-Risk Retirement 2050 Fund -
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
AIM Basic Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Conservative Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Global Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

7


 

     
AIM Growth Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Income Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM International Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Mid Cap Core Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
AIM Moderate Growth Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Moderately Conservative Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Small Cap Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

8


 

     
Invesco Convertible Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Conservative Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Moderate Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Harbor Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Leaders Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Real Estate Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen U.S. Mortgage Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
AIM INTERNATIONAL MUTUAL FUNDS
   
AIM Asia Pacific Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
   
AIM European Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class

9


 

     
AIM Global Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Small & Mid Cap Growth Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM International Core Equity Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM International Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM INVESTMENT FUNDS
   
AIM Balanced-Risk Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM China Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Developing Markets Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Global Health Care Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM International Total Return Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

10


 

     
AIM Japan Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM LIBOR Alpha Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Endeavor Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Trimark Small Companies Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Alternative Opportunities Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Commodities Strategy Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco FX Alpha Plus Strategy Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

11


 

     
Invesco FX Alpha Strategy Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Advantage Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Global Dividend Growth Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Health Sciences Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco International Growth Equity Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Pacific Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Emerging Markets Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Global Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Global Equity Allocation Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Global Franchise Fund -
  Class A
 
  Class C
 
  Class Y

12


 

     
Invesco Van Kampen Global Tactical Asset Allocation Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen International Advantage Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen International Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM INVESTMENT SECURITIES FUNDS
   
AIM Core Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM Dynamics Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Global Real Estate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM High Yield Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class

13


 

     
AIM Income Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Limited Maturity Treasury Fund -
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
AIM Money Market Fund -
  AIM Cash Reserve Shares
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Municipal Bond Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Real Estate Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Short Term Bond Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
AIM U.S. Government Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

14


 

     
Invesco High Yield Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Core Plus Fixed Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Corporate Bond Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Government Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen High Yield Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Limited Duration Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
AIM SECTOR FUNDS
   
AIM Energy Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Financial Services Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
AIM Gold & Precious Metals Fund -
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

15


 

     
AIM Leisure Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
AIM Technology Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
AIM Utilities Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Mid-Cap Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Small-Mid Special Value Fund -
  Class A
 
  Class C Class Y
 
   
Invesco Special Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Technology Sector Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Mid Cap Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Small Cap Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Small/Mid Cap Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Value Fund -
  Class A
 
  Class C
 
  Class Y

16


 

     
Invesco Value II Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen American Value Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Capital Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Comstock Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Enterprise Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Mid Cap Growth Fund -
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Small Cap Value Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Technology Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Utility Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Value Opportunities Fund -
  Class A
 
  Class C
 
  Class Y

17


 

     
AIM TAX-EXEMPT FUNDS
   
AIM High Income Municipal Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
AIM Tax-Exempt Cash Fund -
  Class A
 
  Class Y
 
  Investor Class
 
   
AIM Tax-Free Intermediate Fund -
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
Invesco Municipal Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Tax-Exempt Securities Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen California Insured Tax Free Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen High Yield Municipal Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Insured Tax Free Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Intermediate Term Municipal Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Municipal Income Fund -
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen New York Tax Free Income Fund -
  Class A
 
  Class C
 
  Class Y

18


 

     
AIM TREASURER’S SERIES TRUST
   
Premier Portfolio -
  Investor Class
 
   
Premier Tax-Exempt Portfolio -
  Investor Class
 
   
Premier U.S. Government Money Portfolio -
  Investor Class”

19


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: February 12, 2010
         
  AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
AIM TREASURER’S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M. Zerr    
    John M. Zerr   
    Senior Vice President   
 
  INVESCO AIM DISTRIBUTORS, INC.
 
 
  By:   /s/ John S. Cooper    
    John S. Cooper   
    President   
 

20

AMENDMENT NO. 21
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (all Classes of shares except Class B and Class B5 Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as “Fund”, or collectively, “Funds”), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a “Portfolio”), with respect to each class of shares except Class B and Class B5 Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended to: 1) reflect that INVESCO AIM DISTRIBUTORS, INC. is now known as INVESCO DISTRIBUTORS, INC. ; 2) reflect the name change of each of the Funds; 3) reflect the name change of the applicable Portfolios from AIM to Invesco; and 4) reflect the further name change of AIM Trimark Fund, AIM Trimark Endeavor Fund and AIM Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively.
     Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
" SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(All Classes of Shares Except Class B and Class B5 Shares)
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
     
Invesco Core Plus Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Floating Rate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Multi-Sector Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

 


 

     
Invesco Select Real Estate Income Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Structured Core Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Structured Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Structured Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Balanced Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco California Tax-Free Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Dividend Growth Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Equally-Weighted S&P 500 Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Fundamental Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Large Cap Relative Value Fund –
  Class A
 
  Class C
 
  Class Y

2


 

     
Invesco New York Tax-Free Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco S&P 500 Index Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen American Franchise Fund – Class A
   
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Core Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Equity and Income Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Equity Premium Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Growth and Income Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Money Market Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Pennsylvania Tax Free Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Small Cap Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Tax Free Money Fund –
  Class A

3


 

AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
     
Invesco Capital Development Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Charter Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
Invesco Constellation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Disciplined Equity Fund –
  Class Y
 
   
Invesco Diversified Dividend Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Large Cap Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Large Cap Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Summit Fund –
  Class A
 
  Class C
 
  Class P
 
  Class S
 
  Class Y
 
  Institutional Class

4


 

AIM FUNDS GROUP (INVESCO FUNDS GROUP)
     
Invesco Basic Balanced Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco European Small Company Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Global Core Equity Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco International Small Company Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Mid Cap Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Select Equity Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Small Cap Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
     
Invesco Balanced-Risk Retirement Now Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class

5


 

     
Invesco Balanced-Risk Retirement 2010 Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
Invesco Balanced-Risk Retirement 2020 Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
Invesco Balanced-Risk Retirement 2030 Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
Invesco Balanced-Risk Retirement 2040 Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
Invesco Balanced-Risk Retirement 2050 Fund–
  Class A
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class R5
 
  Class Y
 
  Institutional Class
 
   
Invesco Basic Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

6


 

     
Invesco Conservative Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Growth Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
Invesco Income Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco International Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Mid Cap Core Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Moderate Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class S
 
  Class Y
 
  Institutional Class
 
   
Invesco Moderate Growth Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

7


 

     
Invesco Moderately Conservative Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Small Cap Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Convertible Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Conservative Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Asset Allocation Moderate Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Harbor Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Leaders Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Real Estate Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

8


 

     
Invesco Van Kampen U.S. Mortgage Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
     
Invesco Asia Pacific Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco European Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
Invesco Global Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Small & Mid Cap Growth Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco International Core Equity Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
Invesco International Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
     
Invesco Balanced-Risk Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

9


 

     
Invesco China Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Developing Markets Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Health Care Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
Invesco International Total Return Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Japan Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco LIBOR Alpha Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Endeavor Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Small Companies Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

10


 

     
Invesco Alternative Opportunities Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Commodities Strategy Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco FX Alpha Plus Strategy Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco FX Alpha Strategy Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Global Advantage Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Global Dividend Growth Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Health Sciences Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco International Growth Equity Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Pacific Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Emerging Markets Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class

11


 

     
Invesco Van Kampen Global Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
   
Invesco Van Kampen Global Equity Allocation Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Global Franchise Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Global Tactical Asset Allocation Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen International Advantage Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen International Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
     
Invesco Core Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Dynamics Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class

12


 

     
Invesco Global Real Estate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco High Yield Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Income Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Limited Maturity Treasury Fund –
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
Invesco Money Market Fund –
  AIM Cash Reserve Shares
 
  Class A5
 
  Class C
 
  Class C5
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Municipal Bond Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
Invesco Real Estate Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Short Term Bond Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class

13


 

     
Invesco U.S. Government Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco High Yield Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Core Plus Fixed Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Corporate Bond Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Government Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen High Yield Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Limited Duration Fund -
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
     
Invesco Energy Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Financial Services Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class

14


 

     
Invesco Gold & Precious Metals Fund –
  Class A
 
  Class C
 
  Class Y
 
  Investor Class
 
   
Invesco Leisure Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Investor Class
 
   
Invesco Technology Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Utilities Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
  Investor Class
 
   
Invesco Mid-Cap Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Small-Mid Special Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Special Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Technology Sector Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Mid Cap Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Small Cap Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco U.S. Small/Mid Cap Value Fund –
  Class A
 
  Class C
 
  Class Y

15


 

     
Invesco Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Value II Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen American Value Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Capital Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Comstock Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Enterprise Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Mid Cap Growth Fund –
  Class A
 
  Class C
 
  Class R
 
  Class Y
 
  Institutional Class
 
   
Invesco Van Kampen Small Cap Value Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Technology Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Utility Fund –
  Class A
 
  Class C
 
  Class Y

16


 

     
Invesco Van Kampen Value Opportunities Fund -
  Class A Class C Class Y
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
     
Invesco High Income Municipal Fund –
  Class A
 
  Class C
 
  Class Y
 
  Institutional Class
 
   
Invesco Tax-Exempt Cash Fund –
  Class A
 
  Class Y
 
  Investor Class
 
   
Invesco Tax-Free Intermediate Fund –
  Class A
 
  Class A2
 
  Class Y
 
  Institutional Class
 
   
Invesco Municipal Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Tax-Exempt Securities Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen California Insured Tax Free Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen High Yield Municipal Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Insured Tax Free Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Intermediate Term Municipal Income Fund –
  Class A
 
  Class C
 
  Class Y
 
   
Invesco Van Kampen Municipal Income Fund –
  Class A
 
  Class C
 
  Class Y

17


 

     
Invesco Van Kampen New York Tax Free Income Fund –
  Class A
 
  Class C
 
  Class Y
AIM TREASURER’S SERIES TRUST (INVESCO TREASURER’S SERIES TRUST)
     
Premier Portfolio –
  Investor Class
 
   
Premier Tax-Exempt Portfolio –
  Investor Class
 
   
Premier U.S. Government Money Portfolio –
  Investor Class”

18


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: April 30, 2010
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
AIM TREASURER’S SERIES TRUST (INVESCO TREASURER’S SERIES TRUST)
         
  on behalf of the Shares of each Portfolio
listed on Schedule A
 
 
  By:   /s/ John M. Zerr    
    John M. Zerr   
    Senior Vice President   
 
  INVESCO DISTRIBUTORS, INC.
 
  By:   /s/ John S. Cooper    
    John S. Cooper   
    President   
 

19

AMENDMENT NO. 10
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
     The First Restated Master Distribution Agreement (Class B Shares) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20 th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as the “Fund”, or collectively, the “Funds”), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement (each, a “Portfolio”), with respect to the Class B Shares (the “Shares”) of each Portfolio, and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended as follows:
     WHEREAS, the parties desire to amend the Agreement to change the name of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
     NOW, THEREFORE, Schedule A to the Agreement is hereby deleted in its entirety and replaced with Schedule A attached to this amendment.
     All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: November 4, 2009
         
    Each FUND listed on Schedule A on
behalf of the Shares of each Portfolio
listed on Schedule A
 
       
 
  By:   /s/ John M. Zerr
 
       
 
          Name: John M. Zerr
 
          Title: Senior Vice President
 
       
    INVESCO AIM DISTRIBUTORS, INC.
 
       
 
  By:   /s/ John S. Cooper
 
       
 
          Name: John S. Cooper
 
          Title: President

 


 

SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
Portfolios
AIM Core Plus Bond Fund
AIM Multi-Sector Fund
AIM Select Real Estate Income Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM EQUITY FUNDS
Portfolios
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Summit Fund
AIM FUNDS GROUP
Portfolios
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Core Equity Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund

 


 

AIM GROWTH SERIES
Portfolios
AIM Balanced-Risk Retirement Now Fund
AIM Balanced-Risk Retirement 2010 Fund
AIM Balanced-Risk Retirement 2020 Fund
AIM Balanced-Risk Retirement 2030 Fund
AIM Balanced-Risk Retirement 2040 Fund
AIM Balanced-Risk Retirement 2050 Fund
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
Portfolios
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Growth Fund
AIM Global Small & Mid Cap Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
Portfolios
AIM Balanced-Risk Allocation Fund
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund

 


 

AIM INVESTMENT SECURITIES FUNDS
Portfolios
AIM Core Bond Fund
AIM Dynamics Fund
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM U.S. Government Fund
AIM SECTOR FUNDS
Portfolios
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM TAX-EXEMPT FUNDS
Portfolio
AIM High Income Municipal Fund”

 

AMENDMENT NO. 11
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (Class B Shares and Class B5 Shares with respect to AIM Money Market Fund) (the “Agreement”) made as of the 18 th day of August, 2003, as subsequently amended, and as restated the 20 th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as the “Fund”, or collectively, the “Funds”), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement (each, a “Portfolio”), with respect to the Class B Shares of each Portfolio and Class B5 Shares of AIM Money Market Fund (the “Shares”), and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended as follows:
     WHEREAS, the parties desire to amend the Agreement to reflect the addition of Class B5 shares to AIM Money Market Fund;
     NOW, THEREFORE, Schedule A to the Agreement is hereby deleted in its entirety and replaced with Schedule A attached to this amendment.
     All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: February 12, 2010
             
    Each FUND listed on Schedule A on    
    behalf of the Shares of each Portfolio    
    listed on Schedule A    
 
           
 
  By:        /s/ John M. Zerr
 
     Name: John M. Zerr
   
 
           Title: Senior Vice President    
 
           
    INVESCO AIM DISTRIBUTORS, INC.    
 
           
 
  By:        /s/ John S. Cooper
 
     Name: John S. Cooper
   
 
           Title: President    

 


 

SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
AIM COUNSELOR SERIES TRUST
Portfolios — Class B Shares
AIM Core Plus Bond Fund
AIM Multi-Sector Fund
AIM Select Real Estate Income Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM EQUITY FUNDS
Portfolios — Class B Shares
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Summit Fund
AIM FUNDS GROUP
Portfolios — Class B Shares
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Core Equity Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund

2


 

AIM GROWTH SERIES
Portfolios — Class B Shares
AIM Balanced-Risk Retirement Now Fund
AIM Balanced-Risk Retirement 2010 Fund
AIM Balanced-Risk Retirement 2020 Fund
AIM Balanced-Risk Retirement 2030 Fund
AIM Balanced-Risk Retirement 2040 Fund
AIM Balanced-Risk Retirement 2050 Fund
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
Portfolios — Class B Shares
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Growth Fund
AIM Global Small & Mid Cap Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
Portfolios — Class B Shares
AIM Balanced-Risk Allocation Fund
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund

3


 

AIM INVESTMENT SECURITIES FUNDS
Portfolios — Class B Shares
AIM Core Bond Fund
AIM Dynamics Fund
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM U.S. Government Fund
Portfolios — Class B5 Shares
AIM Money Market Fund
AIM SECTOR FUNDS
Portfolios — Class B Shares
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM TAX-EXEMPT FUNDS
Portfolios — Class B Shares
AIM High Income Municipal Fund”

4

AMENDMENT NO. 12
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (Class B Shares and Class B5 Shares with respect to AIM Money Market Fund) (the “Agreement”) made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as the “Fund”, or collectively, the “Funds”), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement (each, a “Portfolio”), with respect to the Class B Shares of each Portfolio and Class B5 Shares of AIM Money Market Fund (the “Shares”), and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended as follows:
     WHEREAS, the parties desire to amend the Agreement to add the following new portfolios: Invesco Balanced Fund, Invesco California Tax-Free Income Fund, Invesco Commodities Strategy Fund, Invesco Convertible Securities Fund, Invesco Dividend Growth Securities Fund, Invesco Equally-Weighted S&P 500 Fund, Invesco Fundamental Value Fund, Invesco Global Advantage Fund, Invesco Global Dividend Growth Securities Fund, Invesco Health Sciences Fund, Invesco High Yield Securities Fund, Invesco International Growth Equity Fund, Invesco Large Cap Relative Value Fund, Invesco Mid-Cap Value Fund, Invesco Municipal Fund, Invesco New York Tax-Free Income Fund, Invesco Pacific Growth Fund, Invesco S&P 500 Index Fund, Invesco Small-Mid Special Value Fund, Invesco Special Value Fund, Invesco Tax-Exempt Securities Fund, Invesco Technology Sector Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco Van Kampen American Franchise Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Asset Allocation Conservative Fund, Invesco Van Kampen Asset Allocation Growth Fund, Invesco Van Kampen Asset Allocation Moderate Fund, Invesco Van Kampen California Insured Tax Free Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Core Equity Fund, Invesco Van Kampen Core Plus Fixed Income Fund, Invesco Van Kampen Corporate Bond Fund, Invesco Van Kampen Emerging Markets Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Equity and Income Fund, Invesco Van Kampen Equity Premium Income Fund, Invesco Van Kampen Global Bond Fund, Invesco Van Kampen Global Equity Allocation Fund, Invesco Van Kampen Global Franchise Fund, Invesco Van Kampen Global Tactical Asset Allocation Fund, Invesco Van Kampen Government Securities Fund, Invesco Van Kampen Growth and Income Fund, Invesco Van Kampen Harbor Fund, Invesco Van Kampen High Yield Fund, Invesco Van Kampen High Yield Municipal Fund, Invesco Van Kampen Insured Tax Free Income Fund, Invesco Van Kampen Intermediate Term Municipal Income Fund, Invesco Van Kampen International Advantage Fund, Invesco Van Kampen International Growth Fund, Invesco Van Kampen Leaders Fund, Invesco Van Kampen Limited Duration Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Money Market Fund, Invesco Van Kampen Municipal Income Fund, Invesco Van Kampen New York Tax Free Income Fund, Invesco Van Kampen Pennsylvania Tax Free Income Fund, Invesco Van Kampen Real Estate Securities Fund, Invesco Van Kampen Small Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen U.S. Mortgage Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund;

 


 

     NOW, THEREFORE, Schedule A to the Agreement is hereby deleted in its entirety and replaced with Schedule A attached to this amendment.
     All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: February 12, 2010
             
    Each FUND listed on Schedule A on    
    behalf of the Shares of each    
    Portfolio listed on Schedule A    
 
           
 
       By:
     Name:
  /s/ John M. Zerr
 
John M. Zerr
   
 
       Title:   Senior Vice President    
 
           
    INVESCO AIM DISTRIBUTORS, INC.    
 
           
 
       By:
     Name:
  /s/ John S. Cooper
 
John S. Cooper
   
 
       Title:   President    

2


 

“SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
AIM COUNSELOR SERIES TRUST
Portfolios — Class B Shares
AIM Core Plus Bond Fund
AIM Multi-Sector Fund
AIM Select Real Estate Income Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
Invesco Balanced Fund
Invesco California Tax-Free Income Fund
Invesco Dividend Growth Securities Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco Fundamental Value Fund
Invesco Large Cap Relative Value Fund
Invesco New York Tax-Free Income Fund
Invesco S&P 500 Index Fund
Invesco Van Kampen American Franchise Fund
Invesco Van Kampen Core Equity Fund
Invesco Van Kampen Equity and Income Fund
Invesco Van Kampen Equity Premium Income Fund
Invesco Van Kampen Growth and Income Fund
Invesco Van Kampen Money Market Fund
Invesco Van Kampen Pennsylvania Tax Free Income Fund
Invesco Van Kampen Small Cap Growth Fund
AIM EQUITY FUNDS
Portfolios — Class B Shares
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Summit Fund
AIM FUNDS GROUP
Portfolios — Class B Shares
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Core Equity Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund

3


 

AIM Small Cap Equity Fund
AIM GROWTH SERIES
Portfolios — Class B Shares
AIM Balanced-Risk Retirement Now Fund
AIM Balanced-Risk Retirement 2010 Fund
AIM Balanced-Risk Retirement 2020 Fund
AIM Balanced-Risk Retirement 2030 Fund
AIM Balanced-Risk Retirement 2040 Fund
AIM Balanced-Risk Retirement 2050 Fund
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
Invesco Convertible Securities Fund
Invesco Van Kampen Asset Allocation Conservative Fund
Invesco Van Kampen Asset Allocation Growth Fund
Invesco Van Kampen Asset Allocation Moderate Fund
Invesco Van Kampen Harbor Fund
Invesco Van Kampen Leaders Fund
Invesco Van Kampen Real Estate Securities Fund
Invesco Van Kampen U.S. Mortgage Fund
AIM INTERNATIONAL MUTUAL FUNDS
Portfolios — Class B Shares
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Growth Fund
AIM Global Small & Mid Cap Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
Portfolios — Class B Shares
AIM Balanced-Risk Allocation Fund
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund

4


 

AIM Trimark Small Companies Fund
Invesco Commodities Strategy Fund
Invesco Global Advantage Fund
Invesco Global Dividend Growth Securities Fund
Invesco Health Sciences Fund
Invesco International Growth Equity Fund
Invesco Pacific Growth Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen Global Bond Fund
Invesco Van Kampen Global Equity Allocation Fund
Invesco Van Kampen Global Franchise Fund
Invesco Van Kampen Global Tactical Asset Allocation Fund
Invesco Van Kampen International Advantage Fund
Invesco Van Kampen International Growth Fund
AIM INVESTMENT SECURITIES FUNDS
Portfolios — Class B Shares
AIM Core Bond Fund
AIM Dynamics Fund
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM U.S. Government Fund
Invesco High Yield Securities Fund
Invesco Van Kampen Core Plus Fixed Income Fund
Invesco Van Kampen Corporate Bond Fund
Invesco Van Kampen Government Securities Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen Limited Duration Fund
Portfolios — Class B5 Shares
AIM Money Market Fund
AIM SECTOR FUNDS
Portfolios — Class B Shares
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
Invesco Mid-Cap Value Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund
Invesco Technology Sector Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund

5


 

Invesco U.S. Small/Mid Cap Value Fund
Invesco Value Fund
Invesco Value II Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund
AIM TAX-EXEMPT FUNDS
Portfolios — Class B Shares
AIM High Income Municipal Fund
Invesco Municipal Fund
Invesco Tax-Exempt Securities Fund
Invesco Van Kampen California Insured Tax Free Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen Insured Tax Free Income Fund
Invesco Van Kampen Intermediate Term Municipal Income Fund
Invesco Van Kampen Municipal Income Fund
Invesco Van Kampen New York Tax Free Income Fund”

6

AMENDMENT NO. 13
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
     The First Restated Master Distribution Agreement (Class B Shares and Class B5 Shares with respect to AIM Money Market Fund) (the “Agreement”) made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as the “Fund”, or collectively, the “Funds”), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement (each, a “Portfolio”), with respect to the Class B Shares of each Portfolio and Class B5 Shares of AIM Money Market Fund (the “Shares”), and INVESCO AIM DISTRIBUTORS, INC., a Delaware corporation (the “Distributor”), is hereby amended as follows:
          WHEREAS, the Agreement is amended to: 1) reflect that INVESCO AIM DISTRIBUTORS, INC. is now known as INVESCO DISTRIBUTORS, INC. ; 2) reflect the name change of each of the Funds; 3) reflect the name change of the applicable Portfolios from AIM to Invesco; and 4) reflect the further name change of AIM Trimark Fund, AIM Trimark Endeavor Fund and AIM Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively;
     NOW, THEREFORE, the parties agree that:
  1.   All references to INVESCO AIM DISTRIBUTORS, INC. in the Agreement are hereby deleted and replaced with INVESCO DISTRIBUTORS, INC.
 
  2.   Schedule A to the Agreement is hereby deleted in its entirety and replaced with Schedule A attached to this amendment.
     All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: April 30, 2010
           
  Each FUND listed on Schedule A on behalf of the Shares of each Portfolio listed on Schedule A
 
 
    By:   /s/ John M. Zerr    
    Name: John M. Zerr   
    Title: Senior Vice President   
       
       
  INVESCO DISTRIBUTORS, INC.
 
 
    By:   /s/ John S. Cooper    
    Name: John S. Cooper   
    Title: President   

 


 

“SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B AND CLASS B5 SHARES)
AIM COUNSELOR SERIES TRUST
(INVESCO COUNSELOR SERIES TRUST)
Portfolios – Class B Shares
Invesco Core Plus Bond Fund
Invesco Multi-Sector Fund
Invesco Select Real Estate Income Fund
Invesco Structured Core Fund
Invesco Structured Growth Fund
Invesco Structured Value Fund
Invesco Balanced Fund
Invesco California Tax-Free Income Fund
Invesco Dividend Growth Securities Fund
Invesco Equally-Weighted S&P 500 Fund
Invesco Fundamental Value Fund
Invesco Large Cap Relative Value Fund
Invesco New York Tax-Free Income Fund
Invesco S&P 500 Index Fund
Invesco Van Kampen American Franchise Fund
Invesco Van Kampen Core Equity Fund
Invesco Van Kampen Equity and Income Fund
Invesco Van Kampen Equity Premium Income Fund
Invesco Van Kampen Growth and Income Fund
Invesco Van Kampen Money Market Fund
Invesco Van Kampen Pennsylvania Tax Free Income Fund
Invesco Van Kampen Small Cap Growth Fund
AIM EQUITY FUNDS
INVESCO EQUITY FUNDS
Portfolios – Class B Shares
Invesco Capital Development Fund
Invesco Charter Fund
Invesco Constellation Fund
Invesco Diversified Dividend Fund
Invesco Large Cap Basic Value Fund
Invesco Large Cap Growth Fund
Invesco Summit Fund
AIM FUNDS GROUP
(INVESCO FUNDS GROUP)
Portfolios – Class B Shares
Invesco Basic Balanced Fund
Invesco European Small Company Fund
Invesco Global Core Equity Fund

2


 

Invesco International Small Company Fund
Invesco Mid Cap Basic Value Fund
Invesco Select Equity Fund
Invesco Small Cap Equity Fund
AIM GROWTH SERIES
(INVESCO GROWTH SERIES)
Portfolios – Class B Shares
Invesco Balanced-Risk Retirement Now Fund
Invesco Balanced-Risk Retirement 2010 Fund
Invesco Balanced-Risk Retirement 2020 Fund
Invesco Balanced-Risk Retirement 2030 Fund
Invesco Balanced-Risk Retirement 2040 Fund
Invesco Balanced-Risk Retirement 2050 Fund
Invesco Basic Value Fund
Invesco Conservative Allocation Fund
Invesco Global Equity Fund
Invesco Growth Allocation Fund
Invesco Income Allocation Fund
Invesco International Allocation Fund
Invesco Mid Cap Core Equity Fund
Invesco Moderate Allocation Fund
Invesco Moderate Growth Allocation Fund
Invesco Moderately Conservative Allocation Fund
Invesco Small Cap Growth Fund
Invesco Convertible Securities Fund
Invesco Van Kampen Asset Allocation Conservative Fund
Invesco Van Kampen Asset Allocation Growth Fund
Invesco Van Kampen Asset Allocation Moderate Fund
Invesco Van Kampen Harbor Fund
Invesco Van Kampen Leaders Fund
Invesco Van Kampen Real Estate Securities Fund
Invesco Van Kampen U.S. Mortgage Fund
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS)
Portfolios – Class B Shares
Invesco Asia Pacific Growth Fund
Invesco European Growth Fund
Invesco Global Growth Fund
Invesco Global Small & Mid Cap Growth Fund
Invesco International Core Equity Fund
Invesco International Growth Fund
AIM INVESTMENT FUNDS
(INVESCO INVESTMENT FUNDS)
Portfolios – Class B Shares
Invesco Balanced-Risk Allocation Fund
Invesco China Fund

3


 

Invesco Developing Markets Fund
Invesco Global Health Care Fund
Invesco International Total Return Fund
Invesco Japan Fund
Invesco Global Fund
Invesco Endeavor Fund
Invesco Small Companies Fund
Invesco Commodities Strategy Fund
Invesco Global Advantage Fund
Invesco Global Dividend Growth Securities Fund
Invesco Health Sciences Fund
Invesco International Growth Equity Fund
Invesco Pacific Growth Fund
Invesco Van Kampen Emerging Markets Fund
Invesco Van Kampen Global Bond Fund
Invesco Van Kampen Global Equity Allocation Fund
Invesco Van Kampen Global Franchise Fund
Invesco Van Kampen Global Tactical Asset Allocation Fund
Invesco Van Kampen International Advantage Fund
Invesco Van Kampen International Growth Fund
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS)
Portfolios – Class B Shares
Invesco Core Bond Fund
Invesco Dynamics Fund
Invesco Global Real Estate Fund
Invesco High Yield Fund
Invesco Income Fund
Invesco Money Market Fund
Invesco Municipal Bond Fund
Invesco Real Estate Fund
Invesco U.S. Government Fund
Invesco High Yield Securities Fund
Invesco Van Kampen Core Plus Fixed Income Fund
Invesco Van Kampen Corporate Bond Fund
Invesco Van Kampen Government Securities Fund
Invesco Van Kampen High Yield Fund
Invesco Van Kampen Limited Duration Fund
Portfolios – Class B5 Shares
Invesco Money Market Fund
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS)
Portfolios – Class B Shares
Invesco Energy Fund
Invesco Financial Services Fund
Invesco Gold & Precious Metals Fund
Invesco Leisure Fund

4


 

Invesco Technology Fund
Invesco Utilities Fund
Invesco Mid-Cap Value Fund
Invesco Small-Mid Special Value Fund
Invesco Special Value Fund
Invesco Technology Sector Fund
Invesco U.S. Mid Cap Value Fund
Invesco U.S. Small Cap Value Fund
Invesco U.S. Small/Mid Cap Value Fund
Invesco Value Fund
Invesco Value II Fund
Invesco Van Kampen American Value Fund
Invesco Van Kampen Capital Growth Fund
Invesco Van Kampen Comstock Fund
Invesco Van Kampen Enterprise Fund
Invesco Van Kampen Mid Cap Growth Fund
Invesco Van Kampen Small Cap Value Fund
Invesco Van Kampen Technology Fund
Invesco Van Kampen Utility Fund
Invesco Van Kampen Value Opportunities Fund
AIM TAX-EXEMPT FUNDS
(INVESCO TAX-EXEMPT FUNDS)
Portfolios – Class B Shares
Invesco High Income Municipal Fund
Invesco Municipal Fund
Invesco Tax-Exempt Securities Fund
Invesco Van Kampen California Insured Tax Free Fund
Invesco Van Kampen High Yield Municipal Fund
Invesco Van Kampen Insured Tax Free Income Fund
Invesco Van Kampen Intermediate Term Municipal Income Fund
Invesco Van Kampen Municipal Income Fund
Invesco Van Kampen New York Tax Free Income Fund”

5

AMENDMENT NO. 2

TO

SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES
AGREEMENT
     The Second Amended and Restated Master Administrative Services Agreement (the “Agreement”), dated July 1, 2006, by and between Invesco Advisers, Inc., a Delaware corporation, and AIM Sector Funds, a Delaware statutory trust is hereby amended as follows:
W I T N E S S E T H:
     WHEREAS, the parties desire to amend the Agreement to add the following series portfolios: Invesco Mid-Cap Value Fund, Invesco Small-Mid Special Value Fund, Invesco Special Value Fund, Invesco Technology Sector Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund, Invesco Value Fund, Invesco Value II Fund, Invesco Van Kampen American Value Fund, Invesco Van Kampen Capital Growth Fund, Invesco Van Kampen Comstock Fund, Invesco Van Kampen Enterprise Fund, Invesco Van Kampen Mid Cap Growth Fund, Invesco Van Kampen Small Cap Value Fund, Invesco Van Kampen Technology Fund, Invesco Van Kampen Utility Fund and Invesco Van Kampen Value Opportunities Fund (collectively, the “Portfolios”).
     NOW, THEREFORE, the parties agree as follows;
  1.   Appendix A of the Agreement is hereby deleted in its entirety and replaced with the following:
“APPENDIX A
FEE SCHEDULE TO
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES
AGREEMENT OF
AIM SECTOR FUNDS
     
Portfolios   Effective Date of Agreement
AIM Energy Fund
  July 1, 2006
 
   
AIM Financial Services Fund
  July 1, 2006
 
   
AIM Gold & Precious Metals Fund
  July 1, 2006
 
   
AIM Leisure Fund
  July 1, 2006
 
   
AIM Technology Fund
  July 1, 2006
 
   
AIM Utilities Fund
  July 1, 2006
 
   
Invesco Mid-Cap Value Fund
  February 12, 2010
 
   
Invesco Small-Mid Special Value Fund
  February 12, 2010
 
   
Invesco Special Value Fund
  February 12, 2010

 


 

     
Portfolios   Effective Date of Agreement
Invesco Technology Sector Fund
  February 12, 2010
 
   
Invesco U.S. Mid Cap Value Fund
  February 12, 2010
 
   
Invesco U.S. Small Cap Value Fund
  February 12, 2010
 
   
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010
 
   
Invesco Value Fund
  February 12, 2010
 
   
Invesco Value II Fund
  February 12, 2010
 
   
Invesco Van Kampen American Value Fund
  February 12, 2010
 
   
Invesco Van Kampen Capital Growth Fund
  February 12, 2010
 
   
Invesco Van Kampen Comstock Fund
  February 12, 2010
 
   
Invesco Van Kampen Enterprise Fund
  February 12, 2010
 
   
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010
 
   
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010
 
   
Invesco Van Kampen Technology Fund
  February 12, 2010
 
   
Invesco Van Kampen Utility Fund
  February 12, 2010
 
   
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010
     The Administrator may receive from each Portfolio reimbursement for costs or reasonable compensation for such services as follows:
     
Rate*   Net Assets
0.023%
  First $1.5 billion
0.013%
  Next $1.5 billion
0.003%
  Over $3 billion
 
*   Annual minimum fee is $50,000. An additional $10,000 per class of shares is charged for each class other than the initial class. The $10,000 class fee is waived for any of the above Portfolios with insufficient assets to result in the payment of more than the minimum fee of $50,000.”

2


 

     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: February 12, 2010
                 
        INVESCO ADVISERS, INC.    
 
               
Attest:
  /s/ Melanie Ringold   By:   /s/ John M. Zerr    
 
 
 
Assistant Secretary
     
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               
        AIM SECTOR FUNDS    
 
               
Attest:
  /s/ Melanie Ringold   By:   /s/ John M. Zerr    
 
 
 
Assistant Secretary
     
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               

3

AMENDMENT NO. 3

TO

SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES
AGREEMENT
     The Second Amended and Restated Master Administrative Services Agreement (the “Agreement”), dated July 1, 2006, by and between Invesco Advisers, Inc., a Delaware corporation, and AIM Sector Funds, a Delaware statutory trust is hereby amended as follows:
W I T N E S S E T H:
     WHEREAS, AIM Sector Funds is now named AIM Sector Funds (Invesco Sector Funds); and
     WHEREAS, the following Portfolios have been renamed:
     
CURRENT NAME
  NEW NAME
AIM Energy Fund
  Invesco Energy Fund
AIM Financial Services Fund
  Invesco Financial Services Fund
AIM Gold & Precious Metals Fund
  Invesco Gold & Precious Metals Fund
AIM Leisure Fund
  Invesco Leisure Fund
AIM Technology Fund
  Invesco Technology Fund
AIM Utilities Fund
  Invesco Utilities Fund;
     NOW, THEREFORE, the parties agree that;
  1.   All references to AIM Sector Funds in the Agreement are hereby deleted and replaced with AIM Sector Funds (Invesco Sector Funds).
 
  2.   Appendix A of the Agreement is hereby deleted in its entirety and replaced with the following:
“APPENDIX A
FEE SCHEDULE TO
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES
AGREEMENT OF
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
     
Portfolios   Effective Date of Agreement
Invesco Energy Fund
  July 1, 2006
 
   
Invesco Financial Services Fund
  July 1, 2006
 
   
Invesco Gold & Precious Metals Fund
  July 1, 2006
 
   
Invesco Leisure Fund
  July 1, 2006
 
   
Invesco Technology Fund
  July 1, 2006
 
   
Invesco Utilities Fund
  July 1, 2006

 


 

     
Portfolios   Effective Date of Agreement
Invesco Mid-Cap Value Fund
  February 12, 2010
 
   
Invesco Small-Mid Special Value Fund
  February 12, 2010
 
   
Invesco Special Value Fund
  February 12, 2010
 
   
Invesco Technology Sector Fund
  February 12, 2010
 
   
Invesco U.S. Mid Cap Value Fund
  February 12, 2010
 
   
Invesco U.S. Small Cap Value Fund
  February 12, 2010
 
   
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010
 
   
Invesco Value Fund
  February 12, 2010
 
   
Invesco Value II Fund
  February 12, 2010
 
   
Invesco Van Kampen American Value Fund
  February 12, 2010
 
   
Invesco Van Kampen Capital Growth Fund
  February 12, 2010
 
   
Invesco Van Kampen Comstock Fund
  February 12, 2010
 
   
Invesco Van Kampen Enterprise Fund
  February 12, 2010
 
   
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010
 
   
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010
 
   
Invesco Van Kampen Technology Fund
  February 12, 2010
 
   
Invesco Van Kampen Utility Fund
  February 12, 2010
 
   
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010
     The Administrator may receive from each Portfolio reimbursement for costs or reasonable compensation for such services as follows:
     
Rate*   Net Assets
0.023%
  First $1.5 billion
0.013%
  Next $1.5 billion
0.003%
  Over $3 billion
 
*   Annual minimum fee is $50,000. An additional $10,000 per class of shares is charged for each class other than the initial class. The $10,000 class fee is waived for any of the above Portfolios with insufficient assets to result in the payment of more than the minimum fee of $50,000.”

2


 

 
    All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: April 30, 2010
                 
        INVESCO ADVISERS, INC.    
 
               
Attest:
  /s/ Stephen R. Rimes   By:   /s/ John M. Zerr    
 
 
 
Assistant Secretary
     
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               
        AIM SECTOR FUNDS    
        (INVESCO SECTOR FUNDS)    
 
               
Attest:
  /s/ Stephen R. Rimes   By:   /s/ John M. Zerr    
 
 
 
Assistant Secretary
     
 
John M. Zerr
   
 
          Senior Vice President    
 
               
(SEAL)
               

3

FIFTH AMENDED AND RESTATED
MEMORANDUM OF AGREEMENT
(Securities Lending Administrative Fee Waiver)
     This Fifth Amended and Restated Memorandum of Agreement is entered into as of the dates indicated on Exhibit “A” between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Tax-Exempt Funds, AIM Treasurer’s Series Trust, AIM Variable Insurance Funds and Short-Term Investments Trust (each a “Fund” and collectively, the “Funds”), on behalf of the portfolios listed on Exhibit “A” to this Memorandum of Agreement (the “Portfolios”), and Invesco Advisers, Inc. (“Invesco”), successor by merger to Invesco Aim Advisors, Inc..
     For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Funds and Invesco agree as follows:
  1.   Each Fund, for itself and its Portfolios, and Invesco agree that until the expiration date, if any, of the commitment set forth on the attached Exhibit “A” occurs, as such Exhibit “A” is amended from time to time, Invesco has agreed that it will not charge any administrative fee under each Portfolio’s advisory agreement in connection with securities lending activities without prior approval from the Portfolio’s Board (such agreement is referred to as the “Waiver”).
 
  2.   Neither a Fund nor Invesco may remove or amend the Waiver to a Fund’s detriment prior to requesting and receiving the approval of the Portfolio’s Board to remove or amend the Waiver. Invesco will not have any right to reimbursement of any amount so waived.
     Unless a Fund, by vote of its Board of Trustees terminates the Waiver, or a Fund and Invesco are unable to reach an agreement on the amount of the Waiver to which the Fund and Invesco desire to be bound, the Waiver will continue indefinitely with respect to such Fund. Exhibit “A” will be amended to reflect the new date through which a Fund and Invesco agree to be bound.
     It is expressly agreed that the obligations of the Trusts hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of the Funds, as provided in each Trust’s Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of each Trust, and this Memorandum of Agreement has been executed and delivered by an authorized officer of each Trust acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust’s Agreement and Declaration of Trust.
     Nothing in this Memorandum of Agreement is intended to affect any other memorandum of agreement executed by any Fund or Invesco with respect to any other fee waivers, expense reimbursements and/or expense limitations.

 


 

     IN WITNESS WHEREOF, each Fund, on behalf of itself and its Portfolios listed in Exhibit “A” to this Memorandum of Agreement, and Invesco have entered into this Memorandum of Agreement as of the dates indicated on Exhibit “A”.
         
  AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
AIM TREASURER’S SERIES TRUST
AIM VARIABLE INSURANCE FUNDS
SHORT-TERM INVESTMENTS TRUST
 
 
  By:   /s/ John M. Zerr    
    Title:Senior Vice President   
       
 
 
INVESCO ADVISERS, INC.
 
 
  By:   /s/ John M. Zerr    
    Title:Senior Vice President   
       

2


 

         
EXHIBIT “A”
AIM COUNSELOR SERIES TRUST
         
PORTFOLIO   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Core Plus Bond Fund
  June 2, 2009    
AIM Floating Rate Fund
  April 14, 2006    
AIM Multi-Sector Fund
  November 25, 2003    
AIM Select Real Estate Income Fund
  March 9, 2007    
AIM Structured Core Fund
  March 31, 2006    
AIM Structured Growth Fund
  March 31, 2006    
AIM Structured Value Fund
  March 31, 2006    
Invesco Balanced Fund
  February 12, 2010    
Invesco California Tax-Free Income Fund
  February 12, 2010    
Invesco Dividend Growth Securities Fund
  February 12, 2010    
Invesco Equally-Weighted S&P 500 Fund
  February 12, 2010    
Invesco Fundamental Value Fund
  February 12, 2010    
Invesco Large Cap Relative Value Fund
  February 12, 2010    
Invesco New York Tax-Free Income Fund
  February 12, 2010    
Invesco S&P 500 Index Fund
  February 12, 2010    
Invesco Van Kampen American Franchise Fund
  February 12, 2010    
Invesco Van Kampen Core Equity Fund
  February 12, 2010    
Invesco Van Kampen Equity and Income Fund
  February 12, 2010    
Invesco Van Kampen Equity Premium Income Fund
  February 12, 2010    
Invesco Van Kampen Growth and Income Fund
  February 12, 2010    
Invesco Van Kampen Money Market Fund
  February 12, 2010    
Invesco Van Kampen Pennsylvania Tax Free Income Fund
  February 12, 2010    
Invesco Van Kampen Small Cap Growth Fund
  February 12, 2010    
Invesco Van Kampen Tax-Free Money Fund
  February 12, 2010    
AIM EQUITY FUNDS
         
PORTFOLIO   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Capital Development Fund
  June 21, 2000    
AIM Charter Fund
  June 21, 2000    
AIM Constellation Fund
  June 21, 2000    
AIM Disciplined Equity Fund
  July 14, 2009    
AIM Diversified Dividend Fund
  December 28, 2001    
AIM Large Cap Basic Value Fund
  June 21, 2000    
AIM Large Cap Growth Fund
  June 21, 2000    
AIM Summit Fund
  July 24, 2000    
AIM FUNDS GROUP
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Basic Balanced Fund
  September 28, 2001    
AIM European Small Company Fund
  August 30, 2000    
AIM Global Core Equity Fund
  December 27, 2000    
AIM International Small Company Fund
  August 30, 2000    
AIM Mid Cap Basic Value Fund
  December 27, 2001    
AIM Select Equity Fund
  June 1, 2000    
AIM Small Cap Equity Fund
  August 30, 2000    
 
*   Committed until the Fund or AIM requests and receives the approval of the Fund’s Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.

A-1


 

AIM GROWTH SERIES
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Basic Value Fund
  June 5, 2000    
AIM Global Equity Fund
  September 1, 2001    
AIM Mid Cap Core Equity Fund
  September 1, 2001    
AIM Small Cap Growth Fund
  September 11, 2000    
Invesco Convertible Securities Fund
  February 12, 2010    
Invesco Van Kampen Asset Allocation Conservative Fund
  February 12, 2010    
Invesco Van Kampen Asset Allocation Growth Fund
  February 12, 2010    
Invesco Van Kampen Asset Allocation Moderate Fund
  February 12, 2010    
Invesco Van Kampen Harbor Fund
  February 12, 2010    
Invesco Van Kampen Leaders Fund
  February 12, 2010    
Invesco Van Kampen Real Estate Securities Fund
  February 12, 2010    
Invesco Van Kampen U.S. Mortgage Fund
  February 12, 2010    
AIM INTERNATIONAL MUTUAL FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Asia Pacific Growth Fund
  June 21, 2000    
AIM European Growth Fund
  June 21, 2000    
AIM Global Growth Fund
  June 21, 2000    
AIM Global Small & Mid Cap Growth Fund
  June 21, 2000    
AIM International Growth Fund
  June 21, 2000    
AIM International Core Equity Fund
  November 25, 2003    
AIM INVESTMENT FUNDS
         
        COMMITTED UNTIL *
FUND   EFFECTIVE DATE   UNTIL *
 
       
AIM Balanced-Risk Allocation Fund
  May 29, 2009    
AIM China Fund
  March 31, 2006    
AIM Developing Markets Fund
  September 1, 2001    
AIM Global Health Care Fund
  September 1, 2001    
AIM International Total Return Fund
  March 31, 2006    
AIM Japan Fund
  March 31, 2006    
AIM LIBOR Alpha Fund
  March 31, 2006    
AIM Trimark Endeavor Fund
  November 4, 2003    
AIM Trimark Fund
  November 4, 2003    
AIM Trimark Small Companies Fund
  November 4, 2003    
Invesco Alternative Opportunities Fund
  February 12, 2010    
Invesco Commodities Strategy Fund
  February 12, 2010    
Invesco FX Alpha Plus Strategy Fund
  February 12, 2010    
Invesco FX Alpha Strategy Fund
  February 12, 2010    
Invesco Global Advantage Fund
  February 12, 2010    
Invesco Global Dividend Growth Securities Fund
  February 12, 2010    
Invesco Health Sciences Fund
  February 12, 2010    
Invesco International Growth Equity Fund
  February 12, 2010    
Invesco Pacific Growth Fund
  February 12, 2010    
Invesco Van Kampen Emerging Markets Fund
  February 12, 2010    
Invesco Van Kampen Global Bond Fund
  February 12, 2010    
 
*   Committed until the Fund or AIM requests and receives the approval of the Fund’s Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.

A-2


 

         
        COMMITTED UNTIL *
FUND   EFFECTIVE DATE   UNTIL *
 
       
Invesco Van Kampen Global Equity Allocation Fund
  February 12, 2010    
Invesco Van Kampen Global Franchise Fund
  February 12, 2010    
Invesco Van Kampen Global Tactical Asset Allocation Fund
  February 12, 2010    
Invesco Van Kampen International Advantage Fund
  February 12, 2010    
Invesco Van Kampen International Growth Fund
  February 12, 2010    
AIM INVESTMENT SECURITIES FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM Core Bond Fund
  December 28, 2001    
AIM Dynamics Fund
  November 25, 2003    
AIM Global Real Estate Fund
  April 29, 2005    
AIM High Yield Fund
  June 1, 2000    
AIM Income Fund
  June 1, 2000    
AIM Limited Maturity Treasury Fund
  June 1, 2000    
AIM Money Market Fund
  June 1, 2000    
AIM Municipal Bond Fund
  June 1, 2000    
AIM Real Estate Fund
  September 11, 2000    
AIM Short Term Bond Fund
  August 29, 2002    
AIM U.S. Government Fund
  June 1, 2000    
Invesco High Yield Securities Fund
  February 12, 2010    
Invesco Van Kampen Core Plus Fixed Income Fund
  February 12, 2010    
Invesco Van Kampen Corporate Bond Fund
  February 12, 2010    
Invesco Van Kampen Government Securities Fund
  February 12, 2010    
Invesco Van Kampen High Yield Fund
  February 12, 2010    
Invesco Van Kampen Limited Duration Fund
  February 12, 2010    
AIM SECTOR FUNDS
         
        COMMITTED UNTIL *
FUND   EFFECTIVE DATE   UNTIL *
 
       
AIM Energy Fund
  November 25, 2003    
AIM Financial Services Fund
  November 25, 2003    
AIM Gold & Precious Metals Fund
  November 25, 2003    
AIM Leisure Fund
  November 25, 2003    
AIM Technology Fund
  November 25, 2003    
AIM Utilities Fund
  November 25, 2003    
Invesco Mid-Cap Value Fund
  February 12, 2010    
Invesco Small-Mid Special Value Fund
  February 12, 2010    
Invesco Special Value Fund
  February 12, 2010    
Invesco Technology Sector Fund
  February 12, 2010    
Invesco U.S. Mid Cap Value Fund
  February 12, 2010    
Invesco U.S. Small Cap Value Fund
  February 12, 2010    
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010    
Invesco Value Fund
  February 12, 2010    
Invesco Value II Fund
  February 12, 2010    
Invesco Van Kampen American Value Fund
  February 12, 2010    
Invesco Van Kampen Capital Growth Fund
  February 12, 2010    
Invesco Van Kampen Comstock Fund
  February 12, 2010    
Invesco Van Kampen Enterprise Fund
  February 12, 2010    
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010    
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010    
Invesco Van Kampen Technology Sector Fund
  February 12, 2010    
 
*   Committed until the Fund or AIM requests and receives the approval of the Fund’s Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.

A-3


 

         
        COMMITTED UNTIL *
FUND   EFFECTIVE DATE   UNTIL *
 
       
Invesco Van Kampen Utility Fund
  February 12, 2010    
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010    
AIM TAX-EXEMPT FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM High Income Municipal Fund
  June 1, 2000    
AIM Tax-Exempt Cash Fund
  June 1, 2000    
AIM Tax-Free Intermediate Fund
  June 1, 2000    
Invesco Municipal Fund
  February 12, 2010    
Invesco Tax-Exempt Securities Fund
  February 12, 2010    
Invesco Van Kampen California Insured Tax Free Fund
  February 12, 2010    
Invesco Van Kampen High Yield Municipal Fund
  February 12, 2010    
Invesco Van Kampen Insured Tax Free Income Fund
  February 12, 2010    
Invesco Van Kampen Intermediate Term Municipal Income Fund
  February 12, 2010    
Invesco Van Kampen Municipal Income Fund
  February 12, 2010    
Invesco Van Kampen New York Tax Free Income Fund
  February 12, 2010    
AIM TREASURER’S SERIES TRUST
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
Premier Portfolio
  November 25, 2003    
Premier Tax-Exempt Portfolio
  November 25, 2003    
Premier U.S. Government Money Portfolio
  November 25, 2003    
AIM VARIABLE INSURANCE FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
AIM V.I. Basic Balanced Fund
  May 1, 2000    
AIM V.I. Basic Value Fund
  September 10, 2001    
AIM V.I. Capital Appreciation Fund
  May 1, 2000    
AIM V.I. Capital Development Fund
  May 1, 2000    
AIM V.I. Core Equity Fund
  May 1, 2000    
AIM V.I. Diversified Income Fund
  May 1, 2000    
AIM V.I. Dynamics Fund
  April 30, 2004    
AIM V.I. Financial Services Fund
  April 30, 2004    
AIM V.I. Global Health Care Fund
  April 30, 2004    
AIM V.I. Global Real Estate Fund
  April 30, 2004    
AIM V.I. Government Securities Fund
  May 1, 2000    
AIM V.I. High Yield Fund
  May 1, 2000    
AIM V.I. International Growth Fund
  May 1, 2000    
AIM V.I. Large Cap Growth Fund
  September 1, 2003    
AIM V.I. Leisure Fund
  April 30, 2004    
AIM V.I. Mid Cap Core Equity Fund
  September 10, 2001    
AIM V.I. Money Market Fund
  May 1, 2000    
AIM V.I. PowerShares ETF Allocation Fund
  October 22, 2008    
AIM V.I. Small Cap Equity Fund
  September 1, 2003    
AIM V.I. Technology Fund
  April 30, 2004    
AIM V.I. Utilities Fund
  April 30, 2004    
 
*   Committed until the Fund or AIM requests and receives the approval of the Fund’s Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.

A-4


 

         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
Invesco V.I. Dividend Growth Fund
  February 9, 2010    
Invesco V.I. Global Dividend Growth Fund
  February 9, 2010    
Invesco V.I. High Yield Fund
  February 12, 2010    
Invesco V.I. Income Builder Fund
  February 12, 2010    
Invesco V.I. S&P 500 Index Fund
  February 12, 2010    
Invesco V.I. Select Dimensions Balanced Fund
  February 12, 2010    
Invesco V.I. Select Dimensions Dividend Growth Fund
  February 12, 2010    
Invesco V.I. Select Dimensions Equally-Weighted S&P 500 Fund
  February 12, 2010    
Invesco Van Kampen V.I. Capital Growth Fund
  February 12, 2010    
Invesco Van Kampen V.I. Comstock Fund
  February 12, 2010    
Invesco Van Kampen V.I. Equity and Income Fund
  February 12, 2010    
Invesco Van Kampen V.I. Global Tactical Asset Allocation Fund
  February 12, 2010    
Invesco Van Kampen V.I. Global Value Equity Fund
  February 12, 2010    
Invesco Van Kampen V.I. Government Fund
  February 12, 2010    
Invesco Van Kampen V.I. Growth and Income Fund
  February 12, 2010    
Invesco Van Kampen V.I. High Yield Fund
  February 12, 2010    
Invesco Van Kampen V.I. International Growth Equity Fund
  February 12, 2010    
Invesco Van Kampen V.I. Mid Cap Growth Fund
  February 12, 2010    
Invesco Van Kampen V.I. Mid Cap Value Fund
  February 12, 2010    
Invesco Van Kampen V.I. Value Fund
  February 12, 2010    
SHORT-TERM INVESTMENTS TRUST
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL *
 
       
Government & Agency Portfolio
  June 1, 2000    
Government TaxAdvantage Portfolio
  June 1, 2000    
Liquid Assets Portfolio
  June 1, 2000    
STIC Prime Portfolio
  June 1, 2000    
Tax-Free Cash Reserve Portfolio
  June 1, 2000    
Treasury Portfolio
  June 1, 2000    
 
*   Committed until the Fund or AIM requests and receives the approval of the Fund’s Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.

A-5

MEMORANDUM OF AGREEMENT
(Advisory Fee Waivers)
     This Memorandum of Agreement is entered into as of the effective date on the attached Exhibit A and B (each an “Exhibit” or, collectively the “Exhibits”), between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Tax-Exempt Funds, AIM Treasurer’s Series Trust, AIM Variable Insurance Funds and Short-Term Investments Trust (each a “Trust” or, collectively, the “Trusts”), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the “Funds”), and Invesco Advisers, Inc. (“Invesco”), successor by merger to Invesco Aim Advisors, Inc. Invesco shall and hereby agrees to waive fees of the Funds, on behalf of their respective classes as applicable, severally and not jointly, as indicated in the Exhibits.
     For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree that until at least the expiration date set forth on Exhibit A (the “Expiration Date”) and with respect to those Funds listed on the Exhibit, Invesco will waive its advisory fees at the rate set forth on the Exhibit.
     For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco Aim agree as follows:
  1.   Each Trust, for itself and its Funds, and Invesco agree that until the expiration date, if any, of the commitment set forth on the attached Exhibit B occurs, as such Exhibit B is amended from time to time, Invesco will waive advisory fees payable by an Investing Trust in an amount equal to 100% of the net advisory fee Invesco receives on the Uninvested Cash (defined below) from the Affiliated Money Market Fund (defined below) in which the Investing Trust invests (the “Waiver”).
  i.   Invesco’s Fund Accounting Group will calculate, and apply, the Waiver monthly, based upon the average investment of Uninvested Cash made by the Investing Trust during the previous month in an Affiliated Money Market Fund.
 
  ii.   The Waiver will not apply to those investing Trusts that do not charge an advisory fee, either due to the terms of their advisory agreement, or as a result of contractual or voluntary fee waivers.
 
  iii.   The Waiver will not apply to cash collateral for securities lending.
For purposes of the paragraph above, the following terms shall have the following meanings:
(a) “Affiliated Money Market Fund” — any existing or future Trust that holds itself out as a money market fund and complies with Rule 2a-7 under the Investment Company Act of 1940, as amended; and
(b) “Uninvested Cash” — cash available and uninvested by a Trust that may result from a variety of sources, including dividends or interest received on portfolio securities, unsettled securities transactions, strategic reserves, matured investments, proceeds from liquidation of investment securities, dividend payments, or new investor capital.
  2.   Neither a Trust nor Invesco may remove or amend the Waiver to a Trust’s detriment prior to requesting and receiving the approval of the Portfolio’s Board of Trustee to remove or

1


 

      amend such Waiver. Invesco will not have any right to reimbursement of any amount so waived.
     The Boards of Trustees and Invesco may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Invesco will not have any right to reimbursement of any amount so waived or reimbursed.
     Subject to the foregoing paragraphs, each of the Trusts and Invesco agree to review the then-current waivers for each class of the Funds listed on the Exhibits on a date prior to the Expiration Date to determine whether such waivers should be amended, continued or terminated. The waivers will expire upon the Expiration Date unless the Trusts and Invesco have agreed to continue them. The Exhibits will be amended to reflect any such agreement.
     It is expressly agreed that the obligations of the Trusts hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of the Funds, as provided in each Trust’s Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of each Trust, and this Memorandum of Agreement has been executed and delivered by an authorized officer of each Trust acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust’s Agreement and Declaration of Trust.
     IN WITNESS WHEREOF, each of the Trusts, on behalf of itself and its Funds listed in Exhibit A and B to this Memorandum of Agreement, and Invesco have entered into this Memorandum of Agreement as of the Effective Date on the attached Exhibits.
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM TAX-EXEMPT FUNDS
AIM TREASURER’S SERIES TRUST
AIM VARIABLE INSURANCE FUNDS
SHORT-TERM INVESTMENTS TRUST
on behalf of the Funds listed in the Exhibit
to this Memorandum of Agreement
         
     
  By:   /s/ John M. Zerr    
    Title: Senior Vice President   
       
 
  INVESCO ADVISERS, INC.
 
 
  By:   /s/ John M. Zerr    
    Title: Senior Vice President   
       

2


 

         
Exhibit A to Advisory Fee MOA
             
            Expiration
AIM Equity Funds   Waiver Description   Effective Date   Date
 
           
AIM Charter Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   1/1/2005   12/31/2012
 
  0.75% of the first $150M
0.615% of the next $4.85B
0.57% of the next $2.5B
0.545% of the next $2.5B
0.52% of the excess over $10B
       
AIM Constellation
Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   3/27/2006   12/31/2012
 
  0.695% of the first $250M
0.615% of the next $4B
0.595% of the next $750M
0.57% of the next $2.5B
0.545% of the next $2.5B
0.52% of the excess over $10B
       
             
            Expiration
AIM Funds Group   Waiver Description   Effective Date   Date
 
           
AIM Basic Balanced
Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   1/1/2005   12/31/2012
 
  0.62% of the first $250M
0.605% of the next $250M
0.59% of the next $500M
0.575% of the next $1.5B
0.56% of the next $2.5B
0.545% of the next $2.5B
0.53% of the next $2.5B
0.515% of the excess over $10B
       

3


 

             
            Expiration
AIM Sector Funds   Waiver Description   Effective Date   Date
 
           
AIM Gold & Precious
Metals Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   1/1/2005   6/30/2010
 
  0.75% of the first $250M
0.74% of the next $250M
0.73% of the next $500M
0.72% of the next $1.5B
0.71% of the next $2.5B
0.70% of the next $2.5B
0.69% of the next $2.5B
0.68% of the excess over $10B
       
             
          Expiration
AIM Tax-Exempt Funds   Waiver Description   Effective Date   Date
 
           
Invesco Van Kampen
Intermediate Term
Municipal Income Fund
  Invesco will waive advisory fees in the amount of 0.10% of the Fund’s average daily net assets   2/12/2010   6/30/2012
Invesco Van Kampen New York Tax Free Income
Fund
  Invesco will waive advisory fees in the amount of 0.25% of the Fund’s average daily net assets   2/12/2010   6/30/2012
             
          Expiration
AIM Treasurer’s Series Trust   Waiver Description   Effective Date   Date
 
           
Premier Portfolio
  Invesco will waive advisory fees in the amount of 0.03% of the Fund’s average daily net assets   2/25/2005   6/30/2010
Premier U.S. Government Money Portfolio
  Invesco will waive advisory fees in the amount of 0.03% of the Fund’s average daily net assets   2/25/2005   6/30/2010
             
AIM Variable           Expiration
Insurance Funds   Waiver Description   Effective Date   Date
 
           
AIM V. I. Basic Balanced Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   1/1/2010   04/30/2011
 
  0.62% of the first $250M
0.605% of the next $250M
0.59% of the next $500M
0.575% of the next $1.5B
0.56% of the next $2.5B
0.545% of the next $2.5B
0.53% of the next $2.5B
0.515% of the excess over $10B
       

4


 

             
AIM Variable           Expiration
Insurance Funds   Waiver Description   Effective Date   Date
 
           
AIM V. I. Capital Development Fund
  Invesco will waive advisory fees to the extent necessary so that advisory fees Invesco receives do not exceed the annualized rates listed below.   1/1/2005   4/30/2011
 
  0.745% of the first $250M
0.73% of the next $250M
0.715% of the next $500M
0.70% of the next $1.5B
0.685% of the next $2.5B
0.67% of the next $2.5B
0.655% of the next $2.5B
0.64% of the excess over $10B
       

5


 

EXHIBIT “B”
AIM COUNSELOR SERIES TRUST
         
PORTFOLIO   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Core Plus Bond Fund
  June 2, 2009   June 30, 2010
AIM Floating Rate Fund
  July 1, 2007   June 30, 2010
AIM Multi-Sector Fund
  July 1, 2007   June 30, 2010
AIM Select Real Estate Income Fund
  July 1, 2007   June 30, 2010
AIM Structured Core Fund
  July 1, 2007   June 30, 2010
AIM Structured Growth Fund
  July 1, 2007   June 30, 2010
AIM Structured Value Fund
  July 1, 2007   June 30, 2010
Invesco Balanced Fund
  February 12, 2010   June 30, 2012
Invesco California Tax-Free Income Fund
  February 12, 2010   June 30, 2012
Invesco Dividend Growth Securities Fund
  February 12, 2010   June 30, 2012
Invesco Equally-Weighted S&P 500 Fund
  February 12, 2010   June 30, 2012
Invesco Fundamental Value Fund
  February 12, 2010   June 30, 2012
Invesco Large Cap Relative Value Fund
  February 12, 2010   June 30, 2012
Invesco New York Tax-Free Income Fund
  February 12, 2010   June 30, 2012
Invesco S&P 500 Index Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen American Franchise Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Core Equity Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Equity and Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Equity Premium Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Growth and Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Money Market Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Pennsylvania Tax Free Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Small Cap Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Tax-Free Money Fund
  February 12, 2010   June 30, 2012
AIM EQUITY FUNDS
         
PORTFOLIO   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Capital Development Fund
  July 1, 2007   June 30, 2010
AIM Charter Fund
  July 1, 2007   June 30, 2010
AIM Constellation Fund
  July 1, 2007   June 30, 2010
AIM Disciplined Equity Fund
  July 14, 2009   June 30, 2010
AIM Diversified Dividend Fund
  July 1, 2007   June 30, 2010
AIM Large Cap Basic Value Fund
  July 1, 2007   June 30, 2010
AIM Large Cap Growth Fund
  July 1, 2007   June 30, 2010
AIM Summit Fund
  July 1, 2007   June 30, 2010
AIM FUNDS GROUP
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Basic Balanced Fund
  July 1, 2007   June 30, 2010
AIM European Small Company Fund
  July 1, 2007   June 30, 2010
AIM Global Core Equity Fund
  July 1, 2007   June 30, 2010
AIM International Small Company Fund
  July 1, 2007   June 30, 2010
AIM Mid Cap Basic Value Fund
  July 1, 2007   June 30, 2010
AIM Select Equity Fund
  July 1, 2007   June 30, 2010
AIM Small Cap Equity Fund
  July 1, 2007   June 30, 2010

5


 

AIM GROWTH SERIES
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Basic Value Fund
  July 1, 2007   June 30, 2010
AIM Global Equity Fund
  July 1, 2007   June 30, 2010
AIM Mid Cap Core Equity Fund
  July 1, 2007   June 30, 2010
AIM Small Cap Growth Fund
  July 1, 2007   June 30, 2010
Invesco Convertible Securities Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Asset Allocation Conservative Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Asset Allocation Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Asset Allocation Moderate Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Harbor Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Leaders Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Real Estate Securities Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen U.S. Mortgage Fund
  February 12, 2010   June 30, 2012
AIM INTERNATIONAL MUTUAL FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Asia Pacific Growth Fund
  July 1, 2007   June 30, 2010
AIM European Growth Fund
  July 1, 2007   June 30, 2010
AIM Global Growth Fund
  July 1, 2007   June 30, 2010
AIM Global Small & Mid Cap Growth Fund
  July 1, 2007   June 30, 2010
AIM International Growth Fund
  July 1, 2007   June 30, 2010
AIM International Core Equity Fund
  July 1, 2007   June 30, 2010
AIM INVESTMENT FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Balanced-Risk Allocation Fund *
  May 29, 2009   June 30, 2010
AIM China Fund
  July 1, 2007   June 30, 2010
AIM Developing Markets Fund
  July 1, 2007   June 30, 2010
AIM Global Health Care Fund
  July 1, 2007   June 30, 2010
AIM International Total Return Fund
  July 1, 2007   June 30, 2010
AIM Japan Fund
  July 1, 2007   June 30, 2010
AIM LIBOR Alpha Fund
  July 1, 2007   June 30, 2010
AIM Trimark Endeavor Fund
  July 1, 2007   June 30, 2010
AIM Trimark Fund
  July 1, 2007   June 30, 2010
AIM Trimark Small Companies Fund
  July 1, 2007   June 30, 2010
Invesco Alternative Opportunities Fund
  February 12, 2010   June 30, 2012
Invesco Commodities Alpha Fund
  February 12, 2010   June 30, 2012
Invesco FX Alpha Plus Strategy Fund
  February 12, 2010   June 30, 2012
Invesco FX Alpha Strategy Fund
  February 12, 2010   June 30, 2012
Invesco Global Advantage Fund
  February 12, 2010   June 30, 2012
Invesco Global Dividend Growth Securities Fund
  February 12, 2010   June 30, 2012
Invesco Health Sciences Fund
  February 12, 2010   June 30, 2012
Invesco International Growth Equity Fund
  February 12, 2010   June 30, 2012
Invesco Pacific Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Emerging Markets Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Global Bond Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Global Equity Allocation Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Global Franchise Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Global Tactical Asset Allocation Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen International Advantage Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen International Growth Fund
  February 12, 2010   June 30, 2012
 
*   Advisory fees to be waived by Invesco for AIM Balanced-Risk Allocation Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Aim Cayman Commodity Fund I, Ltd. invests.

 


 

AIM INVESTMENT SECURITIES FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Core Bond Fund
  July 1, 2007   June 30, 2010
AIM Dynamics Fund
  July 1, 2007   June 30, 2010
AIM Global Real Estate Fund
  July 1, 2007   June 30, 2010
AIM High Yield Fund
  July 1, 2007   June 30, 2010
AIM Income Fund
  July 1, 2007   June 30, 2010
AIM Limited Maturity Treasury Fund
  July 1, 2007   June 30, 2010
AIM Money Market Fund
  July 1, 2007   June 30, 2010
AIM Municipal Bond Fund
  July 1, 2007   June 30, 2010
AIM Real Estate Fund
  July 1, 2007   June 30, 2010
AIM Short Term Bond Fund
  July 1, 2007   June 30, 2010
AIM U.S. Government Fund
  July 1, 2007   June 30, 2010
Invesco High Yield Securities Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Core Plus Fixed Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Corporate Bond Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Government Securities Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen High Yield Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Limited Duration Fund
  February 12, 2010   June 30, 2012
AIM SECTOR FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM Energy Fund
  July 1, 2007   June 30, 2010
AIM Financial Services Fund
  July 1, 2007   June 30, 2010
AIM Gold & Precious Metals Fund
  July 1, 2007   June 30, 2010
AIM Leisure Fund
  July 1, 2007   June 30, 2010
AIM Technology Fund
  July 1, 2007   June 30, 2010
AIM Utilities Fund
  July 1, 2007   June 30, 2010
Invesco Mid-Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco Small-Mid Special Value Fund
  February 12, 2010   June 30, 2012
Invesco Special Value Fund
  February 12, 2010   June 30, 2012
Invesco Technology Sector Fund
  February 12, 2010   June 30, 2012
Invesco U.S. Mid Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco U.S. Small Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco U.S. Small/Mid Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco Value Fund
  February 12, 2010   June 30, 2012
Invesco Value II Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen American Value Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Capital Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Comstock Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Enterprise Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Mid Cap Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Small Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Technology Sector Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Utility Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Value Opportunities Fund
  February 12, 2010   June 30, 2012

 


 

AIM TAX-EXEMPT FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM High Income Municipal Fund
  July 1, 2007   June 30, 2010
AIM Tax-Exempt Cash Fund
  July 1, 2007   June 30, 2010
AIM Tax-Free Intermediate Fund
  July 1, 2007   June 30, 2010
Invesco Municipal Fund
  February 12, 2010   June 30, 2012
Invesco Tax-Exempt Securities Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen California Insured Tax Free Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen High Yield Municipal Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Insured Tax Free Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Intermediate Term Municipal Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen Municipal Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen New York Tax Free Income Fund
  February 12, 2010   June 30, 2012
AIM VARIABLE INSURANCE FUNDS
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
AIM V.I. Basic Balanced Fund
  July 1, 2007   June 30, 2010
AIM V.I. Basic Value Fund
  July 1, 2007   June 30, 2010
AIM V.I. Capital Appreciation Fund
  July 1, 2007   June 30, 2010
AIM V.I. Capital Development Fund
  July 1, 2007   June 30, 2010
AIM V.I. Core Equity Fund
  July 1, 2007   June 30, 2010
AIM V.I. Diversified Income Fund
  July 1, 2007   June 30, 2010
AIM V.I. Dynamics Fund
  July 1, 2007   June 30, 2010
AIM V.I. Financial Services Fund
  July 1, 2007   June 30, 2010
AIM V.I. Global Health Care Fund
  July 1, 2007   June 30, 2010
AIM V.I. Global Real Estate Fund
  July 1, 2007   June 30, 2010
AIM V.I. Government Securities Fund
  July 1, 2007   June 30, 2010
AIM V.I. High Yield Fund
  July 1, 2007   June 30, 2010
AIM V.I. International Growth Fund
  July 1, 2007   June 30, 2010
AIM V.I. Large Cap Growth Fund
  July 1, 2007   June 30, 2010
AIM V.I. Leisure Fund
  July 1, 2007   June 30, 2010
AIM V.I. Mid Cap Core Equity Fund
  July 1, 2007   June 30, 2010
AIM V.I. Money Market Fund
  July 1, 2007   June 30, 2010
AIM V.I. PowerShares ETF Allocation Fund
  October 22, 2008   June 30, 2010
AIM V.I. Small Cap Equity Fund
  July 1, 2007   June 30, 2010
AIM V.I. Technology Fund
  July 1, 2007   June 30, 2010
AIM V.I. Utilities Fund
  July 1, 2007   June 30, 2010
Invesco V.I. Dividend Growth Fund
  February 12, 2010   June 30, 2012
Invesco V.I. Global Dividend Growth Fund
  February 12, 2010   June 30, 2012
Invesco V.I. High Yield Fund
  February 12, 2010   June 30, 2012
Invesco V.I. Income Builder Fund
  February 12, 2010   June 30, 2012
Invesco V.I. S&P 500 Index Fund
  February 12, 2010   June 30, 2012
Invesco V.I. Select Dimensions Balanced Fund
  February 12, 2010   June 30, 2012
Invesco V.I. Select Dimensions Dividend Growth Fund
  February 12, 2010   June 30, 2012
Invesco V.I. Select Dimensions Equally-Weighted S&P 500 Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Capital Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Comstock Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Equity and Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Global Tactical Asset Allocation Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Global Value Equity Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Government Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Growth and Income Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. High Yield Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. International Growth Equity Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Mid Cap Growth Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Mid Cap Value Fund
  February 12, 2010   June 30, 2012
Invesco Van Kampen V.I. Value Fund
  February 12, 2010   June 30, 2012

 


 

SHORT-TERM INVESTMENTS TRUST
         
FUND   EFFECTIVE DATE   COMMITTED UNTIL
 
Government TaxAdvantage Portfolio
  July 1, 2007   June 30, 2010
STIC Prime Portfolio
  July 1, 2007   June 30, 2010
Treasury Portfolio
  July 1, 2007   June 30, 2010

 

MEMORANDUM OF AGREEMENT
(Expense Limitations)
     This Memorandum of Agreement is entered into as of the Effective Date on the attached exhibits (the “Exhibits”), between AIM Counselor Series Trust (Invesco Counselor Series Trust), AIM Equity Funds (Invesco Equity Funds), AIM Funds Group (Invesco Funds Group), AIM Growth Series (Invesco Growth Series), AIM International Mutual Funds (Invesco International Mutual Funds), AIM Investment Funds (Invesco Investment Funds), AIM Investment Securities Funds (Invesco Investment Securities Funds), AIM Sector Funds (Invesco Sector Funds), AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds), AIM Variable Insurance Funds (Invesco Variable Insurance Funds) and Short-Term Investments Trust (each a “Trust” or, collectively, the “Trusts”), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the “Funds”), and Invesco Advisers, Inc. (“Invesco”). Invesco shall and hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibits.
     For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows:
     For the Contractual Limits (listed in Exhibits A — C), the Trusts and Invesco agree until at least the expiration date set forth on the attached Exhibits A — C (the “Expiration Date”) that Invesco will waive its fees or reimburse expenses to the extent that expenses of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items; (v) expenses related to a merger or reorganization, as approved by the Funds’ Boards of Trustees; (vi) expenses of the underlying funds that are paid indirectly as a result of share ownership of the underlying funds; and (vii) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Notwithstanding the foregoing, for Funds indicated on Exhibits A — C with an asterisk, Invesco will waive its fees or reimburse expenses to the extent that total annual fund operating expenses after fee waiver and/or expense reimbursement of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items; (v) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Acquired fund fees and expenses are not fees or expenses incurred by a fund directly but are expenses of the investment companies in which a fund invests. These fees and expenses are incurred indirectly through the valuation of a fund’s investment in these investment companies. Acquired fund fees and expenses are required to be disclosed and included in the total annual fund operating expenses in the prospectus fee table. As a result, the net total annual fund operating expenses shown in the prospectus fee table may exceed the expense limits reflected in Exhibits A-C. With regard to the Contractual Limits, the Board of Trustees of the Trust and Invesco may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Invesco will not have any right to reimbursement of any amount so waived or reimbursed.
     For the Contractual Limits, each of the Trusts and Invesco agree to review the then-current expense limitations for each class of each Fund listed on the Exhibits on a date prior to the Expiration Date to determine whether such limitations should be amended, continued or terminated. The expense limitations will expire upon the Expiration Date unless the Trusts and Invesco have agreed to continue them. The Exhibits will be amended to reflect any such agreement.
     For the Voluntary Limits (listed in Exhibits A — C), the Trusts and Invesco agree that these are not contractual in nature and that Invesco may establish, amend and/or terminate such expense limitations at any time in its sole discretion after consultation with the Funds’ Boards of Trustees. Any delay or failure by Invesco to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such Voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only.
     It is expressly agreed that the obligations of each Trust hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall

 


 

only bind the assets and property of each Fund, as provided in each Trust’s Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of the Trusts, and this Memorandum of Agreement has been executed and delivered by an authorized officer of the Trusts acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust’s Agreement and Declaration of Trust.
     IN WITNESS WHEREOF, each of the Trusts and Invesco have entered into this Memorandum of Agreement as of the Effective Dates on the attached Exhibits.
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
SHORT-TERM INVESTMENTS TRUST
on behalf of the Funds listed in the Exhibits to this Memorandum of Agreement
         
     
  By:   /s/ John M. Zerr    
    Title: Senior Vice President   
       
 
  INVESCO ADVISERS, INC.
 
 
  By:   /s/ John M. Zerr    
    Title: Senior Vice President   
       

2


 

         
as of April 30, 2010
EXHIBIT “A” — RETAIL FUNDS 1
AIM Counselor Series Trust (Invesco Counselor Series Trust)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
Invesco Core Plus Bond Fund
Class A Shares
  Contractual   0.90%   June 2, 2009   June 30, 2010
Class B Shares
  Contractual   1.65%   June 2, 2009   June 30, 2010
Class C Shares
  Contractual   1.65%   June 2, 2009   June 30, 2010
Class R Shares
  Contractual   1.15%   June 2, 2009   June 30, 2010
Class Y Shares
  Contractual   0.65%   June 2, 2009   June 30, 2010
Institutional Class Shares
  Contractual   0.65%   June 2, 2009   June 30, 2010
Invesco Floating Rate Fund
Class A Shares
  Contractual   1.50%   April 14, 2006   June 30, 2010
Class C Shares
  Contractual   2.00%   April 14, 2006   June 30, 2010
Class R Shares
  Contractual   1.75%   April 14, 2006   June 30, 2010
Class Y Shares
  Contractual   1.25%   October 3, 2008   June 30, 2010
Institutional Class Shares
  Contractual   1.25%   April 14, 2006   June 30, 2010
Invesco Multi-Sector Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Invesco Select Real Estate Income Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Invesco Structured Core Fund
Class A Shares
  Contractual   1.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Class R Shares
  Contractual   1.25%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   0.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   1.00%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   0.75%   July 1, 2009   June 30, 2010
Invesco Structured Growth Fund
Class A Shares
  Contractual   1.00%   March 31, 2006   June 30, 2010
Class B Shares
  Contractual   1.75%   March 31, 2006   June 30, 2010
Class C Shares
  Contractual   1.75%   March 31, 2006   June 30, 2010
Class R Shares
  Contractual   1.25%   March 31, 2006   June 30, 2010
Class Y Shares
  Contractual   0.75%   October 3, 2008   June 30, 2010
Institutional Class Shares
  Contractual   0.75%   March 31, 2006   June 30, 2010
Invesco Structured Value Fund
Class A Shares
  Contractual   1.00%   March 31, 2006   June 30, 2010
Class B Shares
  Contractual   1.75%   March 31, 2006   June 30, 2010
Class C Shares
  Contractual   1.75%   March 31, 2006   June 30, 2010
Class R Shares
  Contractual   1.25%   March 31, 2006   June 30, 2010
Class Y Shares
  Contractual   0.75%   October 3, 2008   June 30, 2010
Institutional Class Shares
  Contractual   0.75%   March 31, 2006   June 30, 2010
See page 21 for footnotes to Exhibit A.

3


 

as of April 30, 2010
                 
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
Invesco Balanced Fund*
Class A Shares
  Contractual   1.10%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.85%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.85%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.85%   February 12, 2010   June 30, 2012
Invesco California Tax-Free Income Fund*
Class A Shares
  Contractual   0.85%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.35%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.35%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.60%   February 12, 2010   June 30, 2012
Invesco Dividend Growth Securities Fund*
Class A Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
Invesco Equally-Weighted S&P 500 Fund*
Class A Shares
  Contractual   0.75%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.50%   February 12, 2010   June 30, 2012
Invesco Fundamental Value Fund*
Class A Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Invesco Large Cap Relative Value Fund*
Class A Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
Invesco New York Tax-Free Income Fund*
Class A Shares
  Contractual   0.90%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.65%   February 12, 2010   June 30, 2012
Invesco S&P 500 Index Fund*
Class A Shares
  Contractual   0.65%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.40%   February 12, 2010   June 30, 2012
Invesco Van Kampen American Franchise Fund*
Class A Shares
  Contractual   1.35%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.10%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.10%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.10%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

4


 

as of April 30, 2010
                 
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
Invesco Van Kampen Core Equity Fund*
Class A Shares
  Contractual   1.20%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.95%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.95%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.45%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Invesco Van Kampen Equity and Income Fund*
Class A Shares
  Contractual   0.82%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.57%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.57%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.07%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.57%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.57%   February 12, 2010   June 30, 2012
Invesco Van Kampen Equity Premium Income Fund*
Class A Shares
  Contractual   1.24%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.99%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.99%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.99%   February 12, 2010   June 30, 2012
Invesco Van Kampen Growth and Income Fund*
Class A Shares
  Contractual   0.88%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.63%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.63%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.13%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.63%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.63%   February 12, 2010   June 30, 2012
Invesco Van Kampen Pennsylvania Tax Free Income Fund*
Class A Shares
  Contractual   1.13%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.88%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.88%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.88%   February 12, 2010   June 30, 2012
Van Kampen Small Cap Growth Fund*
Class A Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
AIM Equity Funds (Invesco Equity Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
Invesco Capital Development Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
See page 21 for footnotes to Exhibit A.

5


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Charter Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class S Shares
  Contractual   1.90%   September 25, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Constellation Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Disciplined Equity Fund
               
Class Y Shares
  Contractual   1.75%   July 14, 2009   February 28, 2011
 
               
Invesco Diversified Dividend Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Large Cap Basic Value Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Large Cap Growth Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Summit Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class P Shares
  Contractual   1.85%   July 1, 2009   February 28, 2011
Class S Shares
  Contractual   1.90%   September 25, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
See page 21 for footnotes to Exhibit A.

6


 

as of April 30, 2010
AIM Funds Group (Invesco Funds Group)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Basic Balanced Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco European Small Company Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
 
               
Invesco Global Core Equity Fund
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class A Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Institutional Class Shares
               
 
               
Invesco International Small Company Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
 
               
Invesco Mid Cap Basic Value Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco Select Equity Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco Small Cap Equity Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
See page 21 for footnotes to Exhibit A.

7


 

as of April 30, 2010
AIM Growth Series (Invesco Growth Series)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Balanced-Risk Retirement Now Fund 2
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contractual   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
 
               
Invesco Balanced-Risk Retirement 2010 Fund 3
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contracutal   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
 
               
Invesco Balanced-Risk Retirement 2020 Fund 4
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contractual   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
 
               
Invesco Balanced-Risk Retirement 2030 Fund 5
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contractual   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
 
               
Invesco Balanced-Risk Retirement 2040 Fund 6
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contractual   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
See page 21 for footnotes to Exhibit A.

8


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Balanced-Risk Retirement 2050 Fund 8
               
Class A Shares
  Contractual   0.25%   November 4, 2009   April 30, 2011
Class A5 Shares
  Contractual   0.25%   February 12, 2010   April 30, 2011
Class B Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C Shares
  Contractual   1.00%   November 4, 2009   April 30, 2011
Class C5 Shares
  Contractual   1.00%   February 12, 2010   April 30, 2011
Class R Shares
  Contractual   0.50%   November 4, 2009   April 30, 2011
Class R5 Shares
  Contractual   0.50%   February 12, 2010   April 30, 2011
Class Y Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.00%   November 4, 2009   April 30, 2011
 
               
Invesco Basic Value Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco Conservative Allocation Fund
               
Class A Shares
  Contractual   0.48%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.23%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.23%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.73%   July 1, 2009   April 30, 2011
Class S Shares
  Contractual   0.38%   September 25, 2009   April 30, 2011
Class Y Shares
  Contractual   0.23%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.23%   July 1, 2009   April 30, 2011
 
               
Invesco Global Equity Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.50%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
 
               
Invesco Growth Allocation Fund
               
Class A Shares
  Contractual   0.46%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.21%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.21%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.71%   July 1, 2009   April 30, 2011
Class S Shares
  Contractual   0.36%   September 25, 2009   April 30, 2011
Class Y Shares
  Contractual   0.21%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.21%   July 1, 2009   April 30, 2011
 
               
Invesco Income Allocation Fund
               
Class A Shares
  Contractual   0.28%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.03%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.03%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.53%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   0.03%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.03%   July 1, 2009   April 30, 2011
 
               
Invesco International Allocation Fund
               
Class A Shares
  Contractual   0.43%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.18%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.18%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.68%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   0.18%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.18%   July 1, 2009   April 30, 2011
See page 21 for footnotes to Exhibit A.

9


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Mid Cap Core Equity Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco Moderate Allocation Fund
               
Class A Shares
  Contractual   0.37%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.12%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.12%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.62%   July 1, 2009   April 30, 2011
Class S Shares
  Contractual   0.27%   September 25, 2009   April 30, 2011
Class Y Shares
  Contractual   0.12%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.12%   July 1, 2009   April 30, 2011
 
               
Invesco Moderate Growth Allocation Fund
               
Class A Shares
  Contractual   0.37%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.12%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.12%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.62%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   0.12%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.12%   July 1, 2009   April 30, 2011
 
               
Invesco Moderately Conservative Allocation Fund
               
Class A Shares
  Contractual   0.39%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   1.14%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   1.14%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   0.64%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   0.14%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   0.14%   July 1, 2009   April 30, 2011
 
               
Invesco Small Cap Growth Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   April 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   April 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   April 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   April 30, 2011
 
               
Invesco Convertible Securities Fund *
               
Class A Shares
  Contractual   1.27%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.02%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.02%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.02%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Asset Allocation Conservative Fund *
               
Class A Shares
  Contractual   0.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.15%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Asset Allocation Growth Fund *
               
Class A Shares
  Contractual   0.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.15%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

10


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen Asset Allocation Moderate Fund *
               
Class A Shares
  Contractual   0.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.15%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Harbor Fund *
               
Class A Shares
  Contractual   1.11%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.86%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.86%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.86%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.86%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Leaders Fund *
               
Class A Shares
  Contractual   0.50%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.25%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Real Estate Securities Fund *
               
Class A Shares
  Contractual   1.55%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.30%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.30%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.30%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.30%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen U.S. Mortgage Fund *
               
Class A Shares
  Contractual   0.96%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.71%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.71%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.71%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.71%   February 12, 2010   June 30, 2012
AIM International Mutual Funds (Invesco International Mutual Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Asia Pacific Growth Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco European Growth Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.50%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
 
               
Invesco Global Growth Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
See page 21 for footnotes to Exhibit A.

11


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Global Small & Mid Cap Growth Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco International Core Equity Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.50%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco International Growth Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.50%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
AIM Investment Funds (Invesco Investment Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Balanced-Risk Allocation Fund 8
               
Class A Shares
  Contractual   1.04%   November 4, 2009   February 28, 2011
Class B Shares
  Contractual   1.79%   November 4, 2009   February 28, 2011
Class C Shares
  Contractual   1.79%   November 4, 2009   February 28, 2011
Class R Shares
  Contractual   1.29%   November 4, 2009   February 28, 2011
Class Y Shares
  Contractual   0.79%   November 4, 2009   February 28, 2011
Institutional Class Shares
  Contractual   0.79%   November 4, 2009   February 28, 2011
 
               
Invesco China Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco Developing Markets Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco Global Health Care Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
See page 21 for footnotes to Exhibit A.

12


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco International Total Return Fund
               
Class A Shares
  Contractual   1.10%   March 31, 2006   February 28, 2011
Class B Shares
  Contractual   1.85%   March 31, 2006   February 28, 2011
Class C Shares
  Contractual   1.85%   March 31, 2006   February 28, 2011
Class Y Shares
  Contractual   0.85%   October 3, 2008   February 28, 2011
Institutional Class Shares
  Contractual   0.85%   March 31, 2006   February 28, 2011
 
               
Invesco Japan Fund
               
Class A Shares
  Contractual   2.25%   March 31, 2006   February 28, 2011
Class B Shares
  Contractual   3.00%   March 31, 2006   February 28, 2011
Class C Shares
  Contractual   3.00%   March 31, 2006   February 28, 2011
Class Y Shares
  Contractual   2.00%   October 3, 2008   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   March 31, 2006   February 28, 2011
 
               
Invesco LIBOR Alpha Fund
               
Class A Shares
  Contractual   0.85%   March 31, 2006   February 28, 2011
Class C Shares
  Contractual   1.10% 3   March 31, 2006   February 28, 2011
Class R Shares
  Contractual   1.10%   March 31, 2006   February 28, 2011
Class Y Shares
  Contractual   0.60%   October 3, 2008   February 28, 2011
Institutional Class Shares
  Contractual   0.60%   March 31, 2006   February 28, 2011
 
               
Invesco Endeavor Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Global Fund
               
Class A Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   3.00%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.50%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
 
               
Invesco Small Companies Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   February 28, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   February 28, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   February 28, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   February 28, 2011
 
               
Invesco Alternative Opportunities Fund *
               
Class A Shares
  Contractual   1.56%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.31%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.81%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.31%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.31%   February 12, 2010   June 30, 2012
 
               
Invesco Commodities Strategy Fund *
               
Class A Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

13


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco FX Alpha Plus Strategy Fund *
               
Class A Shares
  Contractual   1.84%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.59%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   2.09%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.59%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.59%   February 12, 2010   June 30, 2012
 
               
Invesco FX Alpha Strategy Fund *
               
Class A Shares
  Contractual   1.29%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.79%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.54%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.04%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.04%   February 12, 2010   June 30, 2012
 
               
Invesco Global Advantage Fund *
               
Class A Shares
  Contractual   1.41%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.16%   February 12, 2010   June 30, 2012
 
               
Invesco Global Dividend Growth Securities Fund *
               
Class A Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
 
               
Invesco Health Sciences Fund *
               
Class A Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
 
               
Invesco International Growth Equity Fund *
               
Class A Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
 
               
Invesco Pacific Growth Fund *
               
Class A Shares
  Contractual   1.88%       June 30, 2012
Class B Shares
  Contractual   2.63%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.63%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   2.13%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.63%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Emerging Markets Fund *
               
Class A Shares
  Contractual   2.10%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.85%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.85%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.85%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.85%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Global Bond Fund *
               
Class A Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.75%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.75%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.75%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

14


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen Global Equity Allocation Fund *
               
Class A Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.45%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.45%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.45%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Global Franchise Fund *
               
Class A Shares
  Contractual   1.28%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.03%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.03%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.03%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Global Tactical Asset Allocation Fund *
               
Class A Shares
  Contractual   1.20%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.95%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.95%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.45%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen International Advantage Fund *
               
Class A Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.40%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen International Growth Fund *
               
Class A Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
AIM Investment Securities Funds (Invesco Investment Securities Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Core Bond Fund
               
Class A Shares
  Contractual   0.80%   March 4, 2009   June 30, 2011
Class B Shares
  Contractual   1.55%   March 4, 2009   June 30, 2011
Class C Shares
  Contractual   1.55%   March 4, 2009   June 30, 2011
Class R Shares
  Contractual   1.05%   March 4, 2009   June 30, 2011
Class Y Shares
  Contractual   0.55%   March 4, 2009   June 30, 2011
Institutional Class Shares
  Contractual   0.55%   March 4, 2009   June 30, 2011
 
               
Invesco Dynamics Fund
               
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   June 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
See page 21 for footnotes to Exhibit A.

15


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Global Real Estate Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   June 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
 
               
Invesco High Yield Fund
Class A Shares
  Contractual   0.99%   March 4, 2009   June 30, 2011
Class B Shares
  Contractual   1.74%   March 4, 2009   June 30, 2011
Class C Shares
  Contractual   1.74%   March 4, 2009   June 30, 2011
Class Y Shares
  Contractual   0.74%   March 4, 2009   June 30, 2011
Investor Class Shares
  Contractual   0.99%   March 4, 2009   June 30, 2011
Institutional Class Shares
  Contractual   0.74%   March 4, 2009   June 30, 2011
 
               
Invesco Municipal Bond Fund
Class A Shares
  Contractual   0.57%   March 4, 2009   June 30, 2011
Class B Shares
  Contractual   1.32%   March 4, 2009   June 30, 2011
Class C Shares
  Contractual   1.32%   March 4, 2009   June 30, 2011
Class Y Shares
  Contractual   0.32%   March 4, 2009   June 30, 2011
Investor Class Shares
  Contractual   0.57%   March 4, 2009   June 30, 2011
 
               
Invesco Real Estate Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2011
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2011
Class R Shares
  Contractual   2.25%   July 1, 2009   June 30, 2011
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2011
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2011
 
               
Invesco Short Term Bond Fund
Class A Shares
  Contractual   0.66%   March 4, 2009   June 30, 2011
Class C Shares
  Contractual   0.91% 9   March 4, 2009   June 30, 2011
Class R Shares
  Contractual   0.91%   March 4, 2009   June 30, 2011
Class Y Shares
  Contractual   0.41%   March 4, 2009   June 30, 2011
Institutional Class Shares
  Contractual   0.41%   March 4, 2009   June 30, 2011
 
               
Invesco High Yield Securities Fund *
Class A Shares
  Contractual   2.13%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.63%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.73%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.88%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Core Plus Fixed Income Fund *
Class A Shares
  Contractual   0.75%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.50%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Corporate Bond Fund *
Class A Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

16


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen Government Securities Fund *
Class A Shares
  Contractual   1.03%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.78%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.78%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen High Yield Fund *
Class A Shares
  Contractual   1.03%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.78%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.78%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Limited Duration Fund *
Class A Shares
  Contractual   0.93%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.43%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.43%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
AIM Sector Funds (Invesco Sector Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Energy Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
 
               
Invesco Financial Services Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
 
               
Invesco Gold & Precious Metals Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
 
               
Invesco Leisure Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class R Shares
  Contractual   2.25%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
See page 21 for footnotes to Exhibit A.

17


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Technology Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
 
               
Invesco Utilities Fund
Class A Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Class B Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class C Shares
  Contractual   2.75%   July 1, 2009   June 30, 2010
Class Y Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
Investor Class Shares
  Contractual   2.00%   July 1, 2009   June 30, 2010
Institutional Class Shares
  Contractual   1.75%   July 1, 2009   June 30, 2010
 
               
Invesco Mid-Cap Value Fund *
Class A Shares
  Contractual   1.64%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.39%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.39%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.39%   February 12, 2010   June 30, 2012
 
               
Invesco Small-Mid Special Value Fund *
Class A Shares
  Contractual   1.46%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.21%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.21%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.21%   February 12, 2010   June 30, 2012
 
               
Invesco Special Value Fund *
Class A Shares
  Contractual   1.34%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.09%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.09%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.09%   February 12, 2010   June 30, 2012
 
               
Invesco Technology Sector Fund *
Class A Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.75%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.75%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.75%   February 12, 2010   June 30, 2012
 
               
Invesco U.S. Mid Cap Value Fund *
Class A Shares
  Contractual   1.27%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.02%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.02%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.02%   February 12, 2010   June 30, 2012
 
               
Invesco U.S. Small Cap Value Fund *
Class A Shares
  Contractual   1.12%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.87%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.87%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.87%   February 12, 2010   June 30, 2012
 
               
Invesco U.S. Small/Mid Cap Value Fund *
Class A Shares
  Contractual   1.51%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.26%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.26%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.26%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

18


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Value Fund *
Class A Shares
  Contractual   1.25%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.00%   February 12, 2010   June 30, 2012
 
               
Invesco Value II Fund *
Class A Shares
  Contractual   1.01%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.76%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.76%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.76%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen American Value Fund *
Class A Shares
  Contractual   1.41%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.66%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.16%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.16%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Capital Growth Fund *
Class A Shares
  Contractual   1.28%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.03%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.03%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.53%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.03%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.03%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Comstock Fund *
Class A Shares
  Contractual   0.89%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.64%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.64%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.14%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.64%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   0.64%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Enterprise Fund *
Class A Shares
  Contractual   1.17%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.92%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.92%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.92%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Mid Cap Growth Fund *
Class A Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.15%   February 12, 2010   June 30, 2012
Class R Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Institutional Class Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Small Cap Value Fund *
Class A Shares
  Contractual   1.34%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.09%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.09%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.09%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

19


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen Technology Sector Fund *
Class A Shares
  Contractual   1.95%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.70%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.70%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
 
               
See page 21 for footnotes to Exhibit A.
               
 
               
Invesco Van Kampen Utility Fund *
Class A Shares
  Contractual   1.32%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.07%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.07%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.07%   February 12, 2010   June 30, 2012
 
               
Van Kampen Value Opportunities Fund *
Class A Shares
  Contractual   1.41%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   2.16%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   1.16%   February 12, 2010   June 30, 2012
AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco High Income Municipal Fund
Class A Shares
  Voluntary   0.80%   March 4, 2009   N/A 10
Class B Shares
  Voluntary   1.55%   March 4, 2009   N/A 10
Class C Shares
  Voluntary   1.55%   March 4, 2009   N/A 10
Class Y Shares
  Voluntary   0.55%   March 4, 2009   N/A 10
Institutional Class Shares
  Voluntary   0.55%   March 4, 2009   N/A 10
 
               
Invesco Municipal Fund *
Class A Shares
  Contractual   0.75%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.50%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.50%   February 12, 2010   June 30, 2012
 
               
Invesco Tax-Exempt Securities Fund *
Class A Shares
  Contractual   0.83%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.18%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.28%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.58%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen California Insured Tax Free Fund *
Class A Shares
  Contractual   0.95%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.70%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
Invesco Van Kampen High Yield Municipal Fund *
Class A Shares
  Contractual   0.87%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.62%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.62%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.62%   February 12, 2010   June 30, 2012
See page 21 for footnotes to Exhibit A.

20


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen Insured Tax Free Income Fund *
Class A Shares
  Contractual   0.90%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.65%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Intermediate Term Municipal Income Fund *
Class A Shares
  Contractual   0.90%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.65%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen Municipal Income Fund *
Class A Shares
  Contractual   0.90%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.65%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.65%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen New York Tax Free Income Fund *
Class A Shares
  Contractual   0.78%   February 12, 2010   June 30, 2012
Class B Shares
  Contractual   1.53%   February 12, 2010   June 30, 2012
Class C Shares
  Contractual   1.53%   February 12, 2010   June 30, 2012
Class Y Shares
  Contractual   0.53%   February 12, 2010   June 30, 2012
 
1   The total operating expenses of any class of shares established after the date of this Memorandum of Agreement will be limited to the amount established for Class A Shares plus the difference between the new class 12b-1 rate and the Class A 12b-1 rate.
 
2   In addition upon closing of a reorganization with Van Kampen In Retirement, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.47%, 1.22%, 0.72% and 0.22% for Class A5, C5, R5 and Y, respectively.
 
3   In addition upon closing of a reorganization with Van Kampen 2010 Retirement Strategy and Van Kampen 2015 Retirement Strategy, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.38%, 1.13%, 0.63% and 0.13% for Class A5, C5, R5 and Y, respectively.
 
4   In addition upon closing of a reorganization with Van Kampen 2020 Retirement Strategy and Van Kampen 2025 Retirement Strategy, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.41%, 1.16%, 0.66% and 0.16% for Class A5, C5, R5 and Y, respectively.
 
5   In addition upon closing of a reorganization with Van Kampen 30 Retirement Strategy and Van Kampen 2035 Retirement Strategy, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.29%, 1.04%, 0.54% and 0.04% for Class A5, C5, R5 and Y, respectively.
 
6   In addition upon closing of a reorganization with Van Kampen 2040 Retirement Strategy and Van Kampen 2045 Retirement Strategy, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.28%, 1.03%, 0.53% and 0.03% for Class A5, C5, R5 and Y, respectively.
 
7   In addition upon closing of a reorganization with Van Kampen 50 Retirement Strategy, the Fund’s contractual limit through at least June 30, 2012 (excluding only items included in “notwithstanding” sentence discussed above) will be 0.26%, 1.01%, 0.51% and 0.01% for Class A5, C5, R5 and Y, respectively.
 
8   Includes waived fees or reimbursed expenses that Invesco receives from Invesco Aim Cayman Commodity Fund I, Ltd.
 
9   The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc.
 
10   Invesco may establish, amend or terminate voluntary waivers at any time in its sole discretion after consultation with the Trust.

21


 

as of April 30, 2010
EXHIBIT “B” — INSTITUTIONAL MONEY MARKET FUNDS 1,2
Short-Term Investments Trust
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Government & Agency Portfolio
Cash Management Class
  Contractual   0.22% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.17%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.14%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.69% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.44% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.01% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.30% 2   July 1, 2009   June 30, 2010
 
               
Government TaxAdvantage Portfolio
Cash Management Class
  Contractual   0.22% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.17%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.14%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.69% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.39% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.01% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.30% 2   July 1, 2009   June 30, 2010
 
               
Liquid Assets Portfolio
Cash Management Class
  Contractual   0.22% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.17%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.14%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.69% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.44% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.01% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.34%   July 1, 2009   June 30, 2010
 
               
STIC Prime Portfolio
Cash Management Class
  Contractual   0.22% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.17%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.14%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.69% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.44% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.01% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.30% 2   July 1, 2009   June 30, 2010
 
               
Tax-Free Cash Reserve Portfolio
Cash Management Class
  Contractual   0.33% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.28%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.25%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.80% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.50% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.12% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.41% 2   July 1, 2009   June 30, 2010
See page 23 for footnotes to Exhibit C.

22


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Treasury Portfolio 3
Cash Management Class
  Contractual   0.22% 2   July 1, 2009   June 30, 2010
Corporate Class
  Contractual   0.17%   July 1, 2009   June 30, 2010
Institutional Class
  Contractual   0.14%   July 1, 2009   June 30, 2010
Personal Investment Class
  Contractual   0.69% 2   July 1, 2009   June 30, 2010
Private Investment Class
  Contractual   0.44% 2   July 1, 2009   June 30, 2010
Reserve Class
  Contractual   1.01% 2   July 1, 2009   June 30, 2010
Resource Class
  Contractual   0.30% 2   July 1, 2009   June 30, 2010
 
1   The expense rate excluding 12b-1 fees of any class of shares established after the date of this Memorandum of Agreement will be the same as existing classes.
 
2   The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc.
 
3   The expense limitation also excludes Trustees’ fees and federal registration expenses.

23


 

as of April 30, 2010
EXHIBIT “C” — VARIABLE INSURANCE FUNDS
AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco V.I. Basic Balanced Fund
Series I Shares
  Contractual   0.91%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.16%   July 1, 2005   April 30, 2011
 
               
Invesco V.I. Basic Value Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Capital Appreciation Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Capital Development Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Core Equity Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Diversified Income Fund
Series I Shares
  Contractual   0.75%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.00%   July 1, 2005   April 30, 2011
 
               
Invesco V.I. Dynamics Fund
Series I Shares
  Contractual   1.30%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.45%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Financial Services Fund
Series I Shares
  Contractual   1.30%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.45%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Global Health Care Fund
Series I Shares
  Contractual   1.30%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.45%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Global Multi-Asset Fund
Series I Shares
  Contractual   0.10%   April 30, 2010   April 30, 2011
Series II Shares
  Contractual   0.35%   April 30, 2010   April 30, 2011

24


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco V.I. Global Real Estate Fund
Series I Shares
  Contractual   1.30%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.45%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Government Securities Fund
Series I Shares
  Contractual   0.73%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   0.98%   July 1, 2005   April 30, 2011
 
               
Invesco V.I. High Yield Fund
Series II Shares
  Contractual   0.95%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.20%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. International Growth Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Large Cap Growth Fund
Series I Shares
  Contractual   1.01%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.26%   July 1, 2005   April 30, 2011
 
               
Invesco V.I. Leisure Fund
Series I Shares
  Contractual   1.01%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.26%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Mid Cap Core Equity Fund
Series I Shares
  Contractual   1.30%   September 10, 2001   April 30, 2011
Series II Shares
  Contractual   1.45%   September 10, 2001   April 30, 2011
 
               
Invesco V.I. Money Market Fund
Series I Shares
  Contractual   1.30%   January 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.45%   January 1, 2005   April 30, 2011
 
               
Invesco V.I. Small Cap Equity Fund
Series I Shares
  Contractual   1.15%   July 1, 2005   April 30, 2011
Series II Shares
  Contractual   1.40%   July 1, 2005   April 30, 2011
Invesco V.I. Technology Fund
Series I Shares
  Contractual   1.30%   April 30, 2004   April 30, 2011
Series II Shares
  Contractual   1.45%   April 30, 2004   April 30, 2011
 
               
Invesco V.I. Utilities Fund
Series I Shares
  Contractual   0.93%   September 23, 2005   April 30, 2011
Series II Shares
  Contractual   1.18%   September 23, 2005   April 30, 2011
 
               
Invesco V.I. Dividend Growth Fund *
Series I Shares
  Contractual   0.67%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.92%   February 12, 2010   June 30, 2012

25


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco V.I. Global Dividend Growth Fund *
Series I Shares
  Contractual   0.94%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.19%   February 12, 2010   June 30, 2012
 
               
Invesco V.I. High Yield Securities
Fund *
Series I Shares
  Contractual   1.75%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   2.00%   February 12, 2010   June 30, 2012
 
               
Invesco V.I. Income Builder Fund *
Series I Shares
  Contractual   1.02%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.27%   February 12, 2010   June 30, 2012
 
               
Invesco V.I. S&P 500 Index Fund *
Series I Shares
  Contractual   0.28%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.53%   February 12, 2010   June 30, 2012
 
               
Invesco V.I. Select Dimensions Balanced Fund *
Series I Shares
  Contractual   0.82%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.07%   February 12, 2010   June 30, 2012
Invesco V.I. Select Dimensions Dividend Growth Fund *
Series I Shares
  Contractual   0.72%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.97%   February 12, 2010   June 30, 2012
 
               
Invesco V.I. Select Dimensions Equally-Weighted S&P 500 Fund *
Series I Shares
  Contractual   0.37%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.62%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Capital Growth Fund *
Series I Shares
  Contractual   0.84%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.09%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Comstock Fund *
Series I Shares
  Contractual   0.62%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.87%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Equity and Income Fund *
Series I Shares
  Contractual   0.70%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.75%   February 12, 2010   June 30, 2012

26


 

as of April 30, 2010
                 
    Contractual/   Expense   Effective Date of   Expiration
Fund   Voluntary   Limitation   Current Limit   Date
 
               
Invesco Van Kampen V.I. Global Tactical Asset Allocation Fund *
Series I Shares
  Contractual   0.90%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Global Value Equity Fund *
Series I Shares
  Contractual   1.15%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.40%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Government Fund *
Series I Shares
  Contractual   0.60%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.85%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Growth and Income Fund *
Series I Shares
  Contractual   0.62%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   0.87%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. High Yield Fund *
Series I Shares
  Contractual   0.80%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.05%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. International Growth Equity Fund *
Series I Shares
  Contractual   1.11%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.36%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Mid Cap Growth Fund *
Series I Shares
  Contractual   1.01%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.26%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Mid Cap Value Fund *
Series I Shares
  Contractual   1.18%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.28%   February 12, 2010   June 30, 2012
 
               
Invesco Van Kampen V.I. Value Fund *
Series I Shares
  Contractual   0.86%   February 12, 2010   June 30, 2012
Series II Shares
  Contractual   1.11%   February 12, 2010   June 30, 2012

27

CONSENT OF COUNSEL
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
We hereby consent to the use of our name and to the reference to our firm under the caption “Investment Advisory and Other Services – Other Service Providers – Counsel to the Trust” in the Statement of Additional Information for each portfolio of AIM Sector Funds (Invesco Sector Funds) (the “Trust”), which are included in Post-Effective Amendment No. 57 to the Registration Statement under the Securities Act of 1933, as amended (No. 002-85905), and Amendment No. 57 to the Registration Statement under the Investment Company Act of 1940, as amended (No. 811-03826), on Form N-1A of the Trust.
         
     
  /s/ Stradley Ronon Stevens & Young, LLP    
  Stradley Ronon Stevens & Young, LLP   
     
 
Philadelphia, Pennsylvania
May 20, 2010

 

AMENDMENT NO. 2
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(INVESTOR CLASS SHARES)
     The First Restated Master Distribution Plan (the “Plan”), effective July 1, 2004, as subsequently amended, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; and 2) reflect the name change of the applicable Portfolios from AIM to Invesco;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with the following:
“SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(INVESTOR CLASS SHARES)
AIM EQUITY FUNDS
(INVESCO EQUITY FUNDS)
Portfolio – Investor Class Shares

Invesco Diversified Dividend Fund
Invesco Large Cap Growth Fund
AIM FUNDS GROUP
(INVESCO FUNDS GROUP)
Portfolio – Investor Class Shares

Invesco Basic Balanced Fund
AIM GROWTH SERIES
(INVESCO GROWTH SERIES)
Portfolio- Investor Class Shares

Invesco Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
(INVESCO INTERNATIONAL MUTUAL FUNDS)
Portfolio – Investor Class Shares

Invesco European Growth Fund
AIM INVESTMENT SECURITIES FUNDS
(INVESCO INVESTMENT SECURITIES FUNDS)
Portfolio – Investor Class Shares

Invesco Dynamics Fund
Invesco High Yield Fund
Invesco Income Fund
Invesco U.S. Government Fund
Invesco Municipal Bond Fund
Invesco Real Estate Fund
AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS)
Portfolio – Investor Class Shares

Invesco Technology Fund”
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.

 

AMENDMENT NO. 3
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Investor Class Shares)
     The First Restated Master Distribution Plan (the “Plan”), effective as of July 1, 2004, and as subsequently amended, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; and 2) reflect the name change of the applicable Portfolios from AIM to Invesco;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(INVESTOR CLASS SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Investor Class Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below as to the Investor Class Shares of each Portfolio to the average daily net assets of the Investor Class Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Investor Class Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Investor Class Shares
                       
 
                       
Invesco Structured Core Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Investor Class Shares
                       
 
                       
Invesco Capital Development Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Investor Class Shares
                       
 
                       
Invesco International Core Equity Fund
    0.00 %     0.25 %     0.25 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENTS FUNDS)   Charge   Fee   Fee
Portfolio — Investor Class Shares
                       
 
                       
Invesco Global Health Care Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Investor Class Shares
                       
 
                       
Invesco Energy Fund
    0.00 %     0.25 %     0.25 %
Invesco Financial Services Fund
    0.00 %     0.25 %     0.25 %
Invesco Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
Invesco Leisure Fund
    0.00 %     0.25 %     0.25 %
Invesco Utilities Fund
    0.00 %     0.25 %     0.25 %
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: April 30, 2010

2

AMENDMENT NO. 11
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class A Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective November 4, 2009, as follows:
          WHEREAS, the parties desire to amend the Plan to change the name of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
          NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
             
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Core Plus Bond Fund
  0.00%   0.25%   0.25%
AIM Floating Rate Fund
  0.00%   0.25%   0.25%
AIM Multi-Sector Fund
  0.00%   0.25%   0.25%
AIM Select Real Estate Income Fund
  0.00%   0.25%   0.25%
AIM Structured Core Fund
  0.00%   0.25%   0.25%
AIM Structured Growth Fund
  0.00%   0.25%   0.25%
AIM Structured Value Fund
  0.00%   0.25%   0.25%
 
           
 
           

 


 

             
    Minimum
Asset
       
  Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Capital Development Fund
  0.00%   0.25%   0.25%
AIM Charter Fund
  0.00%   0.25%   0.25%
AIM Constellation Fund
  0.00%   0.25%   0.25%
AIM Diversified Dividend Fund
  0.00%   0.25%   0.25%
AIM Large Cap Basic Value Fund
  0.00%   0.25%   0.25%
AIM Large Cap Growth Fund
  0.00%   0.25%   0.25%
AIM Summit Fund
  0.00%   0.25%   0.25%
             
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Basic Balanced Fund
  0.00%   0.25%   0.25%
AIM European Small Company Fund
  0.00%   0.25%   0.25%
AIM Global Core Equity Fund
  0.00%   0.25%   0.25%
AIM International Small Company Fund
  0.00%   0.25%   0.25%
AIM Mid Cap Basic Value Fund
  0.00%   0.25%   0.25%
AIM Select Equity Fund
  0.00%   0.25%   0.25%
AIM Small Cap Equity Fund
  0.00%   0.25%   0.25%
             
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Balanced-Risk Retirement Now Fund
  0.00%   0.25%   0.25%
AIM Balanced-Risk Retirement 2010 Fund
  0.00%   0.25%   0.25%
AIM Balanced-Risk Retirement 2020 Fund
  0.00%   0.25%   0.25%
AIM Balanced-Risk Retirement 2030 Fund
  0.00%   0.25%   0.25%
AIM Balanced-Risk Retirement 2040 Fund
  0.00%   0.25%   0.25%
AIM Balanced-Risk Retirement 2050 Fund
  0.00%   0.25%   0.25%
AIM Basic Value Fund
  0.00%   0.25%   0.25%
AIM Conservative Allocation Fund
  0.00%   0.25%   0.25%
AIM Global Equity Fund
  0.00%   0.25%   0.25%
AIM Growth Allocation Fund
  0.00%   0.25%   0.25%
AIM Income Allocation Fund
  0.00%   0.25%   0.25%
AIM International Allocation Fund
  0.00%   0.25%   0.25%
AIM Mid Cap Core Equity Fund
  0.00%   0.25%   0.25%
AIM Moderate Allocation Fund
  0.00%   0.25%   0.25%
AIM Moderate Growth Allocation Fund
  0.00%   0.25%   0.25%
AIM Moderately Conservative Allocation Fund
  0.00%   0.25%   0.25%
AIM Small Cap Growth Fund
  0.00%   0.25%   0.25%
 
           

2


 

                         
    Minimum
Asset
       
  Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
    0.00 %     0.25 %     0.25 %
AIM European Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Small & Mid Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM International Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM International Growth Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM China Fund
    0.00 %     0.25 %     0.25 %
AIM Developing Markets Fund
    0.00 %     0.25 %     0.25 %
AIM Global Health Care Fund
    0.00 %     0.25 %     0.25 %
AIM International Total Return Fund
    0.00 %     0.25 %     0.25 %
AIM Japan Fund
    0.00 %     0.25 %     0.25 %
AIM LIBOR Alpha Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Endeavor Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Small Companies Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Core Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Dynamics Fund
    0.00 %     0.25 %     0.25 %
AIM Global Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM High Yield Fund
    0.00 %     0.25 %     0.25 %
AIM Income Fund
    0.00 %     0.25 %     0.25 %
AIM Limited Maturity Treasury Fund
    0.00 %     0.15 %     0.15 %
AIM Municipal Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM Short Term Bond Fund
    0.00 %     0.25 %     0.25 %
AIM U.S. Government Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Energy Fund
    0.00 %     0.25 %     0.25 %
AIM Financial Services Fund
    0.00 %     0.25 %     0.25 %
AIM Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
AIM Leisure Fund
    0.00 %     0.25 %     0.25 %
AIM Technology Fund
    0.00 %     0.25 %     0.25 %
AIM Utilities Fund
    0.00 %     0.25 %     0.25 %

3


 

                         
    Minimum        
    Asset        
  Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM High Income Municipal Fund
    0.00 %     0.25 %     0.25 %
AIM Tax-Exempt Cash Fund
    0.00 %     0.10 %     0.10 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: November 4, 2009

4

AMENDMENT NO. 12
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class A Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 1, 2010, as follows:
          WHEREAS, the parties desire to amend the Plan to redesignate the Class A Shares of AIM Limited Maturity Treasury Fund as Class A2 Shares;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM COUNSELOR SERIES TRUST   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Core Plus Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Floating Rate Fund
    0.00 %     0.25 %     0.25 %
AIM Multi-Sector Fund
    0.00 %     0.25 %     0.25 %
AIM Select Real Estate Income Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Core Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Value Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM EQUITY FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Capital Development Fund
    0.00 %     0.25 %     0.25 %
AIM Charter Fund
    0.00 %     0.25 %     0.25 %
AIM Constellation Fund
    0.00 %     0.25 %     0.25 %
AIM Diversified Dividend Fund
    0.00 %     0.25 %     0.25 %
AIM Large Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Large Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Summit Fund
    0.00 %     0.25 %     0.25 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM FUNDS GROUP   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Basic Balanced Fund
    0.00 %     0.25 %     0.25 %
AIM European Small Company Fund
    0.00 %     0.25 %     0.25 %
AIM Global Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM International Small Company Fund
    0.00 %     0.25 %     0.25 %
AIM Mid Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Select Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Small Cap Equity Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM GROWTH SERIES   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Balanced-Risk Retirement Now Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2010 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2020 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2030 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2040 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2050 Fund
    0.00 %     0.25 %     0.25 %
AIM Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Global Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Income Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM International Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Mid Cap Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Moderate Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Moderate Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Moderately Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Small Cap Growth Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INTERNATIONAL MUTUAL FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Asia Pacific Growth Fund
    0.00 %     0.25 %     0.25 %
AIM European Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Small & Mid Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM International Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM International Growth Fund
    0.00 %     0.25 %     0.25 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INVESTMENT FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Balanced-Risk Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM China Fund
    0.00 %     0.25 %     0.25 %
AIM Developing Markets Fund
    0.00 %     0.25 %     0.25 %
AIM Global Health Care Fund
    0.00 %     0.25 %     0.25 %
AIM International Total Return Fund
    0.00 %     0.25 %     0.25 %
AIM Japan Fund
    0.00 %     0.25 %     0.25 %
AIM LIBOR Alpha Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Endeavor Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Small Companies Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INVESTMENT SECURITIES FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Core Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Dynamics Fund
    0.00 %     0.25 %     0.25 %
AIM Global Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM High Yield Fund
    0.00 %     0.25 %     0.25 %
AIM Income Fund
    0.00 %     0.25 %     0.25 %
AIM Municipal Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM Short Term Bond Fund
    0.00 %     0.25 %     0.25 %
AIM U.S. Government Fund
    0.00 %     0.25 %     0.25 %
 
                       
Portfolio — Class A2 Shares
                       
 
                       
AIM Limited Maturity Treasury Fund
    0.00 %     0.15 %     0.15 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM SECTOR FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM Energy Fund
    0.00 %     0.25 %     0.25 %
AIM Financial Services Fund
    0.00 %     0.25 %     0.25 %
AIM Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
AIM Leisure Fund
    0.00 %     0.25 %     0.25 %
AIM Technology Fund
    0.00 %     0.25 %     0.25 %
AIM Utilities Fund
    0.00 %     0.25 %     0.25 %

3


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM TAX-EXEMPT FUNDS   Charge   Fee   Fee
Portfolio — Class A Shares
                       
AIM High Income Municipal Fund
    0.00 %     0.25 %     0.25 %
AIM Tax-Exempt Cash Fund
    0.00 %     0.10 %     0.10 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: February 1, 2010

4

AMENDMENT NO. 13
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class A Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 12, 2010, as follows:
          WHEREAS, the parties desire to amend the Plan to add the following new portfolios: Invesco International Growth Equity Fund, Invesco Large Cap Relative Value Fund, Invesco Municipal Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund and Invesco Value II Fund;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)

(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
AIM COUNSELOR SERIES TRUST
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Core Plus Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Floating Rate Fund
    0.00 %     0.25 %     0.25 %
AIM Multi-Sector Fund
    0.00 %     0.25 %     0.25 %
AIM Select Real Estate Income Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Core Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Structured Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Relative Value Fund
    0.00 %     0.25 %     0.25 %
AIM EQUITY FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Capital Development Fund
    0.00 %     0.25 %     0.25 %
AIM Charter Fund
    0.00 %     0.25 %     0.25 %
AIM Constellation Fund
    0.00 %     0.25 %     0.25 %
AIM Diversified Dividend Fund
    0.00 %     0.25 %     0.25 %
AIM Large Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Large Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Summit Fund
    0.00 %     0.25 %     0.25 %

 


 

AIM FUNDS GROUP
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Basic Balanced Fund
    0.00 %     0.25 %     0.25 %
AIM European Small Company Fund
    0.00 %     0.25 %     0.25 %
AIM Global Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM International Small Company Fund
    0.00 %     0.25 %     0.25 %
AIM Mid Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Select Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Small Cap Equity Fund
    0.00 %     0.25 %     0.25 %
AIM GROWTH SERIES
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Balanced-Risk Retirement Now Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2010 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2020 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2030 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2040 Fund
    0.00 %     0.25 %     0.25 %
AIM Balanced-Risk Retirement 2050 Fund
    0.00 %     0.25 %     0.25 %
AIM Basic Value Fund
    0.00 %     0.25 %     0.25 %
AIM Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Global Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Income Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM International Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Mid Cap Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM Moderate Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Moderate Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Moderately Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM Small Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM INTERNATIONAL MUTUAL FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
    0.00 %     0.25 %     0.25 %
AIM European Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Growth Fund
    0.00 %     0.25 %     0.25 %
AIM Global Small & Mid Cap Growth Fund
    0.00 %     0.25 %     0.25 %
AIM International Core Equity Fund
    0.00 %     0.25 %     0.25 %
AIM International Growth Fund
    0.00 %     0.25 %     0.25 %

2


 

AIM INVESTMENT FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
    0.00 %     0.25 %     0.25 %
AIM China Fund
    0.00 %     0.25 %     0.25 %
AIM Developing Markets Fund
    0.00 %     0.25 %     0.25 %
AIM Global Health Care Fund
    0.00 %     0.25 %     0.25 %
AIM International Total Return Fund
    0.00 %     0.25 %     0.25 %
AIM Japan Fund
    0.00 %     0.25 %     0.25 %
AIM LIBOR Alpha Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Endeavor Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Fund
    0.00 %     0.25 %     0.25 %
AIM Trimark Small Companies Fund
    0.00 %     0.25 %     0.25 %
Invesco International Growth Equity Fund
    0.00 %     0.25 %     0.25 %
AIM INVESTMENT SECURITIES FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Core Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Dynamics Fund
    0.00 %     0.25 %     0.25 %
AIM Global Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM High Yield Fund
    0.00 %     0.25 %     0.25 %
AIM Income Fund
    0.00 %     0.25 %     0.25 %
AIM Municipal Bond Fund
    0.00 %     0.25 %     0.25 %
AIM Real Estate Fund
    0.00 %     0.25 %     0.25 %
AIM Short Term Bond Fund
    0.00 %     0.25 %     0.25 %
AIM U.S. Government Fund
    0.00 %     0.25 %     0.25 %
 
                       
Portfolio — Class A2 Shares
                       
 
                       
AIM Limited Maturity Treasury Fund
    0.00 %     0.15 %     0.15 %
AIM SECTOR FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM Energy Fund
    0.00 %     0.25 %     0.25 %
AIM Financial Services Fund
    0.00 %     0.25 %     0.25 %
AIM Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
AIM Leisure Fund
    0.00 %     0.25 %     0.25 %
AIM Technology Fund
    0.00 %     0.25 %     0.25 %
AIM Utilities Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small/Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Value II Fund
    0.00 %     0.25 %     0.25 %

3


 

AIM TAX-EXEMPT FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class A Shares   Charge   Fee   Fee
AIM High Income Municipal Fund
    0.00 %     0.25 %     0.25 %
AIM Tax-Exempt Cash Fund
    0.00 %     0.10 %     0.10 %
Invesco Municipal Fund
    0.00 %     0.25 %     0.25 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: February 12, 2010

4

AMENDMENT NO. 14
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class A Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
          WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; 2) reflect the name change of the applicable Portfolios from AIM to Invesco; and 3) reflect the further name change of AIM Trimark Fund, Invesco Trimark Endeavor Fund and Invesco Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Floating Rate Fund
    0.00 %     0.25 %     0.25 %
Invesco Multi-Sector Fund
    0.00 %     0.25 %     0.25 %
Invesco Select Real Estate Income Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Core Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Value Fund
    0.00 %     0.25 %     0.25 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Capital Development Fund
    0.00 %     0.25 %     0.25 %
Invesco Charter Fund
    0.00 %     0.25 %     0.25 %
Invesco Constellation Fund
    0.00 %     0.25 %     0.25 %
Invesco Diversified Dividend Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Summit Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.00 %     0.25 %     0.25 %
Invesco European Small Company Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco International Small Company Fund
    0.00 %     0.25 %     0.25 %
Invesco Mid Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Select Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Cap Equity Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.00 %     0.25 %     0.25 %
Invesco Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Income Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco International Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Mid Cap Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderate Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderate Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderately Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Cap Growth Fund
    0.00 %     0.25 %     0.25 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco European Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Small & Mid Cap Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco International Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco International Growth Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco China Fund
    0.00 %     0.25 %     0.25 %
Invesco Developing Markets Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Health Care Fund
    0.00 %     0.25 %     0.25 %
Invesco International Total Return Fund
    0.00 %     0.25 %     0.25 %
Invesco Japan Fund
    0.00 %     0.25 %     0.25 %
Invesco LIBOR Alpha Fund
    0.00 %     0.25 %     0.25 %
Invesco Endeavor Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Companies Fund
    0.00 %     0.25 %     0.25 %
Invesco International Growth Equity Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Core Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Dynamics Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Real Estate Fund
    0.00 %     0.25 %     0.25 %
Invesco High Yield Fund
    0.00 %     0.25 %     0.25 %
Invesco Income Fund
    0.00 %     0.25 %     0.25 %
Invesco Municipal Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Real Estate Fund
    0.00 %     0.25 %     0.25 %
Invesco Short Term Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Government Fund
    0.00 %     0.25 %     0.25 %
 
                       
Portfolio – Class A2 Shares
                       
 
                       
Invesco Limited Maturity Treasury Fund
    0.00 %     0.15 %     0.15 %

3


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Energy Fund
    0.00 %     0.25 %     0.25 %
Invesco Financial Services Fund
    0.00 %     0.25 %     0.25 %
Invesco Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
Invesco Leisure Fund
    0.00 %     0.25 %     0.25 %
Invesco Technology Fund
    0.00 %     0.25 %     0.25 %
Invesco Utilities Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small/Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Value II Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.00 %     0.25 %     0.25 %
Invesco Tax-Exempt Cash Fund
    0.00 %     0.10 %     0.10 %
Invesco Municipal Fund
    0.00 %     0.25 %     0.25 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: April 30, 2010

4

AMENDMENT NO. 15
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class A Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective May 4, 2010, as follows:
          WHEREAS, the parties desire to amend the Plan to add the following Portfolio: Invesco Large Cap Relative Value Fund;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Floating Rate Fund
    0.00 %     0.25 %     0.25 %
Invesco Multi-Sector Fund
    0.00 %     0.25 %     0.25 %
Invesco Select Real Estate Income Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Core Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Structured Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Relative Value Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Capital Development Fund
    0.00 %     0.25 %     0.25 %
Invesco Charter Fund
    0.00 %     0.25 %     0.25 %
Invesco Constellation Fund
    0.00 %     0.25 %     0.25 %
Invesco Diversified Dividend Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Large Cap Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Summit Fund
    0.00 %     0.25 %     0.25 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.00 %     0.25 %     0.25 %
Invesco European Small Company Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco International Small Company Fund
    0.00 %     0.25 %     0.25 %
Invesco Mid Cap Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Select Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Cap Equity Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.00 %     0.25 %     0.25 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.00 %     0.25 %     0.25 %
Invesco Basic Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Income Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco International Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Mid Cap Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderate Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderate Growth Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Moderately Conservative Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Cap Growth Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco European Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Small & Mid Cap Growth Fund
    0.00 %     0.25 %     0.25 %
Invesco International Core Equity Fund
    0.00 %     0.25 %     0.25 %
Invesco International Growth Fund
    0.00 %     0.25 %     0.25 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.00 %     0.25 %     0.25 %
Invesco China Fund
    0.00 %     0.25 %     0.25 %
Invesco Developing Markets Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Health Care Fund
    0.00 %     0.25 %     0.25 %
Invesco International Total Return Fund
    0.00 %     0.25 %     0.25 %
Invesco Japan Fund
    0.00 %     0.25 %     0.25 %
Invesco LIBOR Alpha Fund
    0.00 %     0.25 %     0.25 %
Invesco Endeavor Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Fund
    0.00 %     0.25 %     0.25 %
Invesco Small Companies Fund
    0.00 %     0.25 %     0.25 %
Invesco International Growth Equity Fund
    0.00 %     0.25 %     0.25 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Core Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Dynamics Fund
    0.00 %     0.25 %     0.25 %
Invesco Global Real Estate Fund
    0.00 %     0.25 %     0.25 %
Invesco High Yield Fund
    0.00 %     0.25 %     0.25 %
Invesco Income Fund
    0.00 %     0.25 %     0.25 %
Invesco Municipal Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco Real Estate Fund
    0.00 %     0.25 %     0.25 %
Invesco Short Term Bond Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Government Fund
    0.00 %     0.25 %     0.25 %
 
                       
Portfolio – Class A2 Shares
                       
 
                       
Invesco Limited Maturity Treasury Fund
    0.00 %     0.15 %     0.15 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco Energy Fund
    0.00 %     0.25 %     0.25 %
Invesco Financial Services Fund
    0.00 %     0.25 %     0.25 %
Invesco Gold & Precious Metals Fund
    0.00 %     0.25 %     0.25 %
Invesco Leisure Fund
    0.00 %     0.25 %     0.25 %
Invesco Technology Fund
    0.00 %     0.25 %     0.25 %
Invesco Utilities Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco U.S. Small/Mid Cap Value Fund
    0.00 %     0.25 %     0.25 %
Invesco Value II Fund
    0.00 %     0.25 %     0.25 %

3


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class A Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.00 %     0.25 %     0.25 %
Invesco Tax-Exempt Cash Fund
    0.00 %     0.10 %     0.10 %
Invesco Municipal Fund
    0.00 %     0.25 %     0.25 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
     Dated: May 4, 2010

4

PLAN OF DISTRIBUTION
PURSUANT TO RULE 12b-1
(Class A Shares, Class B Shares, Class C Shares)
(Reimbursement)
     WHEREAS, each registered investment company, (each a “Fund” and collectively the “Funds”), severally on behalf of each of its series of beneficial interest as set forth on Schedule A, as it may be supplemented from time to time, (each a “Portfolio”), engages or intends to engage in business as an open-end management investment company and is registered as such under the Investment Company Act of 1940, as amended (the “Act”); and
     WHEREAS, each Fund desires to adopt a Plan of Distribution pursuant to Rule 12b-1 under the Act, and the Trustees have determined that there is a reasonable likelihood that adoption of the Plan of Distribution will benefit such Fund and its shareholders; and
     WHEREAS, each Fund and Invesco Aim Distributors, Inc. (the “Distributor”), have entered into a Distribution Agreement (the “Distribution Agreement”) pursuant to which the Fund employs the Distributor in such capacity during the continuous offering of shares of the Fund; and
     NOW, THEREFORE, each Fund hereby adopts, and the Distributor hereby agrees to the terms of, this Plan of Distribution (the “Plan”) in accordance with Rule 12b-1 under the Act on the following terms and conditions with respect to the applicable Class A, Class B and Class C shares of each Portfolio, as applicable and set forth on Schedule A:
     1. The Distributor hereby undertakes to bear directly all costs of rendering the services to be performed by it under this Plan and under the Distribution Agreement, except for those specific expenses that the Trustees determine to reimburse as hereinafter set forth.
     2. (a) Each Fund is hereby authorized to reimburse the Distributor for distribution-related expenses incurred by the Distributor or its affiliates or paid by the Distributor to other broker-dealers, financial institutions and financial intermediaries for distribution-related expenses pursuant to master related agreements between each Fund and the Distributor (or in the case of Class B shares pursuant to the Distribution Agreement) specifically on behalf of Class A, Class B and Class C shares of the Fund, including personal services to shareholders with respect to their holdings of Portfolio shares paid pursuant to a Shareholder Services Plan (collectively, the “Distribution Fee”). For each Fund, the amount of each monthly payment may in no event exceed an amount equal to a payment set forth below or such lesser amount as the Trustees shall determine from time to time for any Fund:
      Class A — the Distribution Fee shall not exceed on an annual basis the lesser of (i) 0.25% of the average daily net assets of Class A and (ii) the sum of Actual Distribution Expenses.
      Class B — the Distribution Fee shall not exceed on an annual basis the lesser of (i) 1.00% of the average daily net assets of Class B and (ii) the sum of Actual Distribution Expenses plus Unreimbursed Distribution Expenses.
      Class C — the Distribution Fee shall not exceed on an annual basis the lesser of (i) 1.00% of the average daily net assets of Class B and (ii) the sum of Actual Distribution Expenses plus Unreimbursed Distribution Expenses.

 


 

     The Trustees shall determine the particular expenses, and the portion thereof that may be borne by each Fund, and in making such determination shall consider the scope of the Distributor’s commitment to promoting the distribution of each Fund’s Class A, Class B and Class C shares directly or through its affiliates or other broker-dealers.
     (b) If, as of the end of any calendar year, the Actual Distribution Expenses, as defined in paragraph 5 hereof, incurred by the Distributor, its affiliates or paid by the Distributor to Financial Intermediaries on behalf of Class A or Class C shares, respectively, of each Fund (including accrued expenses and amounts reserved for incentive compensation and bonuses) are less than the amount of payments made by such Class pursuant to this Plan, the Distributor shall promptly make appropriate reimbursement to the appropriate Class. If, however, as of the end of any calendar year, the Actual Distribution Expenses (other than expenses representing a gross sale credit) of the Distributor, its affiliates and or paid by the Distributor to Financial Intermediaries, incurred on behalf of Class A or Class C Shares, of the Fund are greater than the amount of payments made by Class A or Class C shares of each Fund pursuant to this Plan, such Class will not reimburse the Distributor for such expenses through payments accrued pursuant to this Plan in the subsequent fiscal year. Expenses representing a gross sales credit may be reimbursed in the subsequent calendar year.
     3. Each Fund is hereby authorized to reimburse the Distributor for, or paid by the Distributor to Financial Intermediaries for, their (i) Actual Distribution Expenses incurred on behalf of Class B Shares of the Fund, and (ii) prior Unreimbursed Distribution Expenses, as defined in paragraph 5 hereof. The amount of each monthly payment may, in no event, exceed an amount equal to payment at the annual rate of 1.00% of the average daily net assets of Class B.
     4. The Distributor may direct that all or any part of the amounts receivable by it under this Plan be paid directly to its affiliates or Financial Intermediaries who provide distribution and shareholder services. All payments made hereunder pursuant to the Plan shall be in accordance with the terms and limitations of the Rules of the Financial Industry Regulatory Authority (“FINRA”).
     5.  “Actual Distribution Expenses” are amounts spent by the Distributor or its affiliates or Financial Intermediaries on any activities or expenses related to the distribution of each Fund’s shares or services to shareholders, including, but not limited: to compensation to, and expenses of, financial advisers or other employees of the Distributor, its affiliates or Financial Intermediaries, overhead and other branch office distribution-related expenses and telephone expenses of persons who engage in or support distribution of shares or who provide personal services to shareholders; printing of prospectuses and reports for other than existing shareholders; preparation, printing and distribution of sales literature and advertising materials and, with respect to Class B, opportunity costs in incurring the foregoing expenses (which may be calculated as a carrying charge on the amount of Unreimbursed Distribution Expenses, as of the date of calculation.) The overhead and other branch office distribution-related expenses referred to in this paragraph 5 may include: (a) the expenses of operating the branch offices of the Distributor or Financial Intermediaries in connection with the sale of Fund shares, including lease costs, the salaries and employee benefits of operations and sales support personnel, utility costs, communications costs and the costs of stationery and supplies; (b) the costs of client sales seminars; (c) travel expenses of mutual fund sales coordinators to promote the sale

- 2 -


 

of Fund shares; and (d) other expenses relating to branch promotion of Fund sales.
      “Unreimbursed Distribution Expenses” are an amount equal to the excess of Actual Distribution Expenses over the total of (i) payments received pursuant to the Plan, plus (ii) the proceeds of contingent deferred sales charges received. Unreimbursed Distribution Expenses may also include the unreimbursed distribution expenses of an investment company whose assets are acquired by the Fund in a tax free reorganization (“Acquired Company Expenses”).
     6. It is contemplated that, with respect to Class A shares, the entire fee set forth in paragraph 2(a) will be characterized as a service fee within the meaning of the FINRA guidelines and that, with respect to Class B and Class C shares, payments at the annual rate of 0.25% will be so characterized.
     7. For each Fund this Plan shall not take effect with respect to any particular Class until it has been approved, together with the Master Related Agreements, by votes of a majority of the Board of Trustees of each Fund and of the Trustees who are not “interested persons” of such Fund (as defined in the Act) and have no direct financial interest in the operation of this Plan or any agreements related to it (the “Rule 12b-1 Trustees”), cast in person at a meeting (or meetings) called for the purpose of voting on this Plan and such related agreements.
     8. Unless sooner terminated pursuant to paragraph 10 , this Plan shall continue in effect with the respect to each Class until June 30, 2010, and from year to year thereafter, provided such continuance is specifically approved at least annually in the manner provided for approval of this Plan in paragraph 7 hereof.
     9. The Distributor shall provide to the Trustees of the Fund and the Trustees shall review, at least quarterly, for each Fund a written report of the amounts so expended and the purposes for which such expenditures were made. In this regard, the Trustees shall request the Distributor to specify such items of expenses as the Trustees deem appropriate. The Trustees shall consider such items as they deem relevant in making the determinations required by paragraph 8 hereof.
     10. For each Fund this Plan may be terminated at any time with respect to a Portfolio or a Class by vote of a majority of the Rule 12b-1 Trustees, or by vote of a majority of the outstanding voting securities of the Fund. The Plan may remain in effect with the respect to a particular Portfolio or Class even if the Plan has been terminated in accordance with this paragraph 10 with respect to any other Portfolio or Class. In the event of any such termination or in the event of nonrenewal, the Fund shall have no obligation to pay Unreimbursed Distribution Expenses which have been incurred by the Distributor, its affiliates or Financial Intermediaries. However, with respect to Class B, this shall not preclude consideration by the Trustees of the manner in which such Unreimbursed Distribution Expenses shall be treated.
     11. For each Fund this Plan may not be amended with respect to any Class to increase materially the amount each Class may spend for distribution provided in paragraphs 2 and 3 hereof unless such amendment is approved by a vote of at least a majority (as defined in the Act) of the outstanding voting securities of that Class, and no material amendment to the Plan shall be made unless approved in the manner provided for approval in paragraph 7 hereof. Class B shares will have the right to vote on any material increase in the fee set forth in paragraph 2(a) above affecting Class A shares.

- 3 -


 

     12. While this Plan is in effect, the selection and nomination of Trustees who are not interested persons (as defined in the Act) of the Funds shall be committed to the discretion of the Trustees who are not interested persons.
     13. Notice is hereby given that, as provided by applicable law, the obligations of or arising out of the Plan are not binding upon any of the shareholders of the Fund or any Portfolio individually, but are binding only upon the assets and property of the Fund or such Portfolio and that the shareholders shall be entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as stockholders of private corporations for profit.
     IN WITNESS WHEREOF, the Funds and the Distributor have executed this Plan of Distribution as of the day and year set forth below.
     
Dated: February 12, 2010
   
 
Attest:
  On behalf of each Fund as set forth
 
  on Schedule A
 
   
/s/ Melanie Ringold
  By: /s/ John M. Zerr
 
  Name: John M. Zerr
 
  Title: Senior Vice President
 
   
Attest:
  INVESCO AIM DISTRIBUTORS, INC.
 
   
/s/ Melanie Ringold
  By: /s/ John S. Cooper
 
  Name: John S. Cooper
 
  Title: President

- 4 -


 

SCHEDULE A
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
AIM COUNSELOR SERIES TRUST
         
Portfolio   Shares  
Invesco Balanced Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco California Tax-Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Dividend Growth Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Equally-Weighted S&P 500 Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Fundamental Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco New York Tax-Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco S&P 500 Index Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM GROWTH SERIES
         
Portfolio   Shares  
Invesco Convertible Securities
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM INVESTMENT FUNDS
         
Portfolio   Shares  
Invesco Alternative Opportunities Fund
  Class A Shares
 
  Class C Shares
Invesco Commodities Strategy Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco FX Alpha Plus Strategy Fund
  Class A Shares
 
  Class C Shares
Invesco FX Alpha Strategy Fund
  Class A Shares
 
  Class C Shares
Invesco Global Advantage Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

- 5 -


 

         
Portfolio   Shares  
Invesco Global Dividend Growth Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Health Sciences Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Pacific Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM INVESTMENT SECURITIES FUNDS
         
Portfolio   Shares  
Invesco High Yield Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM SECTOR FUNDS
         
Portfolio   Shares  
Invesco Mid-Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Small-Mid Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Special Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Technology Sector Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
Invesco Vaue Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM TAX-EXEMPT FUNDS
         
Portfolio   Shares  
Invesco Tax-Exempt Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

- 6 -

AMENDMENT NO. 1
TO
PLAN OF DISTRIBUTION
PURSUANT TO RULE 12b-1
(Class A Shares, Class B Shares, Class C Shares)
(Reimbursement)
     The Plan of Distribution (the “Plan”), dated February 12, 2010, pursuant to Rule 12b-1, is hereby amended April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to 1) reflect the name change of each of the Fund; and 2) reflect the name change of Invesco Aim Distributors, Inc. to Invesco Distributors, Inc.
     NOW THEREFORE, the parties agree that:
  1.   All references to Invesco Aim Distributors, Inc. in the Plan are hereby deleted and replaced with Invesco Distributors, Inc.
 
  2.   Schedule A to the Plan is hereby deleted and replaced in its entirety with the following:
“SCHEDULE A
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
     
Portfolio   Shares
Invesco Balanced Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco California Tax-Free Income Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Dividend Growth Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Equally-Weighted S&P 500 Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Fundamental Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Large Cap Relative Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco New York Tax-Free Income Fund
  Class A Shares
Class B Shares
Class C Shares

 


 

     
Portfolio   Shares
Invesco S&P 500 Index Fund
  Class A Shares
Class B Shares
Class C Shares
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
     
Portfolio   Shares
Invesco Convertible Securities
  Class A Shares
Class B Shares
Class C Shares
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
     
Portfolio   Shares
Invesco Alternative Opportunities Fund
  Class A Shares
Class C Shares
 
Invesco Commodities Strategy Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco FX Alpha Plus Strategy Fund
  Class A Shares
Class C Shares
 
Invesco FX Alpha Strategy Fund
  Class A Shares
Class C Shares
 
Invesco Global Advantage Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Global Dividend Growth Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Health Sciences Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Pacific Growth Fund
  Class A Shares
Class B Shares
Class C Shares
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
     
Portfolio   Shares
Invesco High Yield Securities Fund
  Class A Shares
Class B Shares
Class C Shares

2


 

AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
     
Portfolio   Shares
Invesco Mid-Cap Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Small-Mid Special Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Special Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Technology Sector Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Vaue Fund
  Class A Shares
Class B Shares
Class C Shares
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
     
Portfolio   Shares
Invesco Tax-Exempt Securities Fund
  Class A Shares
Class B Shares
Class C Shares
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.

3

AMENDMENT NO. 2
TO
PLAN OF DISTRIBUTION
PURSUANT TO RULE 12b-1
(Class A Shares, Class B Shares, Class C Shares)
(Reimbursement)
     The Plan of Distribution (the “Plan”), dated February 12, 2010, pursuant to Rule 12b-1, is hereby amended May 4, 2010, as follows:
     WHEREAS, Invesco Large Cap Relative Value Fund was incorrectly added to the Plan; and
     WHEREAS, the parties desire to amend the Plan to remove Invesco Large Cap Relative Value Fund effective February 12, 2010.
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with the following:
“SCHEDULE A
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
AIM COUNSELOR SERIES TRUST
     
Portfolio   Shares
Invesco Balanced Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco California Tax-Free Income Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Dividend Growth Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Equally-Weighted S&P 500 Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Fundamental Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco New York Tax-Free Income Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco S&P 500 Index Fund
  Class A Shares
Class B Shares
Class C Shares

 


 

AIM GROWTH SERIES
     
Portfolio   Shares
Invesco Convertible Securities
  Class A Shares
Class B Shares
Class C Shares
AIM INVESTMENT FUNDS
     
Portfolio   Shares
Invesco Alternative Opportunities Fund
  Class A Shares
Class C Shares
 
Invesco Commodities Strategy Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco FX Alpha Plus Strategy Fund
  Class A Shares
Class C Shares
 
Invesco FX Alpha Strategy Fund
  Class A Shares
Class C Shares
 
Invesco Global Advantage Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Global Dividend Growth Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Health Sciences Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Pacific Growth Fund
  Class A Shares
Class B Shares
Class C Shares
AIM INVESTMENT SECURITIES FUNDS
     
Portfolio   Shares
Invesco High Yield Securities Fund
  Class A Shares
Class B Shares
Class C Shares
AIM SECTOR FUNDS
     
Portfolio   Shares
Invesco Mid-Cap Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Small-Mid Special Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Special Value Fund
  Class A Shares
Class B Shares
Class C Shares

2


 

     
Portfolio   Shares
Invesco Technology Sector Fund
  Class A Shares
Class B Shares
Class C Shares
 
Invesco Vaue Fund
  Class A Shares
Class B Shares
Class C Shares
AIM TAX-EXEMPT FUNDS
     
Portfolio   Shares
Invesco Tax-Exempt Securities Fund
  Class A Shares
Class B Shares
Class C Shares
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.

3

PLAN OF DISTRIBUTION
Class R Shares
(Reimbursement)
     WHEREAS, each registered investment company, (each a “Fund” and collectively the “Funds”), severally on behalf of each of its series of beneficial interest as set forth on Schedule A, as it may be supplemented from time to time, (each a “Portfolio”), engages or intends to engage in business as an open-end management investment company and is registered as such under the Investment Company Act of 1940, as amended (the “Act”); and
WHEREAS, each Fund desires to adopt a Plan of Distribution (“Plan”) pursuant to Rule 12b-1 under the 1940 Act with respect to the Class R shares of each Portfolio for which the Fund’s board of trustees (“Board”) has established such shares; and
     WHEREAS, each Fund and Invesco Aim Distributors, Inc. (the “Distributor”) have entered into a Distribution Agreement (the “Distribution Agreement”), pursuant to which the Distributor has agreed to serve as distributor of the shares of each Portfolio;
     NOW, THEREFORE, each Fund hereby adopts this Plan in accordance with Rule 12b-1 under the 1940 Act with respect to the Class R shares of each Portfolio as set forth on Schedule A.
     1. Each Fund is hereby authorized to reimburse the Distributor for distribution-related expenses incurred by for Actual Distribution-Related Expenses (as defined below) and incurred by them for Unreimbursed Distribution Expenses (as defined below) (the “Distribution Fee”) on behalf of the Class R shares of the Portfolio.
     2. A. The Distribution Fee authorized with respect to Class R shares of each Portfolio is as follows:
Class R — The Distribution Fee shall not exceed on an annual basis the lesser of (i) 0.75% of the average daily net assets of Class R or (ii) the sum of Actual Distribution Expenses plus Unreimbursed Distribution Expenses.
         B. The Distribution Fee shall be calculated and accrued daily and paid monthly or at such intervals as the Board shall determine.
     3.  “Actual Distribution Expenses” are amounts spent by the Distributor or paid by the Distributor to other broker-dealers, financial institutions and/or intermediaries, including its affiliates, distribution-related expenses pursuant to master related agreements between each Fund and the Distributor, including, but not limited to: compensation to, and expenses of, financial advisors or other employees of the Distributor or other broker-dealers; overhead and other branch office distribution-related expenses and telephone expenses of persons who engage in or support distribution of shares or who provide personal services to shareholders: printing of prospectuses and reports for other than existing shareholders; preparation, printing and distribution of sales literature and advertising materials and opportunity costs in incurring the foregoing expenses (which may be calculated as a carrying charge on the amount of Unreimbursed Distribution Expenses, as of the date of calculation.) The overhead and other branch office distribution-related expenses referred to in this paragraph 3 may include: (a) the expenses of operating the branch offices of the Distributor or other broker-dealers, including its affiliates, in connection with the sale of Portfolio shares; (b) the costs of client sales seminars; (c) travel expenses of mutual fund sales coordinators to promote the sale of Portfolio shares; and (d) other expenses relating to branch promotion of

 


 

Portfolio sales.
      “Unreimbursed Distribution Expenses” are an amount equal to the excess of Actual Distribution Expenses over the total of (i) payments received pursuant to the Plan, plus (ii) the proceeds of contingent deferred sales charges received. Unreimbursed Distribution Expenses may also include the unreimbursed distribution expenses of an investment company whose assets are acquired by the Portfolio in tax-free reorganization
     4. For each Portfolio this Plan shall not take effect until it has been approved, together with any related agreements, by votes of a majority of the Board of each Portfolio and the Board members who are not “interested persons” of such Portfolio (as defined in the 1940 Act) and have no direct financial interest in the operation of this Plan or any agreements related to it (the “Rule 12b-1 Board members”), cast in person at a meeting (or meetings) called for the purpose of voting on this Plan and such related agreements.
     5. Unless sooner terminated pursuant to Section 7, this Plan shall continue in effect until June 30, 2010, and from year to year thereafter, provided such continuance is specifically approved at least annually in the manner provided for approval of this Plan in paragraph 4 hereof.
     6. The Distributor shall provide to the Board of the Portfolio and the Board shall review, at least quarterly, for each Portfolio a written report of the amounts so expended and the purposes for which such expenditures were made. In this regard, the Board shall request the Distributor to specify such items of expenses as the Board deems appropriate. The Board shall consider such items as it deems relevant in making the determinations required by paragraph 5 hereof.
     7. For each Portfolio, this Plan may be terminated at any time by vote of a majority of the Rule 12b-1 Board members, or by vote of a majority of the outstanding voting securities. In the event of any such termination or in the event of nonrenewal, the Portfolio shall have no obligation to pay Unreimbursed Distribution Expenses which have been incurred by the Distributor or other broker-dealers, including its affiliates. However, this shall not preclude consideration by the Board of the manner in which such Unreimbursed Distribution Expenses shall be treated.
     8. For each Portfolio, this Plan may not be amended to increase materially the amount the Class may spend for services described hereunder unless such amendment is approved by a vote of at least a majority (as defined in the 1940 Act) of the outstanding voting securities of that Class, and no material amendment to the Plan shall be made unless approved in the manner provided for approval in paragraph 4 hereof.
     9. While this Plan is in effect, the selection and nomination of Board members who are not interested persons (as defined in the 1940 Act) of the Portfolios shall be committed to the discretion of the Board members who are not interested persons.
     10. Notice is hereby given that, as provided by applicable law, the obligations of or arising out of the Plan are not binding upon any of the shareholders of the Fund or any Portfolio individually, but are binding only upon the assets and property of the Fund or such Portfolio and that the shareholders shall be entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as stockholders of private corporations for profit.

- 2 -


 

     IN WITNESS WHEREOF, the Fund and the Distributor have executed this Plan of Distribution as of the day and year set forth below.
     
 
  Each Fund (listed on Schedule A) on behalf of the Class R Shares of each Portfolio listed on Schedule A
Dated: February 12, 2010
   
 
   
/s/ Melanie Ringold
  /s/ John M. Zerr
Attest:
  Name: John M. Zerr
 
  Title: Senior Vice President
 
   
 
  Invesco Aim Distributors, Inc.
Dated: February 12, 2010
   
 
   
/s/ Melanie Ringold
  /s/ John S. Cooper
Attest:
  Name: John S. Cooper
 
  Title: President

- 3 -


 

Schedule A
AIM Counselor Series Trust
Invesco Equally-Weighted S&P 500 Fund
Class R Shares
AIM Investment Funds
Invesco Alternative Opportunities Fund
Class R Shares
Invesco Commodities Strategy Fund
Class R Shares
Invesco FX Alpha Plus Strategy Fund
Class R Shares
Invesco FX Alpha Strategy Fund
Class R Shares
Invesco Pacific Growth Fund
Class R Shares

- 4 -

AMENDMENT NO. 1
TO
PLAN OF DISTRIBUTION
Class R Shares
(Reimbursement)
The Plan of Distribution Class R Shares (Reimbursement) (the “Plan”) effective February 12, 2010, is hereby amended, effective April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to 1) reflect the name change of Invesco Aim Distributors, Inc. to Invesco Distributors, Inc.; and 2) reflect the name change of each of the Funds;
     NOW THEREFORE, the parties agree that:
  1.   All references to Invesco Aim Distributors, Inc. in the Plan are hereby deleted and replaced with Invesco Distributors, Inc.
  2.   Schedule A to the Plan is hereby deleted and replaced in its entirety with the following:
Schedule A
AIM Counselor Series Trust (INVESCO COUNSELOR SERIES TRUST)
Invesco Equally-Weighted S&P 500 Fund
Class R Shares
AIM Investment Funds (INVESCO INVESTMENT FUNDS)
Invesco Alternative Opportunities Fund
Class R Shares
Invesco Commodities Strategy Fund
Class R Shares
Invesco FX Alpha Plus Strategy Fund
Class R Shares
Invesco FX Alpha Strategy Fund
Class R Shares
Invesco Pacific Growth Fund
Class R Shares

SHAREHOLDER SERVICES PLAN
Class R Shares
(Reimbursement)
     WHEREAS, each registered investment company, as set forth on Schedule A, as it may be supplemented from time to time (each a “Fund” and collectively the “Funds”), is engaged in business as an open-end management investment company and is registered as such under the Investment Company Act of 1940 (the “Act”); and
     WHEREAS, the Fund has separate series, each of which is a separate pool of assets with its own investment policies (each a “Portfolio” and collectively the “Portfolios”) and each Portfolio may be divided into multiple separate classes including Class R; and
     WHEREAS, the Fund desires to adopt a Shareholder Services Plan under Rule 12b-1 (“Plan”) with respect to the Class R shares of each Portfolio of the Fund listed on Schedule A, as may be amended from time to time, and the Fund’s Board of Trustees (“Board”), including those Board members who are not “interested persons” of the Fund and have no direct or indirect financial interest in the operation of this Plan or any agreements related thereto (“Independent Board Members”), have determined that there is a reasonable likelihood that adoption of the Plan will benefit each Portfolio of the Fund and its shareholders; and
     WHEREAS, the Fund and Invesco Aim Distributors, Inc. (the “Distributor”) have entered into a Distribution Agreement (the “Distribution Agreement”) pursuant to which the Fund employs the Distributor in such capacity during the continuous offering of the Class R shares of each Portfolio of the Fund.
     NOW, THEREFORE, the Fund hereby adopts, and the Distributor hereby agrees to the terms of, this Plan on the following terms and conditions with respect to Class R shares of each Portfolio of the Fund:
     1. The Fund may pay to the Distributor and other affiliated broker-dealers, unaffiliated broker-dealers, financial institutions and/or intermediaries, as compensation for the provision of services to shareholders, a service fee up to 0.25% on an annualized basis of the average daily net assets of the Class R shares of each Portfolio. Such fee shall be calculated and accrued daily and paid monthly or at such other intervals as the Fund and the Distributor shall mutually agree.
     2. The service fee may be paid for the provision of “personal service and/or the maintenance of shareholder accounts” as provided for in Section 2830(b)(9) of the Financial Industry Regulatory Authority (“FINRA”) Conduct Rules, including (i) expenditures for overhead and other expenses of the Distributor and other affiliated and unaffiliated broker-dealers, (ii) telephone and other communications expenses relating to the provision of shareholder services and (iii) compensation to and expenses of financial advisors and other employees of the Distributor and other affiliated and unaffiliated broker-dealers for the provision of shareholder services (collectively, the “Services”). If FINRA amends the definition of “service fee” or adopts a related definition intended to define the same concept, the services provided under the Plan shall be automatically amended, without further action of the parties, to conform to such definition.
     3. This Plan must be approved, together with any related agreements, by votes of a

 


 

majority of both (a) the Board and (b) the Independent Board Members, cast in person at a meeting (or meetings) called for the purpose of voting on such approval.
     4. Unless sooner terminated pursuant to Section 6, this Plan shall continue in full force and effect until June 30, 2010, and for so long as such continuance is specifically approved at least annually in the manner provided for approval of this Plan in paragraph 3 .
     5. The Distributor shall provide to the Board and the Board shall review, at least quarterly, a written report of the amounts expended with respect to the Services. The Distributor shall submit to the Board only information regarding amounts expended for the Services in support of the service fee payable hereunder.
     6. This Plan may be terminated at any time by the vote of a majority of the Independent Board Members or by vote of a majority of the outstanding voting securities of the Class R shares of the Portfolio.
     7. This Plan may not be amended to increase materially the amount payable hereunder by a Portfolio for Class R shares, unless such amendment is approved by a vote of at least a majority (as defined in the 1940 Act) of the outstanding voting securities of the Class R shares of the Portfolio. No material amendment to this Plan shall be made unless approved in the manner provided in paragraph 3 hereof.
     8. While this Plan is in effect, the selection and nomination of those Board members who are not “interested persons” (as defined in the Act) of the Fund shall be committed to the discretion of the Board members then in office who are not “interested persons” (as defined in the Act) of the Fund.
     9. The Distributor may direct that all or any part of the amounts receivable by it under this Plan be paid directly to its affiliates or other broker-dealers, financial institutions and/or intermediaries that provide shareholder services. All payments made hereunder pursuant to the Plan shall be in accordance with the terms and limitations of the Conduct Rules of FINRA.
     10. This Plan only relates to the Class R shares of each Portfolio and the fees determined in accordance with paragraph 1 hereof shall be based upon the average daily net assets of the Portfolio attributable to Class R shares. No Portfolio of the Fund shall be responsible for the obligations of any other Portfolio of the Fund.

- 2 -


 

     IN WITNESS WHEREOF, the Fund and the Distributor have executed this Plan as of the day and year set forth below.
Dated: February 12, 2010
                 
Attest:       Each Fund (listed on Schedule A) on behalf of the Class R Shares of each Portfolio listed on Schedule A    
 
               
/s/ Melanie Ringold
 
      By:   /s/ John M. Zerr    
 
      Name:  
 
John M. Zerr
   
 
      Title:   Senior Vice President    
 
               
Attest:       Invesco Aim Distributors, Inc.    
 
               
/s/ Melanie Ringold
 
      By:
Name:
  /s/ John S. Cooper
 
John S. Cooper
   
 
      Title:   President    

- 3 -


 

Schedule A
AIM Counselor Series Trust
Invesco Equally-Weighted S&P 500 Fund
Class R Shares
AIM Investment Funds
Invesco Alternative Opportunities Fund
Class R Shares
Invesco Commodities Strategy Fund
Class R Shares
Invesco FX Alpha Plus Strategy Fund
Class R Shares
Invesco FX Alpha Strategy Fund
Class R Shares
Invesco Pacific Growth Fund
Class R Shares

- 4 -

PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
(Class A Shares, Class A5, Class B Shares, Class B5, Class C Shares, Class C5, Class R
Shares and Class R5)
(Reimbursement)
     The plan set forth below (the “Distribution Plan”) is the written plan contemplated by Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940, as amended (the “1940 Act”), for each registered investment company, as described in Schedule A to this Distribution Plan (each individually referred to as the “Trust”, or collectively, the “Trusts”), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth in Schedule A to this Distribution Plan (each, a “Fund”). This Distribution Plan describes the material terms and conditions under which assets of the Fund may be used in connection with financing distribution related activities with respect to each of its classes of shares of beneficial interest (the “Shares”), each of which is offered and sold subject to a different combination of front-end sales charges, distribution fees, service fees and contingent deferred sales charges. 1 Classes of shares, if any, subject to a front-end sales charge and a distribution and/or service fee are referred to herein as “Front-End Classes” and the Shares of such classes are referred to herein as “Front-End Shares.” Classes of shares, if any, subject to a contingent-deferred sales charge and a distribution and/or a service fee are referred to herein as “CDSC Classes” and Shares of such classes are referred to herein as “CDSC Shares.” Classes of shares, if any, subject to a front-end sales charge, a contingent-deferred sales charge and a distribution and/or service fee are referred to herein as “Combination Classes” and Shares of such class are referred to herein as “Combination Shares.” Certain large purchases of Class A Shares and Class A5 Shares are Combination Shares.
     Each Fund has adopted a service plan (the “Service Plan”) pursuant to which the Fund is authorized to expend on an annual basis a portion of its average net assets attributable to any or each class of Shares in connection with the provision by the principal underwriter (within the meaning of the 1940 Act) of the Shares and by brokers, dealers and other financial intermediaries (collectively, “Financial Intermediaries”) designated by Invesco Aim Distributors, Inc. (the “Distributor”) of personal services to holders of Shares and/or the maintenance of shareholder accounts. The Fund also has entered into (i) distribution agreements (“Distribution Agreements”) with the Distributor, pursuant to which the Distributor acts as the principal underwriter with respect to each class of Shares, and (ii) master related agreements (“Master Related Agreements”) with the Distributor, pursuant to which the Distributor provides services to the Fund and acts as agent on behalf of the Fund in connection with the implementation of the Service Plan. The Distribution Agreement for Class B Shares and Class B5 Shares is a combined distribution agreement and related agreement. The Distributor may implement the Distribution Agreements, the Service Plan, the Master Related Agreements and this Distribution Plan directly or through third parties.
1. Each Fund hereby is authorized to pay the Distributor a distribution fee with respect to each class of its Shares described below to compensate the Distributor for activities which are primarily intended to result in the sale of such Shares (“distribution related activities”) performed
 
1   The Fund is authorized to offer multiple classes of shares pursuant to a Rule 18f-3 Plan adopted under the 1940 Act.

1


 

by the Distributor with respect to the respective class of Shares of the Fund. Such distribution related activities include without limitation: (a) printing and distributing copies of any prospectuses and annual and interim reports of the Fund (after the Fund has prepared and set in type such materials) that are used by such Distributor in connection with the offering of Shares; (b) preparing, printing or otherwise manufacturing and distributing any other literature or materials of any nature used by such Distributor in connection with promoting, distributing or offering the Shares; (c) advertising, promoting and selling Shares to broker-dealers, banks and the public; (d) distribution related overhead and the provision of information programs and shareholder services intended to enhance the attractiveness of investing in the Fund; (e) incurring initial outlay expenses in connection with compensating Financial Intermediaries for (i) selling CDSC Shares and Combination Shares and (ii) providing personal services to shareholders and the maintenance of shareholder accounts of all classes of Shares, including paying interest on and incurring other carrying costs on funds borrowed to pay such initial outlays; and (f) acting as agent for the Fund in connection with implementing this Distribution Plan.
2. With respect to Class A Shares and Class A5 Shares, the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate, shall not exceed on an annual basis 0.25% of the Fund’s average daily net assets attributable to (i) Class A/A5 Shares sold on or after the date on which this Distribution Plan is first implemented with respect to Class A/A5 Shares; (ii) Class A shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class A/A5 Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (i) (A) 0.25% of the Fund’s average daily net asset value during such year attributable to Class A/A5 Shares minus (B) the amount of the service fee with respect to the Class A/A5 Shares actually expended during such year by the Fund pursuant to the Service Plan and (ii) the actual amount of distribution related expenses incurred by the Distributor with respect to Class A/A5 Shares.
3. With respect to Class B Shares and Class B5 Shares, the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate, shall not exceed on an annual basis 1.00% of the Fund’s average daily net assets attributable to (i) Class B/B5 Shares sold on or after the date on which this Distribution Plan is first implemented with respect to the Class B/B5 Shares; (ii) Class B shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class B/B5 Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (A) 0.75% of the Fund’s average daily net asset value during such year attributable to Class B/B5 Shares and (B) the actual amount of distribution related expenses incurred by the Distributor during such year plus prior unreimbursed distribution related expenses less the amount of any contingent deferred sales charge paid to the Distributor, in each case with respect to the Class B/B5 Shares.
4. With respect to Class C Shares and Class C5 Shares the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate, shall not exceed on an annual basis 1.00% of the Fund’s average daily net assets attributable to (i) Class

2


 

C/C5 Shares sold on or after the date on which this Distribution Plan is first implemented with respect to the Class C/C5 Shares; (ii) Class C shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class C/C5 Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (A) 0.75% of the Fund’s average daily net asset value during such year attributable to Class C/C5 Shares and (B) the actual amount of distribution related expenses incurred by the Distributor during such year plus prior unreimbursed distribution related expenses less the amount of any contingent deferred sales charge paid to the Distributor with respect to the Class C/C5 Shares.
5. With respect to Class R Shares and Class R5 Shares the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate shall not exceed on an annual basis 0.50% of the Fund’s average daily net assets attributable to (i) Class R/R5 Shares sold on or after the date on which this Distribution Plan is first implemented with respect to Class R/R5 Shares; (ii) Class R shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class R/R5 Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (i) (A) 0.50% of the Fund’s average daily net asset value during such year attributable to Class R/R5 Shares minus (B) the amount of the service fee with respect to the Class R/R5 Shares actually expended during such year by the Fund pursuant to the Service Plan and (ii) the actual amount of distribution related expenses incurred by the Distributor with respect to Class R/R5 Shares.
6. Payments pursuant to this Distribution Plan shall not be made more often than monthly upon receipt by the Fund of a separate written expense report with respect to each class of Shares setting forth the expenses qualifying for such reimbursement allocated to each class of Shares and the purposes thereof.
7. In the event that amounts payable hereunder with respect to shares of a Front-End Class do not fully reimburse the Distributor for its actual distribution related expenses with respect to the Shares of such class, there is no carry-forward of reimbursement obligations to succeeding years. In the event the amounts payable hereunder with respect to shares of a CDSC Class or a Combination Class do not fully reimburse the Distributor for its actual distribution related expenses with respect to the Shares of the respective class, such unreimbursed distribution expenses will be carried forward and paid by the Fund hereunder in future years so long as this Distribution Plan remains in effect, subject to applicable laws and regulations. Reimbursements for distribution related expenses payable hereunder with respect to a particular class of Shares may not be used to subsidize the sale of Shares of any other class of Shares.
8. The Fund shall not compensate the Distributor, and the Distributor shall compensate any Financial Intermediary, for any distribution related expenses incurred with respect to a class of Shares prior to the date that such Financial Intermediary entered into a Selling Agreement with the Distributor or with Van Kampen Funds Inc. or a Van Kampen fund.

3


 

9. Pursuant to the Master Related Agreements (or the Distribution Agreement in the case of Class B/B5 Shares), the Distributor may enter into Selling Agreements with certain Financial Intermediaries to provide compensation to such Financial Intermediaries for activities and services of the type referred to in Paragraph 1 hereof. The Distributor may reallocate all or a portion of its distribution fee to such Financial Intermediaries as compensation for the above-mentioned activities and services. Such reallocation shall be in an amount as set forth from time to time in the Fund’s prospectus.
10. No provision of this Plan shall be interpreted to prohibit any payments by a Trust with respect to the Shares of a Fund during periods when the Fund has suspended or otherwise limited sales of such Shares.
11. The Fund and the Distributor shall prepare separate written reports for each class of Shares and shall submit such reports to the Fund’s Board of Trustees on a quarterly basis summarizing all payments made by them with respect to each class of Shares pursuant to this Distribution Plan, the Service Plan and the Master Related Agreements, the purposes for which such payments were made and such other information as the Board of Trustees or the Disinterested Trustees may reasonably request from time to time, and the Board of Trustees shall review such reports and other information.
12. This Distribution Plan shall become effective upon its approval by (a) a majority of the Board of Trustees and a majority of the Disinterested Trustees by vote cast separately with respect to each class of Shares cast in person at a meeting called for the purpose of voting on this Distribution Plan, and (b) with respect to each class of Shares, a “majority of the outstanding voting securities” (as such phrase is defined in the 1940 Act) of such class of Shares voting separately as a class.
13. This Distribution Plan and any agreement contemplated hereby shall continue in effect beyond June 30, 2010 so long as (a) its continuation is approved at least annually in the manner set forth in clause (a) of paragraph 12 above and (b) the selection and nomination of those trustees of the Fund who are not “interested persons” of the Fund are committed to the discretion of such trustees.
14. This Distribution Plan may be terminated with respect to a class of Shares without penalty at any time by a majority of the Disinterested Trustees or by a “majority of the outstanding voting securities” of the respective class of Shares of the Fund.
15. This Distribution Plan may not be amended to increase materially the maximum amounts permitted to be expended hereunder except with the approval of a “majority of the outstanding voting securities” of the respective class of Shares of the Fund and may not be amended in any other material respect except with the approval of a majority of the Disinterested Trustees. Amendments required to conform this Distribution Plan to changes in the Rule or to other changes in the 1940 Act or the rules and regulations thereunder shall not be deemed to be material amendments.
16. To the extent any service fees paid by the Fund pursuant to the Service Plan are deemed to be payments for the financing of any activity primarily intended to result in the sale of Shares issued by the Fund within the meaning of the Rule, the terms and provisions of such plan and any payments made pursuant to such plan hereby are authorized pursuant to this Distribution Plan in the amounts and for the purposes authorized in the Service Plan without any

4


 

further action by the Board of Trustees or the shareholders of the Fund. To the extent the terms and provisions of the Service Plan conflict with the terms and provisions of this Distribution Plan, the terms and provisions of the Service Plan shall prevail with respect to amounts payable pursuant thereto. This paragraph 16 is adopted solely due to the uncertainty that may exist with respect to whether payments to be made by the Fund pursuant to the Service Plan constitute payments primarily intended to result in the sale of Shares issued by the Fund within the meaning of the Rule.
17. The Trustees of the Trust have adopted this Distribution Plan as trustees under the Declaration of Trust of the Trust and the policies of the Trust adopted hereby are not binding upon any of the Trustees or shareholders of the Trust individually, but bind only the trust estate.

5


 

SCHEDULE A
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
AIM COUNSELOR SERIES TRUST
         
Funds   Shares  
Invesco Van Kampen American Franchise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Core Equity Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Equity and Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Equity Premium Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Growth and Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Money Market Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Pennsylvania Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Small Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Tax Free Money Fund
  Class A Shares

6


 

AIM GROWTH SERIES
         
Funds   Shares  
AIM Balanced-Risk Retirement Now Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2010 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2020 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2030 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2040 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2050 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
Invesco Van Kampen Asset Allocation Conservative Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Asset Allocation Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Asset Allocation Moderate Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Harbor Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Leaders Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

7


 

         
Funds   Shares  
Invesco Van Kampen Real Estate Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen U.S. Mortgage Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM INVESTMENT FUNDS
         
Funds   Shares  
Invesco Van Kampen Emerging Markets Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Bond Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Global Equity Allocation Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Franchise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Tactical Asset Allocation Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen International Advantage Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen International Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
AIM INVESTMENT SECURITIES FUNDS
         
Funds   Shares  
AIM Money Market Fund
  Class A5 Shares
 
  Class B5 Shares
 
  Class C5 Shares

8


 

         
Funds   Shares  
Invesco Van Kampen Core Plus Fixed Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Corporate Bond Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Government Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen High Yield Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Limited Duration Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM SECTOR FUNDS
         
Funds   Shares  
Invesco Van Kampen American Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Capital Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Comstock Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Enterprise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Mid Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares

9


 

         
Funds   Shares  
Invesco Van Kampen Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Utility Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Value Opportunities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM TAX-EXEMPT FUNDS
         
Funds   Shares  
Invesco Van Kampen California Insured Tax Free Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen High Yield Municipal Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Insured Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Intermediate Term Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen New York Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Strategic Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

10

AMENDMENT NO. 1
TO
AMENDED AND RESTATED PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
(Class A Shares, Class A5 Shares, Class B Shares, Class B5 Shares, Class C Shares,
Class C5 Shares, Class R Shares and Class R5 Shares)
(Reimbursement)
(effective February 12, 2010, as amended February 12, 2010)
     The Amended and Restated Plan of Distribution Pursuant to Rule 12B-1 (Class A Shares, Class A5 Shares, Class B Shares, Class B5 Shares, Class C Shares, Class C5 Shares, Class R Shares and Class R5 Shares) (Reimbursement) (the “Plan”), effective February 12, 1010, as subsequently amended February 12, 2010, is hereby amended, effective April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to 1) reflect the name change of each of the Trusts; and 2) reflect the name change of the applicable Funds from AIM to Invesco;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with the following:
SCHEDULE A
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
     
Funds   Shares
Invesco Van Kampen American Franchise Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Core Equity Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Equity and Income Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Equity Premium Income Fund
  Class A Shares
Class B Shares
Class C Shares

 


 

     
Funds   Shares
Invesco Van Kampen Growth and Income Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Money Market Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Pennsylvania Tax Free Income Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Small Cap Growth Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Tax Free Money Fund
  Class A Shares
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
     
Funds   Shares
Invesco Balanced-Risk Retirement Now Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Balanced-Risk Retirement 2010 Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Balanced-Risk Retirement 2020 Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Balanced-Risk Retirement 2030 Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Balanced-Risk Retirement 2040 Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Balanced-Risk Retirement 2050 Fund
  Class A5 Shares
Class C5 Shares
Class R5 Shares
 
   
Invesco Van Kampen Asset Allocation Conservative Fund
  Class A Shares
Class B Shares
Class C Shares

2


 

     
Funds   Shares
Invesco Van Kampen Asset Allocation Growth Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Asset Allocation Moderate Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Harbor Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Leaders Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Real Estate Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen U.S. Mortgage Fund
  Class A Shares
Class B Shares
Class C Shares
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
     
Funds   Shares
Invesco Van Kampen Emerging Markets Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Global Bond Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Global Equity Allocation Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Global Franchise Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Global Tactical Asset Allocation Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares

3


 

     
Invesco Van Kampen International Advantage Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen International Growth Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
     
Funds   Shares
Invesco Money Market Fund
  Class A5 Shares
Class B5 Shares
Class C5 Shares
 
   
Invesco Van Kampen Core Plus Fixed Income Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Corporate Bond Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Government Securities Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen High Yield Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Limited Duration Fund
  Class A Shares*
Class B Shares
Class C Shares
 
*   the distribution fee authorized hereby and the service fee authorized pursuant to the Service Plan, in the aggregate, shall not exceed on an annual basis 0.15% of the Fund’s average daily net assets attributable to (i) Class A Shares sold on or after the date on which this Distribution Plan is first implemented with respect to Class A Shares; (ii) Class A shares sold by Van Kampen Funds Inc. pursuant to distribution plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) Class A Shares that are issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The Fund may pay a distribution fee as determined from time to time by its Board of Trustees in an annual amount not to exceed the lesser of (i) (A) 0.15% of the Fund’s average daily net asset value during such year attributable to Class A Shares minus (B) the amount of the service fee with respect to the Class A Shares actually expended during such year by the Fund pursuant to the Service Plan and (ii) the actual amount of distribution related expenses incurred by the Distributor with respect to Class A Shares.

4


 

AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
     
Funds   Shares
Invesco Van Kampen American Value Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Capital Growth Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Comstock Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Enterprise Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Mid Cap Growth Fund
  Class A Shares
Class B Shares
Class C Shares
Class R Shares
 
   
Invesco Van Kampen Small Cap Value Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Technology Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Utility Fund
  Class A Shares
Class B Shares
Class C Shares
 
   
Invesco Van Kampen Value Opportunities Fund
  Class A Shares
Class B Shares
Class C Shares

5


 

AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
     
Funds   Shares
Invesco Van Kampen California Insured Tax Free Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
   
Invesco Van Kampen High Yield Municipal Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
   
Invesco Van Kampen Insured Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
   
Invesco Van Kampen Intermediate Term Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
   
Invesco Van Kampen Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
   
Invesco Van Kampen New York Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

6

SERVICE PLAN
(Class A Shares, Class A5 Shares, Class B Shares, Class B5 Shares, Class C Shares, Class
C5 Shares, Class R Shares and Class R5 Shares)
(Reimbursement)
     The plan set forth below (the “Service Plan”) for each registered investment company, as described in Schedule A to this Service Plan (each individually referred to as the “Trust”, or collectively, the “Trusts”), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth in Schedule A to this Service Plan (each, a “Fund”), describes the material terms and conditions under which assets of a Fund may be used to compensate the Fund’s principal underwriter, within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”), brokers, dealers and other financial intermediaries (collectively “Financial Intermediaries”) for providing personal services to shareholders and/or the maintenance of shareholder accounts with respect to each of the Class A Shares and Class A5 Shares of beneficial interest (collectively, the “Class A Shares”), the Class B Shares and Class B5 Shares of beneficial interest (collectively, the “Class B Shares”), the Class C Shares and Class C5 Shares of beneficial interest (collectively, the “Class C Shares”) and the Class R Shares and Class R5 Shares of beneficial interest (collectively, the “Class R Shares”). The Class A Shares, Class B Shares, Class C Shares and Class R Shares sometimes are referred to herein collectively as the “Shares.” Each class of Shares is offered and sold subject to a different combination of front-end sales charges, distribution fees, service fees and contingent deferred sales charges.1 Classes of Shares, if any, subject to a front-end sales charge and a distribution and/or service fee are referred to herein as “Front-End Classes” and the Shares of such classes are referred to herein as “Front-End Shares.” Classes of Shares, if any, subject to a contingent-deferred sales charge and a distribution and/or a service fee are referred to herein as “CDSC Classes” and Shares of such classes are referred to herein as “CDSC Shares.” Classes of Shares, if any, subject to a front-end sales charge, a contingent-deferred sales charge and a distribution and/or service fee are referred to herein as “Combination Classes” and Shares of such class are referred to herein as “Combination Shares.” Certain large purchases of Class A Shares are Combination Shares.
     Each Fund has adopted this Service Plan pursuant to which the Fund is authorized to expend on an annual basis a portion of its average net assets attributable to each class of Shares for providing personal services to shareholders and/or the maintenance of shareholder accounts. Each Fund also has entered into distribution agreements (the “Distribution Agreements”) with Invesco Aim Distributors, Inc. (the “Distributor”), pursuant to which the Distributor acts as the principal underwriter with respect to each class of Shares and master related agreements (“Master Related Agreements”) with the Distributor in connection with the implementation of this Service Plan. The Distribution Agreement for Class B Shares is a combined distribution agreement and related agreement. Pursuant to the Master Related Agreements (and the Distribution Agreement in the case of Class B Shares), the Distributor may implement this Service Plan directly or through third parties.
     1. The Fund hereby is authorized to pay a service fee with respect to its Class A Shares, Class B Shares, Class C Shares and Class R Shares to the Distributor who may use such payments to pay a service fee to any Financial Intermediary who provides personal
 
1   The Fund is authorized to offer multiple classes of shares pursuant to a Rule 18f-3 Plan adopted under the 1940 Act.

1


 

services to shareholders and/or maintains shareholder accounts in an annual amount not to exceed 0.25%, or such other amount listed on Schedule A to this Service Plan, of the average annual net asset value of the Shares maintained in the Fund by such person with respect to Shares that (i) were sold on or after the date on which this Service Plan was first implemented; (ii) were sold by Van Kampen Funds Inc. pursuant to service plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) were issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The aggregate annual amount of all such payments with respect to each such class of Shares may not exceed 0.25%, or such other amount listed on Schedule A to this Service Plan, of the Fund’s average annual net assets attributable to the respective class of Shares and maintained in the Fund more than one year.
     2. Payments pursuant to this Service Plan may be paid or prepaid on behalf of the Fund by the Distributor acting as the Fund’s agent.
     3. Payments by a Fund to the Distributor pursuant to this Service Plan shall not be made more often than monthly upon receipt by the Fund of a separate written expense report with respect to each class of Shares setting forth the expenses qualifying for such reimbursement allocated to each class of Shares and the purposes thereof.
     4. In the event that amounts payable hereunder with respect to a class of Shares do not fully reimburse the Distributor for pre-paid service fees, such unreimbursed service fee expenses will be carried forward and paid by the Fund hereunder in future years so long as this Service Plan remains in effect, subject to applicable laws and regulations. Reimbursements for service fee related expenses payable hereunder with respect to a particular class of Shares may not be used to subsidize services provided with respect to any other class of Shares.
     5. A Fund shall not compensate the Distributor, and the Distributor shall compensate any Financial Intermediary, for any service related expenses incurred with respect to a class of Shares prior to the date that such Financial Intermediary enters into a Service Agreement with the Distributor, Van Kampen Funds Inc. or a Van Kampen fund.
     6. Pursuant to the Master Related Agreements (or the Distribution Agreement in the case of Class B Shares), Distributor may enter into Service Agreements with certain Financial Intermediaries to provide compensation to such Financial Intermediaries for activities and services of the type referred to in Paragraph 1 hereof.
     7. The Fund and the Distributor shall prepare separate written reports for each class of Shares and shall submit such reports to the Fund’s Board of Trustees on a quarterly basis summarizing all payments made by them with respect to each class of Shares pursuant to this Service Plan and the agreements contemplated hereby, the purposes for which such payments were made and such other information as the Board of Trustees or the Disinterested Trustees may reasonably request from time to time, and the Board of Trustees shall review such reports and other information.
     8. This Service Plan may be terminated with respect to a class of Shares without penalty at any time by a majority of the Disinterested Trustees or by a “majority of the outstanding voting securities” of the respective class of Shares of the Fund.

2


 

     9. This Service Plan shall become effective upon its approval by (a) a majority of the Board of Trustees and a majority of the Disinterested Trustees by vote cast separately with respect to each class of Shares cast in person at a meeting called for the purpose of voting on this Service Plan, and (b) with respect to each class of Shares, a “majority of the outstanding voting securities” (as such phrase is defined in the 1940 Act) of such class of Shares voting separately as a class.
     10. This Service Plan and any agreement contemplated hereby shall continue in effect beyond June 30, 2010 only so long as (a) its continuation is approved at least annually in the manner set forth in clause (a) of paragraph 10 above and (b) the selection and nomination of those Trustees of the Fund who are not “interested persons” of the Fund are committed to the discretion of such Trustees.
     11. This Service Plan may not be amended to increase materially the maximum amounts permitted to be expended hereunder except with the approval of a “majority of the outstanding voting securities” of the respective class of Shares of the Fund. This Service Plan may not be amended in any material respect except with the approval of a majority of the Disinterested Trustees. Amendments required to conform this Service Plan to changes in the 1940 Act, the rules and regulations thereunder or the Conduct Rules of the Financial Industry Regulatory Authority shall not be deemed to be material amendments.
     The Trustees of the Trust have adopted this Service Plan as trustees under the Declaration of Trust of the Trust and the policies of the Trust adopted hereby are not binding upon any of the Trustees or shareholders of the Trust individually, but bind only the trust estate.
Adopted
February 12, 2010, and as amended February 12, 2010

3


 

SCHEDULE A
SERVICE PLAN
AIM COUNSELOR SERIES TRUST
         
Funds   Shares  
Invesco Van Kampen American Franchise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Core Equity Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Equity and Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Equity Premium Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Growth and Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Money Market Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Pennsylvania Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Small Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Tax Free Money Fund
  Class A Shares

4


 

AIM GROWTH SERIES
         
Funds   Shares  
AIM Balanced-Risk Retirement Now Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2010 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2020 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2030 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2040 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
AIM Balanced-Risk Retirement 2050 Fund
  Class A5 Shares
 
  Class C5 Shares
 
  Class R5 Shares
 
       
Invesco Van Kampen Asset Allocation Conservative Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Asset Allocation Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Asset Allocation Moderate Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Harbor Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Leaders Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

5


 

         
Funds   Shares  
Invesco Van Kampen Real Estate Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen U.S. Mortgage Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
AIM INVESTMENT FUNDS
 
Funds   Shares  
Invesco Van Kampen Emerging Markets Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Bond Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Global Equity Allocation Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Franchise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Global Tactical Asset Allocation Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen International Advantage Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen International Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
AIM INVESTMENT SECURITIES FUNDS
 
Funds   Shares  
AIM Money Market Fund
  Class A5 Shares
 
  Class B5 Shares
 
  Class C5 Shares

6


 

         
Funds   Shares
Invesco Van Kampen Core Plus Fixed Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Corporate Bond Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Government Securities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen High Yield Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Limited Duration Fund
  Class A Shares*
 
  Class B Shares
 
  Class C Shares
 
*   The Fund hereby is authorized to pay a service fee with respect to its Class A Shares to the Distributor who may use such payments to pay a service fee to any Financial Intermediary who provides personal services to shareholders and/or maintains shareholder accounts in an annual amount not to exceed 0.15% of the average annual net asset value of the Shares maintained in the Fund by such person with respect to Shares that (i) were sold on or after the date on which this Service Plan was first implemented; (ii) were sold by Van Kampen Funds Inc. pursuant to service plans that terminated upon assignment as a result of the acquisition by Invesco Ltd. of the retail investment management business of Morgan Stanley; and (iii) were issued upon exchange for shares of beneficial interest of another fund distributed by the Distributor. The aggregate annual amount of all such payments with respect to each such class of Shares may not exceed 0.15% of the Fund’s average annual net assets attributable to the Class A Shares and maintained in the Fund more than one year.
AIM SECTOR FUNDS
         
Funds   Shares  
Invesco Van Kampen American Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Capital Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Comstock Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares

7


 

         
Funds   Shares  
Invesco Van Kampen Enterprise Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Mid Cap Growth Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen Small Cap Value Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Technology Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Utility Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Value Opportunities Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
AIM TAX-EXEMPT FUNDS
         
Funds   Shares  
Invesco Van Kampen California Insured Tax Free Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
  Class R Shares
 
       
Invesco Van Kampen High Yield Municipal Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Insured Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Intermediate Term Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares
 
       
Invesco Van Kampen Municipal Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

8


 

         
Funds   Shares  
Invesco Van Kampen New York Tax Free Income Fund
  Class A Shares
 
  Class B Shares
 
  Class C Shares

9

AMENDMENT NO. 11
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective November 4, 2009, as follows:
     WHEREAS, the parties desire to amend the plan to change the name of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
“SCHEDULE A TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
     The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Capital Development Fund
    0.75 %     0.25 %     1.00 %
AIM Charter Fund
    0.75 %     0.25 %     1.00 %
AIM Constellation Fund
    0.75 %     0.25 %     1.00 %
AIM Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Summit Fund
    0.75 %     0.25 %     1.00 %

 


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
AIM European Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Select Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
AIM Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Global Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Income Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM International Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
AIM European Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM International Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Growth Fund
    0.75 %     0.25 %     1.00 %

2


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM China Fund
    0.75 %     0.25 %     1.00 %
AIM Developing Markets Fund
    0.75 %     0.25 %     1.00 %
AIM Global Health Care Fund
    0.75 %     0.25 %     1.00 %
AIM International Total Return Fund
    0.75 %     0.25 %     1.00 %
AIM Japan Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Endeavor Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Small Companies Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
Portfolios   Charge   Fee   Fee
AIM Core Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Dynamics Fund
    0.75 %     0.25 %     1.00 %
AIM Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM High Yield Fund
    0.75 %     0.25 %     1.00 %
AIM Income Fund
    0.75 %     0.25 %     1.00 %
AIM Money Market Fund
    0.65 %     0.25 %     0.90 %
AIM Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM U.S. Government Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
Portfolio   Charge   Fee   Fee
AIM High Income Municipal Fund
    0.75 %     0.25 %     1.00 %

3


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
Portfolio   Charge   Fee   Fee
AIM Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
AIM Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Core Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Value Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
Portfolio   Charge   Fee   Fee
AIM Energy Fund
    0.75 %     0.25 %     1.00 %
AIM Financial Services Fund
    0.75 %     0.25 %     1.00 %
AIM Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
AIM Leisure Fund
    0.75 %     0.25 %     1.00 %
AIM Technology Fund
    0.75 %     0.25 %     1.00 %
AIM Utilities Fund
    0.75 %     0.25 %     1.00 %”

4

AMENDMENT NO. 12
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 12, 2010, as follows:
     WHEREAS, the parties desire to amend the plan to add the following new portfolios: Invesco International Growth Equity Fund, Invesco Large Cap Relative Value Fund, Invesco Municipal Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund and Invesco Value II Fund;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
“SCHEDULE A TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
     The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
AIM COUNSELOR SERIES TRUST
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
AIM Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Core Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Relative Value Fund
    0.75 %     0.25 %     1.00 %

 


 

AIM EQUITY FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Capital Development Fund
    0.75 %     0.25 %     1.00 %
AIM Charter Fund
    0.75 %     0.25 %     1.00 %
AIM Constellation Fund
    0.75 %     0.25 %     1.00 %
AIM Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Summit Fund
    0.75 %     0.25 %     1.00 %
AIM FUNDS GROUP
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
AIM European Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Select Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
AIM GROWTH SERIES
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
AIM Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Global Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Income Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM International Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %

2


 

AIM INTERNATIONAL MUTUAL FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
AIM European Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM International Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Growth Fund
    0.75 %     0.25 %     1.00 %
AIM INVESTMENT FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM China Fund
    0.75 %     0.25 %     1.00 %
AIM Developing Markets Fund
    0.75 %     0.25 %     1.00 %
AIM Global Health Care Fund
    0.75 %     0.25 %     1.00 %
AIM International Total Return Fund
    0.75 %     0.25 %     1.00 %
AIM Japan Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Endeavor Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
AIM INVESTMENT SECURITIES FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Core Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Dynamics Fund
    0.75 %     0.25 %     1.00 %
AIM Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM High Yield Fund
    0.75 %     0.25 %     1.00 %
AIM Income Fund
    0.75 %     0.25 %     1.00 %
AIM Money Market Fund
    0.65 %     0.25 %     0.90 %
AIM Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM U.S. Government Fund
    0.75 %     0.25 %     1.00 %

3


 

AIM SECTOR FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM Energy Fund
    0.75 %     0.25 %     1.00 %
AIM Financial Services Fund
    0.75 %     0.25 %     1.00 %
AIM Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
AIM Leisure Fund
    0.75 %     0.25 %     1.00 %
AIM Technology Fund
    0.75 %     0.25 %     1.00 %
AIM Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %
AIM TAX-EXEMPT FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class B Shares   Charge   Fee   Fee
AIM High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %”

4

AMENDMENT NO. 13
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
     WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; 2) reflect the name change of the applicable Portfolios from AIM to Invesco; and 3) reflect the further name change of AIM Trimark Fund, Invesco Trimark Endeavor Fund and Invesco Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
“SCHEDULE A TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
     The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Core Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Value Fund
    0.75 %     0.25 %     1.00 %

 


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Capital Development Fund
    0.75 %     0.25 %     1.00 %
Invesco Charter Fund
    0.75 %     0.25 %     1.00 %
Invesco Constellation Fund
    0.75 %     0.25 %     1.00 %
Invesco Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Summit Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
Invesco European Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
Invesco Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco International Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %

2


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Invesco Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
  Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco European Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco International Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco China Fund
    0.75 %     0.25 %     1.00 %
Invesco Developing Markets Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Health Care Fund
    0.75 %     0.25 %     1.00 %
Invesco International Total Return Fund
    0.75 %     0.25 %     1.00 %
Invesco Japan Fund
    0.75 %     0.25 %     1.00 %
Invesco Endeavor Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
  Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUND)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Core Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Dynamics Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco High Yield Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Money Market Fund
    0.65 %     0.25 %     0.90 %
Invesco Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Government Fund
    0.75 %     0.25 %     1.00 %

3


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Energy Fund
    0.75 %     0.25 %     1.00 %
Invesco Financial Services Fund
    0.75 %     0.25 %     1.00 %
Invesco Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
Invesco Leisure Fund
    0.75 %     0.25 %     1.00 %
Invesco Technology Fund
    0.75 %     0.25 %     1.00 %
Invesco Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %”

4

AMENDMENT NO. 14
TO

FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective May 4, 2010, as follows:
     WHEREAS, the parties desire to amend the Plan to add a new Portfolio: Invesco Large Cap Relative Value Fund;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
     All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
“SCHEDULE A TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
     The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Core Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Relative Value Fund
    0.75 %     0.25 %     1.00 %

 


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Capital Development Fund
    0.75 %     0.25 %     1.00 %
Invesco Charter Fund
    0.75 %     0.25 %     1.00 %
Invesco Constellation Fund
    0.75 %     0.25 %     1.00 %
Invesco Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Summit Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
Invesco European Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %

2


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
Invesco Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco International Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
  Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco European Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco International Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Fund
    0.75 %     0.25 %     1.00 %

3


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco China Fund
    0.75 %     0.25 %     1.00 %
Invesco Developing Markets Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Health Care Fund
    0.75 %     0.25 %     1.00 %
Invesco International Total Return Fund
    0.75 %     0.25 %     1.00 %
Invesco Japan Fund
    0.75 %     0.25 %     1.00 %
Invesco Endeavor Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
  Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUND)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Core Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Dynamics Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco High Yield Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Money Market Fund
    0.65 %     0.25 %     0.90 %
Invesco Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Government Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco Energy Fund
    0.75 %     0.25 %     1.00 %
Invesco Financial Services Fund
    0.75 %     0.25 %     1.00 %
Invesco Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
Invesco Leisure Fund
    0.75 %     0.25 %     1.00 %
Invesco Technology Fund
    0.75 %     0.25 %     1.00 %
Invesco Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %

4


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class B Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %”

5

AMENDMENT NO. 11
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class C Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective November 4, 2009, as follows:
          WHEREAS, the parties desire to amend the Plan to change the name of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
          NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Core Plus Bond Fund
  0.75%   0.25%   1.00%
AIM Floating Rate Fund
  0.50%   0.25%   0.75%
AIM Multi-Sector Fund
  0.75%   0.25%   1.00%
AIM Select Real Estate Income Fund
  0.75%   0.25%   1.00%
AIM Structured Core Fund
  0.75%   0.25%   1.00%
AIM Structured Growth Fund
  0.75%   0.25%   1.00%
AIM Structured Value Fund
  0.75%   0.25%   1.00%

 


 

             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Capital Development Fund
  0.75%   0.25%   1.00%
AIM Charter Fund
  0.75%   0.25%   1.00%
AIM Constellation Fund
  0.75%   0.25%   1.00%
AIM Diversified Dividend Fund
  0.75%   0.25%   1.00%
AIM Large Cap Basic Value Fund
  0.75%   0.25%   1.00%
AIM Large Cap Growth Fund
  0.75%   0.25%   1.00%
AIM Summit Fund
  0.75%   0.25%   1.00%
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Basic Balanced Fund
  0.75%   0.25%   1.00%
AIM European Small Company Fund
  0.75%   0.25%   1.00%
AIM Global Core Equity Fund
  0.75%   0.25%   1.00%
AIM International Small Company Fund
  0.75%   0.25%   1.00%
AIM Mid Cap Basic Value Fund
  0.75%   0.25%   1.00%
AIM Select Equity Fund
  0.75%   0.25%   1.00%
AIM Small Cap Equity Fund
  0.75%   0.25%   1.00%
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Independence Now Fund
  0.75%   0.25%   1.00%
AIM Balanced-Risk Retirement 2010 Fund
  0.75%   0.25%   1.00%
AIM Balanced-Risk Retirement 2020 Fund
  0.75%   0.25%   1.00%
AIM Balanced-Risk Retirement 2030 Fund
  0.75%   0.25%   1.00%
AIM Balanced-Risk Retirement 2040 Fund
  0.75%   0.25%   1.00%
AIM Balanced-Risk Retirement 2050 Fund
  0.75%   0.25%   1.00%
AIM Basic Value Fund
  0.75%   0.25%   1.00%
AIM Conservative Allocation Fund
  0.75%   0.25%   1.00%
AIM Global Equity Fund
  0.75%   0.25%   1.00%
AIM Growth Allocation Fund
  0.75%   0.25%   1.00%
AIM Income Allocation Fund
  0.75%   0.25%   1.00%
AIM International Allocation Fund
  0.75%   0.25%   1.00%
AIM Mid Cap Core Equity Fund
  0.75%   0.25%   1.00%
AIM Moderate Allocation Fund
  0.75%   0.25%   1.00%
AIM Moderate Growth Allocation Fund
  0.75%   0.25%   1.00%
AIM Moderately Conservative Allocation Fund
  0.75%   0.25%   1.00%
AIM Small Cap Growth Fund
  0.75%   0.25%   1.00%

2


 

             
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
  0.75%   0.25%   1.00%
AIM European Growth Fund
  0.75%   0.25%   1.00%
AIM Global Growth Fund
  0.75%   0.25%   1.00%
AIM Global Small & Mid Cap Growth Fund
  0.75%   0.25%   1.00%
AIM International Core Equity Fund
  0.75%   0.25%   1.00%
AIM International Growth Fund
  0.75%   0.25%   1.00%
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
  0.75%   0.25%   1.00%
AIM China Fund
  0.75%   0.25%   1.00%
AIM Developing Markets Fund
  0.75%   0.25%   1.00%
AIM Global Health Care Fund
  0.75%   0.25%   1.00%
AIM International Total Return Fund
  0.75%   0.25%   1.00%
AIM Japan Fund
  0.75%   0.25%   1.00%
AIM LIBOR Alpha Fund
  0.75%   0.25%   1.00%
AIM Trimark Endeavor Fund
  0.75%   0.25%   1.00%
AIM Trimark Fund
  0.75%   0.25%   1.00%
AIM Trimark Small Companies Fund
  0.75%   0.25%   1.00%
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Core Bond Fund
  0.75%   0.25%   1.00%
AIM Dynamics Fund
  0.75%   0.25%   1.00%
AIM Global Real Estate Fund
  0.75%   0.25%   1.00%
AIM High Yield Fund
  0.75%   0.25%   1.00%
AIM Income Fund
  0.75%   0.25%   1.00%
AIM Money Market Fund
  0.65%   0.25%   0.90%
AIM Municipal Bond Fund
  0.75%   0.25%   1.00%
AIM Real Estate Fund
  0.75%   0.25%   1.00%
AIM Short Term Bond Fund
  0.75%   0.25%   1.00%
AIM U.S. Government Fund
  0.75%   0.25%   1.00%

3


 

             
    Maximum   Asset    
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Energy Fund
  0.75%   0.25%   1.00%
AIM Financial Services Fund
  0.75%   0.25%   1.00%
AIM Gold & Precious Metals Fund
  0.75%   0.25%   1.00%
AIM Leisure Fund
  0.75%   0.25%   1.00%
AIM Technology Fund
  0.75%   0.25%   1.00%
AIM Utilities Fund
  0.75%   0.25%   1.00%
             
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM High Income Municipal Fund
  0.75%   0.25%   1.00%
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: November 4, 2009

4

AMENDMENT NO. 12
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class C Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 12, 2010, as follows:
          WHEREAS, the parties desire to amend the Plan to add the following new portfolios: Invesco International Growth Equity Fund, Invesco Large Cap Relative Value Fund, Invesco Municipal Fund, Invesco U.S. Mid Cap Value Fund, Invesco U.S. Small Cap Value Fund, Invesco U.S. Small/Mid Cap Value Fund and Invesco Value II Fund;
          NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)

(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
AIM COUNSELOR SERIES TRUST
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Floating Rate Fund
    0.50 %     0.25 %     0.75 %
AIM Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
AIM Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Core Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Structured Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Relative Value Fund
    0.75 %     0.25 %     1.00 %

 


 

AIM EQUITY FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Capital Development Fund
    0.75 %     0.25 %     1.00 %
AIM Charter Fund
    0.75 %     0.25 %     1.00 %
AIM Constellation Fund
    0.75 %     0.25 %     1.00 %
AIM Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Summit Fund
    0.75 %     0.25 %     1.00 %
AIM FUNDS GROUP
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
AIM European Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Small Company Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Select Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
AIM GROWTH SERIES
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Independence Now Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
AIM Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
AIM Basic Value Fund
    0.75 %     0.25 %     1.00 %
AIM Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Global Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Income Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM International Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %

2


 

AIM INTERNATIONAL MUTUAL FUNDS
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
AIM European Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Growth Fund
    0.75 %     0.25 %     1.00 %
AIM Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
AIM International Core Equity Fund
    0.75 %     0.25 %     1.00 %
AIM International Growth Fund
    0.75 %     0.25 %     1.00 %
AIM INVESTMENT FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
AIM China Fund
    0.75 %     0.25 %     1.00 %
AIM Developing Markets Fund
    0.75 %     0.25 %     1.00 %
AIM Global Health Care Fund
    0.75 %     0.25 %     1.00 %
AIM International Total Return Fund
    0.75 %     0.25 %     1.00 %
AIM Japan Fund
    0.75 %     0.25 %     1.00 %
AIM LIBOR Alpha Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Endeavor Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Fund
    0.75 %     0.25 %     1.00 %
AIM Trimark Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
AIM INVESTMENT SECURITIES FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Core Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Dynamics Fund
    0.75 %     0.25 %     1.00 %
AIM Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM High Yield Fund
    0.75 %     0.25 %     1.00 %
AIM Income Fund
    0.75 %     0.25 %     1.00 %
AIM Money Market Fund
    0.65 %     0.25 %     0.90 %
AIM Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
AIM Real Estate Fund
    0.75 %     0.25 %     1.00 %
AIM Short Term Bond Fund
    0.75 %     0.25 %     1.00 %
AIM U.S. Government Fund
    0.75 %     0.25 %     1.00 %

3


 

AIM SECTOR FUNDS
                         
    Maximum   Asset    
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM Energy Fund
    0.75 %     0.25 %     1.00 %
AIM Financial Services Fund
    0.75 %     0.25 %     1.00 %
AIM Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
AIM Leisure Fund
    0.75 %     0.25 %     1.00 %
AIM Technology Fund
    0.75 %     0.25 %     1.00 %
AIM Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %
AIM TAX-EXEMPT FUNDS
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
Portfolio - Class C Shares   Charge   Fee   Fee
AIM High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: February 12, 2010

4

AMENDMENT NO. 13
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class C Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
          WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; 2) reflect the name change of the applicable Portfolios from AIM to Invesco; and 3) reflect the further name change of AIM Trimark Fund, Invesco Trimark Endeavor Fund and Invesco Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively;
          NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Floating Rate Fund
    0.50 %     0.25 %     0.75 %
Invesco Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Core Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Value Fund
    0.75 %     0.25 %     1.00 %

 


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Capital Development Fund
    0.75 %     0.25 %     1.00 %
Invesco Charter Fund
    0.75 %     0.25 %     1.00 %
Invesco Constellation Fund
    0.75 %     0.25 %     1.00 %
Invesco Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Summit Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
Invesco European Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
Invesco Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco International Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco European Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco International Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco China Fund
    0.75 %     0.25 %     1.00 %
Invesco Developing Markets Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Health Care Fund
    0.75 %     0.25 %     1.00 %
Invesco International Total Return Fund
    0.75 %     0.25 %     1.00 %
Invesco Japan Fund
    0.75 %     0.25 %     1.00 %
Invesco LIBOR Alpha Fund
    0.75 %     0.25 %     1.00 %
Invesco Endeavor Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Core Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Dynamics Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco High Yield Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Money Market Fund
    0.65 %     0.25 %     0.90 %
Invesco Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco Short Term Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Government Fund
    0.75 %     0.25 %     1.00 %

3


 

                         
    Maximum   Asset    
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Energy Fund
    0.75 %     0.25 %     1.00 %
Invesco Financial Services Fund
    0.75 %     0.25 %     1.00 %
Invesco Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
Invesco Leisure Fund
    0.75 %     0.25 %     1.00 %
Invesco Technology Fund
    0.75 %     0.25 %     1.00 %
Invesco Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: April 30, 2010

4

AMENDMENT NO. 14
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class C Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective May 4, 2010, as follows:
          WHEREAS, the parties desire to amend the Plan to add a new Portfolio: Invesco Large Cap Relative Value Fund;
          NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Floating Rate Fund
    0.50 %     0.25 %     0.75 %
Invesco Multi-Sector Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Real Estate Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Core Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Structured Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Relative Value Fund
    0.75 %     0.25 %     1.00 %

 


 

                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Capital Development Fund
    0.75 %     0.25 %     1.00 %
Invesco Charter Fund
    0.75 %     0.25 %     1.00 %
Invesco Constellation Fund
    0.75 %     0.25 %     1.00 %
Invesco Diversified Dividend Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Large Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Summit Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.75 %     0.25 %     1.00 %
Invesco European Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Small Company Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Select Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.75 %     0.25 %     1.00 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.75 %     0.25 %     1.00 %
Invesco Basic Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco International Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Mid Cap Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderate Growth Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Moderately Conservative Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Cap Growth Fund
    0.75 %     0.25 %     1.00 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Asia Pacific Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco European Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Small & Mid Cap Growth Fund
    0.75 %     0.25 %     1.00 %
Invesco International Core Equity Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.75 %     0.25 %     1.00 %
Invesco China Fund
    0.75 %     0.25 %     1.00 %
Invesco Developing Markets Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Health Care Fund
    0.75 %     0.25 %     1.00 %
Invesco International Total Return Fund
    0.75 %     0.25 %     1.00 %
Invesco Japan Fund
    0.75 %     0.25 %     1.00 %
Invesco LIBOR Alpha Fund
    0.75 %     0.25 %     1.00 %
Invesco Endeavor Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Fund
    0.75 %     0.25 %     1.00 %
Invesco Small Companies Fund
    0.75 %     0.25 %     1.00 %
Invesco International Growth Equity Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Core Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Dynamics Fund
    0.75 %     0.25 %     1.00 %
Invesco Global Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco High Yield Fund
    0.75 %     0.25 %     1.00 %
Invesco Income Fund
    0.75 %     0.25 %     1.00 %
Invesco Money Market Fund
    0.65 %     0.25 %     0.90 %
Invesco Municipal Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco Real Estate Fund
    0.75 %     0.25 %     1.00 %
Invesco Short Term Bond Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Government Fund
    0.75 %     0.25 %     1.00 %

3


 

                         
    Maximum   Asset    
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco Energy Fund
    0.75 %     0.25 %     1.00 %
Invesco Financial Services Fund
    0.75 %     0.25 %     1.00 %
Invesco Gold & Precious Metals Fund
    0.75 %     0.25 %     1.00 %
Invesco Leisure Fund
    0.75 %     0.25 %     1.00 %
Invesco Technology Fund
    0.75 %     0.25 %     1.00 %
Invesco Utilities Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco U.S. Small/Mid Cap Value Fund
    0.75 %     0.25 %     1.00 %
Invesco Value II Fund
    0.75 %     0.25 %     1.00 %
                         
    Maximum        
    Asset        
    Based   Maximum   Maximum
AIM TAX-EXEMPT FUNDS   Sales   Service   Aggregate
(INVESCO TAX-EXEMPT FUNDS)   Charge   Fee   Fee
Portfolio — Class C Shares
                       
 
                       
Invesco High Income Municipal Fund
    0.75 %     0.25 %     1.00 %
Invesco Municipal Fund
    0.75 %     0.25 %     1.00 %
 
*   The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: May 4, 2010

4

AMENDMENT NO. 7
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class R Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective November 4, 2009, as follows:
          WHEREAS, the parties desire to amend the Plan to change the name of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund to AIM Balanced-Risk Retirement Now Fund, AIM Balanced-Risk Retirement 2010 Fund, AIM Balanced-Risk Retirement 2020 Fund, AIM Balanced-Risk Retirement 2030 Fund, AIM Balanced-Risk Retirement 2040 Fund and AIM Balanced-Risk Retirement 2050 Fund, respectively;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS R SHARES)
(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class R Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below as to the Class R Shares of each Portfolio to the average daily net assets of the Class R Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class R Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM COUNSELOR SERIES TRUST   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Core Plus Bond Fund
    0.25 %     0.25 %     0.50 %
AIM Floating Rate Fund
    0.25 %     0.25 %     0.50 %
AIM Structured Core Fund
    0.25 %     0.25 %     0.50 %
AIM Structured Growth Fund
    0.25 %     0.25 %     0.50 %
AIM Structured Value Fund
    0.25 %     0.25 %     0.50 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM EQUITY FUNDS   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Capital Development Fund
    0.25 %     0.25 %     0.50 %
AIM Charter Fund
    0.25 %     0.25 %     0.50 %
AIM Constellation Fund
    0.25 %     0.25 %     0.50 %
AIM Diversified Dividend Fund
    0.25 %     0.25 %     0.50 %
AIM Large Cap Basic Value Fund
    0.25 %     0.25 %     0.50 %
AIM Large Cap Growth Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM FUNDS GROUP   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Basic Balanced Fund
    0.25 %     0.25 %     0.50 %
AIM Mid Cap Basic Value Fund
    0.25 %     0.25 %     0.50 %
AIM Small Cap Equity Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM GROWTH SERIES   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Balanced-Risk Retirement Now Fund
    0.25 %     0.25 %     0.50 %
AIM Balanced-Risk Retirement 2010 Fund
    0.25 %     0.25 %     0.50 %
AIM Balanced-Risk Retirement 2020 Fund
    0.25 %     0.25 %     0.50 %
AIM Balanced-Risk Retirement 2030 Fund
    0.25 %     0.25 %     0.50 %
AIM Balanced-Risk Retirement 2040 Fund
    0.25 %     0.25 %     0.50 %
AIM Balanced-Risk Retirement 2050 Fund
    0.25 %     0.25 %     0.50 %
AIM Basic Value Fund
    0.25 %     0.25 %     0.50 %
AIM Conservative Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Global Equity Fund
    0.25 %     0.25 %     0.50 %
AIM Growth Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Income Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM International Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Mid Cap Core Equity Fund
    0.25 %     0.25 %     0.50 %
AIM Moderate Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Moderate Growth Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Moderately Conservative Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM Small Cap Growth Fund
    0.25 %     0.25 %     0.50 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INTERNATIONAL MUTUAL FUNDS   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM European Growth Fund
    0.25 %     0.25 %     0.50 %
AIM International Core Equity Fund
    0.25 %     0.25 %     0.50 %
AIM International Growth Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INVESTMENT FUNDS   Charge   Fee   Fee
Portfolio — Class R Shares
                       
AIM Balanced-Risk Allocation Fund
    0.25 %     0.25 %     0.50 %
AIM LIBOR Alpha Fund
    0.25 %     0.25 %     0.50 %
AIM Trimark Endeavor Fund
    0.25 %     0.25 %     0.50 %
AIM Trimark Fund
    0.25 %     0.25 %     0.50 %
AIM Trimark Small Companies Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM INVESTMENT SECURITIES FUNDS   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Core Bond Fund
    0.25 %     0.25 %     0.50 %
AIM Dynamics Fund
    0.25 %     0.25 %     0.50 %
AIM Global Real Estate Fund
    0.25 %     0.25 %     0.50 %
AIM Income Fund
    0.25 %     0.25 %     0.50 %
AIM Money Market Fund
    0.15 %     0.25 %     0.40 %
AIM Real Estate Fund
    0.25 %     0.25 %     0.50 %
AIM Short Term Bond Fund
    0.25 %     0.25 %     0.50 %
AIM U.S. Government Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
    Sales   Service   Aggregate
AIM SECTOR FUNDS   Charge   Fee   Fee
 
                       
Portfolio — Class R Shares
                       
AIM Leisure Fund
    0.25 %     0.25 %     0.50%”  
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: November 4, 2009

3

AMENDMENT NO. 8
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(Class R Shares)
     The First Restated Master Distribution Plan (the “Plan”), dated as of August 18, 2003, and as subsequently amended, and as restated the 20 th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2010, as follows:
          WHEREAS, the Plan is hereby amended to: 1) reflect the name change of each of the Funds; 2) reflect the name change of the applicable Portfolios from AIM to Invesco; and 3) reflect the further name change of AIM Trimark Fund, Invesco Trimark Endeavor Fund and Invesco Trimark Small Companies Fund to Invesco Global Fund, Invesco Endeavor Fund and Invesco Small Companies Fund, respectively;
     NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS R SHARES)

(DISTRIBUTION AND SERVICE FEES)
     The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class R Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below as to the Class R Shares of each Portfolio to the average daily net assets of the Class R Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class R Shares of the Portfolio.
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM COUNSELOR SERIES TRUST   Sales   Service   Aggregate
(INVESCO COUNSELOR SERIES TRUST)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Core Plus Bond Fund
    0.25 %     0.25 %     0.50 %
Invesco Floating Rate Fund
    0.25 %     0.25 %     0.50 %
Invesco Structured Core Fund
    0.25 %     0.25 %     0.50 %
Invesco Structured Growth Fund
    0.25 %     0.25 %     0.50 %
Invesco Structured Value Fund
    0.25 %     0.25 %     0.50 %

 


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM EQUITY FUNDS   Sales   Service   Aggregate
(INVESCO EQUITY FUNDS)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Capital Development Fund
    0.25 %     0.25 %     0.50 %
Invesco Charter Fund
    0.25 %     0.25 %     0.50 %
Invesco Constellation Fund
    0.25 %     0.25 %     0.50 %
Invesco Diversified Dividend Fund
    0.25 %     0.25 %     0.50 %
Invesco Large Cap Basic Value Fund
    0.25 %     0.25 %     0.50 %
Invesco Large Cap Growth Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM FUNDS GROUP   Sales   Service   Aggregate
(INVESCO FUNDS GROUP)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Basic Balanced Fund
    0.25 %     0.25 %     0.50 %
Invesco Mid Cap Basic Value Fund
    0.25 %     0.25 %     0.50 %
Invesco Small Cap Equity Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM GROWTH SERIES   Sales   Service   Aggregate
(INVESCO GROWTH SERIES)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Balanced-Risk Retirement Now Fund
    0.25 %     0.25 %     0.50 %
Invesco Balanced-Risk Retirement 2010 Fund
    0.25 %     0.25 %     0.50 %
Invesco Balanced-Risk Retirement 2020 Fund
    0.25 %     0.25 %     0.50 %
Invesco Balanced-Risk Retirement 2030 Fund
    0.25 %     0.25 %     0.50 %
Invesco Balanced-Risk Retirement 2040 Fund
    0.25 %     0.25 %     0.50 %
Invesco Balanced-Risk Retirement 2050 Fund
    0.25 %     0.25 %     0.50 %
Invesco Basic Value Fund
    0.25 %     0.25 %     0.50 %
Invesco Conservative Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Global Equity Fund
    0.25 %     0.25 %     0.50 %
Invesco Growth Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Income Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco International Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Mid Cap Core Equity Fund
    0.25 %     0.25 %     0.50 %
Invesco Moderate Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Moderate Growth Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Moderately Conservative Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco Small Cap Growth Fund
    0.25 %     0.25 %     0.50 %

2


 

                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INTERNATIONAL MUTUAL FUNDS   Sales   Service   Aggregate
(INVESCO INTERNATIONAL MUTUAL FUNDS)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco European Growth Fund
    0.25 %     0.25 %     0.50 %
Invesco International Core Equity Fund
    0.25 %     0.25 %     0.50 %
Invesco International Growth Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT FUNDS)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Balanced-Risk Allocation Fund
    0.25 %     0.25 %     0.50 %
Invesco LIBOR Alpha Fund
    0.25 %     0.25 %     0.50 %
Invesco Endeavor Fund
    0.25 %     0.25 %     0.50 %
Invesco Global Fund
    0.25 %     0.25 %     0.50 %
Invesco Small Companies Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM INVESTMENT SECURITIES FUNDS   Sales   Service   Aggregate
(INVESCO INVESTMENT SECURITIES FUNDS)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Core Bond Fund
    0.25 %     0.25 %     0.50 %
Invesco Dynamics Fund
    0.25 %     0.25 %     0.50 %
Invesco Global Real Estate Fund
    0.25 %     0.25 %     0.50 %
Invesco Income Fund
    0.25 %     0.25 %     0.50 %
Invesco Money Market Fund
    0.15 %     0.25 %     0.40 %
Invesco Real Estate Fund
    0.25 %     0.25 %     0.50 %
Invesco Short Term Bond Fund
    0.25 %     0.25 %     0.50 %
Invesco U.S. Government Fund
    0.25 %     0.25 %     0.50 %
                         
    Minimum        
    Asset        
    Based   Maximum   Maximum
AIM SECTOR FUNDS   Sales   Service   Aggregate
(INVESCO SECTOR FUNDS)   Charge   Fee   Fee
Portfolio — Class R Shares
                       
 
                       
Invesco Leisure Fund
    0.25 %     0.25 %     0.50 %”
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: April 30, 2010

3

SEVENTEENTH AMENDED AND RESTATED
MULTIPLE CLASS PLAN
OF
THE AIM FAMILY OF FUNDS
®
1.   This Multiple Class Plan (the “Plan”) adopted in accordance with Rule 18f-3 under the Act shall govern the terms and conditions under which the Funds may issue separate Classes of Shares representing interests in one or more Portfolios of each Fund.
 
2.   Definitions. As used herein, the terms set forth below shall have the meanings ascribed to them below.
  (a)   Act — Investment Company Act of 1940, as amended.
 
  (b)   AIM Cash Reserve Shares — shall mean the AIM Cash Reserve Shares Class of AIM Money Market Fund, a Portfolio of AIM Investment Securities Funds.
 
  (c)   CDSC — contingent deferred sales charge.
 
  (d)   CDSC Period — the period of years following acquisition of Shares during which such Shares may be assessed a CDSC upon redemption.
 
  (e)   Class — a class of Shares of a Fund representing an interest in a Portfolio.
 
  (f)   Class A Shares — shall mean those Shares designated as Class A Shares in the Fund’s organizing documents.
 
  (g)   Class A2 Shares — shall mean those Shares designated as Class A2 Shares in the Fund’s organizing documents.
 
  (h)   Class A5 Shares — shall mean those Shares designated as Class A5 Shares in the Fund’s organizing documents.
 
  (i)   Class B Shares — shall mean those Shares designated as Class B Shares in the Fund’s organizing documents.
 
  (j)   Class B5 Shares — shall mean those Shares designated as Class B5 Shares in the Fund’s organizing documents.
 
  (k)   Class C Shares — shall mean those Shares designated as Class C Shares in the Fund’s organizing documents.
 
  (l)   Class C5 Shares — shall mean those Shares designated as Class C5 Shares in the Fund’s organizing documents.
 
  (m)   Class P Shares — shall mean those Shares designated as Class P Shares in the Fund’s organizing documents.
 
  (n)   Class R Shares — shall mean those Shares designated as Class R Shares in the Fund’s organizing documents.

 


 

  (o)   Class R5 Shares — shall mean those Shares designated as Class R5 Shares in the Fund’s organizing documents.
 
  (p)   Class S Shares — shall mean those Shares designated as Class S Shares in the Fund’s organizing documents.
 
  (q)   Class Y Shares — shall mean those Shares designated as Class Y Shares in the Fund’s organizing documents.
 
  (r)   Distribution Expenses — expenses incurred in activities which are primarily intended to result in the distribution and sale of Shares as authorized in a Plan of Distribution and/or agreements relating thereto.
 
  (s)   Distribution Fee — a fee paid to the Distributor and/or financial intermediaries for Distribution Expenses.
 
  (t)   Distributor — Invesco Aim Distributors, Inc.
 
  (u)   Fund — those investment companies advised by Invesco Advisers, Inc. which have adopted this Plan.
 
  (v)   Institutional Class Shares — shall mean those Shares designated as Institutional Class Shares in the Fund’s organizing documents and representing an interest in a Portfolio distributed by Invesco Aim Distributors, Inc. that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
 
  (w)   Institutional Money Market Fund Shares — shall mean those Shares designated as Cash Management Class Shares, Corporate Class Shares, Institutional Class Shares, Personal Investment Class Shares, Private Investment Class Shares, Reserve Class Shares and Resource Class Shares in the Fund’s organizing documents and representing an interest in a Portfolio distributed by Invesco Aim Distributors, Inc. that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
 
  (x)   Investor Class Shares — shall mean those Shares designated as Investor Class Shares in the Fund’s organizing documents.
 
  (y)   Plan of Distribution — any plan adopted under Rule 12b-1 under the Act with respect to payment of a Distribution Fee and/or Service Fee.
 
  (z)   Portfolio — a series of the Shares of a Fund constituting a separate investment portfolio of the Fund.
 
  (aa)   Prospectus — the then currently effective prospectus and statement of additional information of a Portfolio.
 
  (bb)   Service Fee — a fee paid to the Distributor and/or financial intermediaries for the ongoing provision of personal services to Fund shareholders and/or the maintenance of shareholder accounts.

2


 

  (cc)   Share — a share of beneficial interest in a Fund.
 
  (dd)   Trustees — the directors or trustees of a Fund.
3.   Allocation of Income and Expenses.
  (a)   Distribution Fees and Service Fees — Each Class shall bear directly any and all Distribution Fees and/or Service Fees payable by such Class pursuant to a Plan of Distribution adopted by the Fund with respect to such Class.
 
  (b)   Transfer Agency and Shareholder Recordkeeping Fees — Institutional Class Shares — The Institutional Class Shares shall bear directly the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Class.
 
  (c)   Transfer Agency and Shareholder Recordkeeping Fees — All Shares except Institutional Class Shares — Each Class of Shares, except Institutional Class Shares, shall bear proportionately the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Classes, based on the relative net assets attributable to each such Class.
 
  (d)   Allocation of Other Expenses — Each Class shall bear proportionately all other expenses incurred by a Portfolio based on the relative net assets attributable to each such Class.
 
  (e)   Allocation of Income, Gains and Losses — Except to the extent provided in the following sentence, each Portfolio will allocate income and realized and unrealized capital gains and losses to a Class based on the relative net assets of each Class. Notwithstanding the foregoing, each Portfolio that declares dividends on a daily basis will allocate income on the basis of settled Shares.
 
  (f)   Waiver of Fees and Reimbursement of Expenses — A Portfolio’s adviser, underwriter or any other provider of services to the Portfolio may waive fees payable by, or reimburse expenses of, a Class, to the extent that such fees and expenses are payable, or have been paid, to such provider, and have been allocated solely to that Class as a Class expense. Such provider may also waive fees payable, or reimburse expenses paid, by all Classes in a Portfolio to the extent such fees and expenses have been allocated to such Classes in accordance with relative net assets.
4.   Distribution and Servicing Arrangements. The distribution and servicing arrangements identified below will apply for the following Classes offered by a Fund with respect to a Portfolio. The provisions of the Prospectus describing the distribution and servicing arrangements are incorporated herein by this reference.
  (a)   AIM Cash Reserve Shares. AIM Cash Reserve Shares shall be (i) offered at net asset value, and (ii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (b)   Class A Shares. Class A Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in

3


 

      the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. Class A Shares that are not subject to a front-end sales charge as a result of the foregoing shall be subject to a CDSC for the CDSC Period set forth in Section 5(b) of this Plan if so provided in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (c)   Class A2 Shares. Class A2 Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A2 Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (d)   Class A5 Shares. Class A5 Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. Class A5 Shares that are not subject to a front-end sales charge as a result of the foregoing shall be subject to a CDSC for the CDSC Period set forth in Section 5(c) of this Plan if so provided in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A5 Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (e)   Class B Shares. Class B Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(d), (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus, and subject to the exception below, (iv) converted to Class A Shares on or about the end of the month which is no less than 96 months and no more than 97 months after the date in which the shareholder’s order to purchase was accepted, as set forth in the Prospectus.
 
      Class B Shares of AIM Money Market Fund will convert to AIM Cash Reserve Shares of AIM Money Market Fund.

4


 

  (f)   Class B5 Shares. Class B5 Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(e), (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus, (iv) converted to Class A5 Shares on or about the end of the month which is no less than 96 months and no more than 97 months after the date in which the shareholder’s order to purchase was accepted, as set forth in the Prospectus.
 
  (g)   Class C Shares. Class C Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(f) if so provided in the Prospectus, and (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (h)   Class C5 Shares. Class C5 Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(g) if so provided in the Prospectus, and (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (i)   Class P Shares. Class P Shares shall be (i) offered at net asset value, and (ii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (j)   Class R Shares. Class R Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(h), and (iii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (k)   Class R5 Shares. Class R5 Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(i), and (iii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (l)   Class S Shares. Class S Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (m)   Class Y Shares. Class Y Shares shall be (i) offered at net asset value and (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus.
 
  (n)   Institutional Class Shares. Institutional Class Shares shall be (i) offered at net asset value and (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus.
 
  (o)   Institutional Money Market Fund Shares. Institutional Money Market Fund Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing

5


 

      Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.
 
  (p)   Investor Class Shares. Investor Class Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.
5.   CDSC. A CDSC shall be imposed upon redemptions of Class A Shares and Class A5 Shares that do not incur a front-end sales charge, and of certain AIM Cash Reserve Shares, Class B Shares, Class B5 Shares, Class C Shares, Class C5 Shares, Class R Shares and Class R5 Shares as follows:
  (a)   AIM Cash Reserve Shares. AIM Cash Reserve Shares acquired through exchange of Class A Shares of another Portfolio may be subject to a CDSC for the CDSC Period set forth in Section 5(b) of this Plan if so provided in the Prospectus.
 
  (b)   Class A Shares. The CDSC Period for Class A Shares that are subject to a CDSC shall be the period set forth in the Fund’s Prospectus. The CDSC rate shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference. No CDSC shall be imposed on Class A Shares unless so provided in a Prospectus.
 
  (c)   Class A5 Shares. The CDSC Period for Class A5 Shares that are subject to a CDSC shall be the period set forth in the Fund’s Prospectus. The CDSC rate shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference. No CDSC shall be imposed on Class A5 Shares unless so provided in a Prospectus.
 
  (d)   Class B Shares. The CDSC Period for the Class B Shares shall be the period set forth in the Fund’s Prospectus. The CDSC rate for the Class B Shares shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference.
 
  (e)   Class B5 Shares. The CDSC Period for the Class B5 Shares shall be the period set forth in the Fund’s Prospectus. The CDSC rate for the Class B Shares shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference.
 
  (f)   Class C Shares. The CDSC Period for the Class C Shares that are subject to a CDSC shall be one year. The CDSC rate for the Class C Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
 
  (g)   Class C5 Shares. The CDSC Period for the Class C5 Shares that are subject to a CDSC shall be one year. The CDSC rate for the Class C5 Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.

6


 

  (h)   Class R Shares. The CDSC Period for the Class R Shares that are subject to a CDSC shall be the period set forth in the Prospectus. The CDSC rate for the Class R Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
 
  (i)   Class R5 Shares. The CDSC Period for the Class R5 Shares that are subject to a CDSC shall be the period set forth in the Prospectus. The CDSC rate for the Class R5 Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
 
  (j)   Method of Calculation. The CDSC shall be assessed on an amount equal to the lesser of the then current market value or the cost of the Shares being redeemed. No CDSC shall be imposed on increases in the net asset value of the Shares being redeemed above the initial purchase price. No CDSC shall be assessed on Shares derived from reinvestment of dividends or capital gains distributions. The order in which Shares are to be redeemed when not all of such Shares would be subject to a CDSC shall be determined by the Distributor in accordance with the provisions of Rule 6c-10 under the Act.
 
  (k)   Waiver. The Distributor may in its discretion waive a CDSC otherwise due upon the redemption of Shares on terms disclosed in the Prospectus and, for the Class A Shares, Class A5 Shares and AIM Cash Reserve Shares, as allowed under Rule 6c-10 under the Act.
 
  (l)   CDSC Computation. The CDSC payable upon redemption of AIM Cash Reserve Shares, Class A Shares, Class A5 Shares, Class B Shares, Class B5 Shares, Class C Shares, Class C5 Shares, Class R Shares and Class R5 Shares subject to a CDSC shall be computed in the manner described in the Prospectus.
6.   Exchange Privileges. Exchanges of Shares, except for Institutional Money Market Fund Shares, shall be permitted between Funds as follows:
  (a)   Shares of a Portfolio generally may be exchanged for Shares of the same Class of another Portfolio or where so provided for in the Prospectus, another registered investment company distributed by Invesco Aim Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
 
  (b)   Shares of a Portfolio generally may not be exchanged for Shares of a different Class of that Portfolio or another Portfolio or another registered investment company distributed by Invesco Aim Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
 
  (c)   Depending upon the Portfolio from which and into which an exchange is being made and when the shares were purchased, shares being acquired in an exchange may be acquired at their offering price, at their net asset value or by paying the difference in sales charges, as disclosed in the Prospectus.
7.   Service Fees and Distribution Fees. The Service Fee and Distribution Fee applicable to any Class shall be those set forth in the Prospectus, relevant portions of which are incorporated herein by this reference. All other terms and conditions with respect to

7


 

    Service Fees and Distribution Fees shall be governed by the Plan of Distribution and/or agreements relating thereto adopted by the Fund with respect to such fees and Rule 12b-1 of the Act.
 
8.   Conversion of Class B Shares.
  (a)   Shares Received upon Reinvestment of Dividends and Distributions — Shares purchased through the reinvestment of dividends and distributions paid on Shares subject to conversion shall be treated as if held in a separate sub-account. Each time any Shares in a Shareholder’s account (other than Shares held in the sub-account) convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), a proportionate number of Shares held in the sub-account shall also convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund).
 
  (b)   Conversions on Basis of Relative Net Asset Value — All conversions, shall be effected on the basis of the relative net asset values of the two Classes without the imposition of any sales load or other charge.
 
  (c)   Amendments to Plan of Distribution for Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund) — If any amendment is proposed to the Plan of Distribution under which Service Fees and Distribution Fees are paid with respect to Class A Shares of a Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) that would increase materially the amount to be borne by those Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), then no Class B Shares shall convert into Class A Shares of that Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) until the holders of Class B Shares of that Fund have also approved the proposed amendment. If the holders of such Class B Shares do not approve the proposed amendment, the Trustees of the Fund and the Distributor shall take such action as is necessary to ensure that the Class voting against the amendment shall convert into another Class identical in all material respects to Class A Shares of the Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) as constituted prior to the amendment.
9.   Conversion of Class B5 Shares.
  (a)   Shares Received upon Reinvestment of Dividends and Distributions — Shares purchased through the reinvestment of dividends and distributions paid on Shares subject to conversion shall be treated as if held in a separate sub-account. Each time any Shares in a Shareholder’s account (other than Shares held in the sub-account) convert to Class A5 Shares, a proportionate number of Shares held in the sub-account shall also convert to Class A5 Shares.
 
  (b)   Conversions on Basis of Relative Net Asset Value — All conversions shall be effected on the basis of the relative net asset values of the two Classes without the imposition of any sales load or other charge.
 
  (c)   Amendments to Plan of Distribution for Class A5 Shares— If any amendment is proposed to the Plan of Distribution under which Service Fees and Distribution Fees are paid with respect to Class A5 Shares of a Fund that would increase

8


 

      materially the amount to be borne by those Class A5 Shares, then no Class B5 Shares shall convert into Class A5 Shares of that Fund until the holders of Class B5 Shares of that Fund have also approved the proposed amendment. If the holders of such Class B5 Shares do not approve the proposed amendment, the Trustees of the Fund and the Distributor shall take such action as is necessary to ensure that the Class voting against the amendment shall convert into another Class identical in all material respects to Class A5 Shares of the Fund as constituted prior to the amendment.
10.   Effective Date. This Plan shall not take effect until a majority of the Trustees of a Fund, including a majority of the Trustees who are not interested persons of the Fund, shall find that the Plan, as proposed and including the expense allocations, is in the best interests of each Class individually and the Fund as a whole.
 
11.   Amendments. This Plan may not be amended to materially change the provisions of this Plan unless such amendment is approved in the manner specified in Section 9 above.
 
12.   Administration of Plan. This Plan shall be administered in compliance with all applicable provisions of the Act and all applicable rules promulgated under the Act, including but not limited to Rule 18f-3, Rule 6c-10 (with respect to the imposition of CDSCs upon the redemption of Shares) and Rule 11a-3 (with respect to exchange privileges among Shares).
Effective December 12, 2001, as amended and restated: March 4, 2002, October 31, 2002, July 21, 2003, August 18, 2003, May 12, 2004, February 25, 2005, June 30, 2005, August 4, 2005, December 6, 2005, July 5, 2006, December 8, 2006, December 7, 2007, December 13, 2007, October 3, 2008, September 16, 2009, February 1, 2010 and as further amended and restated February 12, 2010.

9

EIGHTEENTH AMENDED AND RESTATED
MULTIPLE CLASS PLAN
OF
THE AIM FAMILY OF FUNDS
®
1.   This Multiple Class Plan (the “Plan”) adopted in accordance with Rule 18f-3 under the Act shall govern the terms and conditions under which the Funds may issue separate Classes of Shares representing interests in one or more Portfolios of each Fund.
 
2.   Definitions. As used herein, the terms set forth below shall have the meanings ascribed to them below.
  (a)   Act — Investment Company Act of 1940, as amended.
 
  (b)   AIM Cash Reserve Shares — shall mean the AIM Cash Reserve Shares Class of AIM Money Market Fund, a Portfolio of AIM Investment Securities Funds.
 
  (c)   CDSC — contingent deferred sales charge.
 
  (d)   CDSC Period — the period of years following acquisition of Shares during which such Shares may be assessed a CDSC upon redemption.
 
  (e)   Class — a class of Shares of a Fund representing an interest in a Portfolio.
 
  (f)   Class A Shares — shall mean those Shares designated as Class A Shares in the Fund’s organizing documents.
 
  (g)   Class A2 Shares — shall mean those Shares designated as Class A2 Shares in the Fund’s organizing documents.
 
  (h)   Class A5 Shares — shall mean those Shares designated as Class A5 Shares in the Fund’s organizing documents.
 
  (i)   Class B Shares — shall mean those Shares designated as Class B Shares in the Fund’s organizing documents.
 
  (j)   Class B5 Shares — shall mean those Shares designated as Class B5 Shares in the Fund’s organizing documents.
 
  (k)   Class C Shares — shall mean those Shares designated as Class C Shares in the Fund’s organizing documents.
 
  (l)   Class C5 Shares — shall mean those Shares designated as Class C5 Shares in the Fund’s organizing documents.
 
  (m)   Class P Shares — shall mean those Shares designated as Class P Shares in the Fund’s organizing documents.
 
  (n)   Class R Shares — shall mean those Shares designated as Class R Shares in the Fund’s organizing documents.

 


 

  (o)   Class R5 Shares — shall mean those Shares designated as Class R5 Shares in the Fund’s organizing documents.
 
  (p)   Class S Shares — shall mean those Shares designated as Class S Shares in the Fund’s organizing documents.
 
  (q)   Class Y Shares — shall mean those Shares designated as Class Y Shares in the Fund’s organizing documents.
 
  (r)   Distribution Expenses — expenses incurred in activities which are primarily intended to result in the distribution and sale of Shares as authorized in a Plan of Distribution and/or agreements relating thereto.
 
  (s)   Distribution Fee — a fee paid to the Distributor and/or financial intermediaries for Distribution Expenses.
 
  (t)   Distributor — Invesco Aim Distributors, Inc.
 
  (u)   Fund — those investment companies advised by Invesco Advisers, Inc. which have adopted this Plan.
 
  (v)   Institutional Class Shares — shall mean those Shares designated as Institutional Class Shares in the Fund’s organizing documents and representing an interest in a Portfolio distributed by Invesco Aim Distributors, Inc. that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
 
  (w)   Institutional Money Market Fund Shares — shall mean those Shares designated as Cash Management Class Shares, Corporate Class Shares, Institutional Class Shares, Personal Investment Class Shares, Private Investment Class Shares, Reserve Class Shares and Resource Class Shares in the Fund’s organizing documents and representing an interest in a Portfolio distributed by Invesco Aim Distributors, Inc. that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
 
  (x)   Investor Class Shares — shall mean those Shares designated as Investor Class Shares in the Fund’s organizing documents.
 
  (y)   Plan of Distribution — any plan adopted under Rule 12b-1 under the Act with respect to payment of a Distribution Fee and/or Service Fee.
 
  (z)   Portfolio — a series of the Shares of a Fund constituting a separate investment portfolio of the Fund.
 
  (aa)   Prospectus — the then currently effective prospectus and statement of additional information of a Portfolio.
 
  (bb)   Service Fee — a fee paid to the Distributor and/or financial intermediaries for the ongoing provision of personal services to Fund shareholders and/or the maintenance of shareholder accounts.

2


 

  (cc)   Share — a share of beneficial interest in a Fund.
 
  (dd)   Trustees — the directors or trustees of a Fund.
3.   Allocation of Income and Expenses.
  (a)   Distribution Fees and Service Fees — Each Class shall bear directly any and all Distribution Fees and/or Service Fees payable by such Class pursuant to a Plan of Distribution adopted by the Fund with respect to such Class.
 
  (b)   Transfer Agency and Shareholder Recordkeeping Fees — Institutional Class Shares — The Institutional Class Shares shall bear directly the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Class.
 
  (c)   Transfer Agency and Shareholder Recordkeeping Fees — All Shares except Institutional Class Shares — Each Class of Shares, except Institutional Class Shares, shall bear proportionately the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Classes, based on the relative net assets attributable to each such Class.
 
  (d)   Allocation of Other Expenses — Each Class shall bear proportionately all other expenses incurred by a Portfolio based on the relative net assets attributable to each such Class.
 
  (e)   Allocation of Income, Gains and Losses — Except to the extent provided in the following sentence, each Portfolio will allocate income and realized and unrealized capital gains and losses to a Class based on the relative net assets of each Class. Notwithstanding the foregoing, each Portfolio that declares dividends on a daily basis will allocate income on the basis of settled Shares.
 
  (f)   Waiver of Fees and Reimbursement of Expenses — A Portfolio’s adviser, underwriter or any other provider of services to the Portfolio may waive fees payable by, or reimburse expenses of, a Class, to the extent that such fees and expenses are payable, or have been paid, to such provider, and have been allocated solely to that Class as a Class expense. Such provider may also waive fees payable, or reimburse expenses paid, by all Classes in a Portfolio to the extent such fees and expenses have been allocated to such Classes in accordance with relative net assets.
4.   Distribution and Servicing Arrangements. The distribution and servicing arrangements identified below will apply for the following Classes offered by a Fund with respect to a Portfolio. The provisions of the Prospectus describing the distribution and servicing arrangements are incorporated herein by this reference.
  (a)   AIM Cash Reserve Shares. AIM Cash Reserve Shares shall be (i) offered at net asset value, and (ii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (b)   Class A Shares. Class A Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in

3


 

      the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. Class A Shares that are not subject to a front-end sales charge as a result of the foregoing shall be subject to a CDSC for the CDSC Period set forth in Section 5(b) of this Plan if so provided in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (c)   Class A2 Shares. Class A2 Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A2 Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (d)   Class A5 Shares. Class A5 Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. Class A5 Shares that are not subject to a front-end sales charge as a result of the foregoing shall be subject to a CDSC for the CDSC Period set forth in Section 5(c) of this Plan if so provided in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A5 Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (e)   Class B Shares. Class B Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(d), (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus, and subject to the exception below, (iv) converted to Class A Shares on or about the end of the month which is no less than 96 months and no more than 97 months after the date in which the shareholder’s order to purchase was accepted, as set forth in the Prospectus.
 
      Class B Shares of AIM Money Market Fund will convert to AIM Cash Reserve Shares of AIM Money Market Fund.

4


 

  (f)   Class B5 Shares. Class B5 Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(e), (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus, (iv) converted to Class A5 Shares on or about the end of the month which is no less than 96 months and no more than 97 months after the date in which the shareholder’s order to purchase was accepted, as set forth in the Prospectus.
 
  (g)   Class C Shares. Class C Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(f) if so provided in the Prospectus, and (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (h)   Class C5 Shares. Class C5 Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(g) if so provided in the Prospectus, and (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (i)   Class P Shares. Class P Shares shall be (i) offered at net asset value, and (ii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (j)   Class R Shares. Class R Shares shall be (i) offered at net asset value, and (ii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (k)   Class R5 Shares. Class R5 Shares shall be (i) offered at net asset value, and (ii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (l)   Class S Shares. Class S Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
 
  (m)   Class Y Shares. Class Y Shares shall be (i) offered at net asset value and (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus.
 
  (n)   Institutional Class Shares. Institutional Class Shares shall be (i) offered at net asset value and (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus.
 
  (o)   Institutional Money Market Fund Shares. Institutional Money Market Fund Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.

5


 

  (p)   Investor Class Shares. Investor Class Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.
5.   CDSC. A CDSC shall be imposed upon redemptions of Class A Shares and Class A5 Shares that do not incur a front-end sales charge, and of certain AIM Cash Reserve Shares, Class B Shares, Class B5 Shares, Class C Shares and Class C5 Shares as follows:
  (a)   AIM Cash Reserve Shares. AIM Cash Reserve Shares acquired through exchange of Class A Shares of another Portfolio may be subject to a CDSC for the CDSC Period set forth in Section 5(b) of this Plan if so provided in the Prospectus.
 
  (b)   Class A Shares. The CDSC Period for Class A Shares that are subject to a CDSC shall be the period set forth in the Fund’s Prospectus. The CDSC rate shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference. No CDSC shall be imposed on Class A Shares unless so provided in a Prospectus.
 
  (c)   Class A5 Shares. The CDSC Period for Class A5 Shares that are subject to a CDSC shall be the period set forth in the Fund’s Prospectus. The CDSC rate shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference. No CDSC shall be imposed on Class A5 Shares unless so provided in a Prospectus.
 
  (d)   Class B Shares. The CDSC Period for the Class B Shares shall be the period set forth in the Fund’s Prospectus. The CDSC rate for the Class B Shares shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference.
 
  (e)   Class B5 Shares. The CDSC Period for the Class B5 Shares shall be the period set forth in the Fund’s Prospectus. The CDSC rate for the Class B Shares shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference.
 
  (f)   Class C Shares. The CDSC Period for the Class C Shares that are subject to a CDSC shall be one year. The CDSC rate for the Class C Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
 
  (g)   Class C5 Shares. The CDSC Period for the Class C5 Shares that are subject to a CDSC shall be one year. The CDSC rate for the Class C5 Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
 
  (h)   Method of Calculation. The CDSC shall be assessed on an amount equal to the lesser of the then current market value or the cost of the Shares being redeemed. No CDSC shall be imposed on increases in the net asset value of the

6


 

      Shares being redeemed above the initial purchase price. No CDSC shall be assessed on Shares derived from reinvestment of dividends or capital gains distributions. The order in which Shares are to be redeemed when not all of such Shares would be subject to a CDSC shall be determined by the Distributor in accordance with the provisions of Rule 6c-10 under the Act.
 
  (i)   Waiver. The Distributor may in its discretion waive a CDSC otherwise due upon the redemption of Shares on terms disclosed in the Prospectus and, for the Class A Shares, Class A5 Shares and AIM Cash Reserve Shares, as allowed under Rule 6c-10 under the Act.
 
  (j)   CDSC Computation. The CDSC payable upon redemption of AIM Cash Reserve Shares, Class A Shares, Class A5 Shares, Class B Shares, Class B5 Shares, Class C Shares and Class C5 Shares subject to a CDSC shall be computed in the manner described in the Prospectus.
6.   Exchange Privileges. Exchanges of Shares, except for Institutional Money Market Fund Shares, shall be permitted between Funds as follows:
  (a)   Shares of a Portfolio generally may be exchanged for Shares of the same Class of another Portfolio or where so provided for in the Prospectus, another registered investment company distributed by Invesco Aim Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
 
  (b)   Shares of a Portfolio generally may not be exchanged for Shares of a different Class of that Portfolio or another Portfolio or another registered investment company distributed by Invesco Aim Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
 
  (c)   Depending upon the Portfolio from which and into which an exchange is being made and when the shares were purchased, shares being acquired in an exchange may be acquired at their offering price, at their net asset value or by paying the difference in sales charges, as disclosed in the Prospectus.
7.   Service Fees and Distribution Fees. The Service Fee and Distribution Fee applicable to any Class shall be those set forth in the Prospectus, relevant portions of which are incorporated herein by this reference. All other terms and conditions with respect to Service Fees and Distribution Fees shall be governed by the Plan of Distribution and/or agreements relating thereto adopted by the Fund with respect to such fees and Rule 12b-1 of the Act.
 
8.   Conversion of Class B Shares.
  (a)   Shares Received upon Reinvestment of Dividends and Distributions — Shares purchased through the reinvestment of dividends and distributions paid on Shares subject to conversion shall be treated as if held in a separate sub-account. Each time any Shares in a Shareholder’s account (other than Shares held in the sub-account) convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), a proportionate number of Shares held in the sub-account shall also convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund).

7


 

  (b)   Conversions on Basis of Relative Net Asset Value — All conversions, shall be effected on the basis of the relative net asset values of the two Classes without the imposition of any sales load or other charge.
 
  (c)   Amendments to Plan of Distribution for Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund) — If any amendment is proposed to the Plan of Distribution under which Service Fees and Distribution Fees are paid with respect to Class A Shares of a Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) that would increase materially the amount to be borne by those Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), then no Class B Shares shall convert into Class A Shares of that Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) until the holders of Class B Shares of that Fund have also approved the proposed amendment. If the holders of such Class B Shares do not approve the proposed amendment, the Trustees of the Fund and the Distributor shall take such action as is necessary to ensure that the Class voting against the amendment shall convert into another Class identical in all material respects to Class A Shares of the Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) as constituted prior to the amendment.
9.   Conversion of Class B5 Shares.
  (a)   Shares Received upon Reinvestment of Dividends and Distributions — Shares purchased through the reinvestment of dividends and distributions paid on Shares subject to conversion shall be treated as if held in a separate sub-account. Each time any Shares in a Shareholder’s account (other than Shares held in the sub-account) convert to Class A5 Shares, a proportionate number of Shares held in the sub-account shall also convert to Class A5 Shares.
 
  (b)   Conversions on Basis of Relative Net Asset Value — All conversions shall be effected on the basis of the relative net asset values of the two Classes without the imposition of any sales load or other charge.
 
  (c)   Amendments to Plan of Distribution for Class A5 Shares— If any amendment is proposed to the Plan of Distribution under which Service Fees and Distribution Fees are paid with respect to Class A5 Shares of a Fund that would increase materially the amount to be borne by those Class A5 Shares, then no Class B5 Shares shall convert into Class A5 Shares of that Fund until the holders of Class B5 Shares of that Fund have also approved the proposed amendment. If the holders of such Class B5 Shares do not approve the proposed amendment, the Trustees of the Fund and the Distributor shall take such action as is necessary to ensure that the Class voting against the amendment shall convert into another Class identical in all material respects to Class A5 Shares of the Fund as constituted prior to the amendment.
10.   Effective Date. This Plan shall not take effect until a majority of the Trustees of a Fund, including a majority of the Trustees who are not interested persons of the Fund, shall

8


 

    find that the Plan, as proposed and including the expense allocations, is in the best interests of each Class individually and the Fund as a whole.
 
11.   Amendments. This Plan may not be amended to materially change the provisions of this Plan unless such amendment is approved in the manner specified in Section 9 above.
 
12.   Administration of Plan. This Plan shall be administered in compliance with all applicable provisions of the Act and all applicable rules promulgated under the Act, including but not limited to Rule 18f-3, Rule 6c-10 (with respect to the imposition of CDSCs upon the redemption of Shares) and Rule 11a-3 (with respect to exchange privileges among Shares).
Effective December 12, 2001, as amended and restated: March 4, 2002, October 31, 2002, July 21, 2003, August 18, 2003, May 12, 2004, February 25, 2005, June 30, 2005, August 4, 2005, December 6, 2005, July 5, 2006, December 8, 2006, December 7, 2007, December 13, 2007, October 3, 2008, September 16, 2009, February 1, 2010 and as further amended and restated April 1, 2010.

9

Invesco Advisers, Inc.
CODE OF ETHICS
January 1, 2010
Code of Ethics

1


 

TABLE OF CONTENTS
             
Section   Item   Page  
   
 
       
I.  
Introduction
    3  
   
 
       
II (A)  
Statement of Fiduciary Principles
    3  
   
 
       
II (B)  
Compliance With Laws, Rules and Regulations; Reporting of Violations
    3  
   
 
       
III.  
Limits on Personal Investing
    4  
   
A. Personal Investing
    4  
   
1 Pre-clearance of Personal Securities Transactions
    4  
   
• Blackout Period
    4  
   
• Investment Personnel
    4  
   
•  De Minimis Exemptions
    5  
   
 
       
   
2 Prohibition of Short-Term Trading Profits
    5  
   
3 Initial Public Offerings
    6  
   
4 Prohibition of Short Sales by Investment Personnel
    6  
   
5 Restricted List Securities
    6  
   
6 Other Criteria to Consider in Pre-Clearance
    6  
   
7 Brokerage Accounts
    6  
   
8 Reporting Requirements
    7  
   
a. Initial Holdings Reports
    7  
   
b. Quarterly Transactions Reports
    7  
   
c. Annual Holdings Reports
    8  
   
d. Discretionary Managed Accounts
    8  
   
e. Annual Certification
    8  
   
 
       
   
9 Private Securities Transactions
    9  
   
10 Limited Investment Opportunity
    9  
   
11 Excessive Short-Term Trading in Funds
    9  
   
 
       
   
B. Invesco Ltd. Securities
    9  
   
C. Limitations on Other Personal Activities
    10  
   
1 Outside Business Activities
    10  
   
2 Gifts and Entertainment Policy
    10  
   
• Entertainment
    10  
   
• Gifts
    10  
   
3 U.S. Department of Labor Reporting
    11  
   
D. Parallel Investing Permitted
    11  
   
 
       
IV.  
Reporting of Potential Compliance Issues
    11  
   
 
       
V.  
Administration of the Code
    12  
   
 
       
VI.  
Sanctions
    12  
   
 
       
VII.  
Exceptions to the Code
    12  
   
 
       
VIII.  
Definitions
    12  
   
 
       
IX.  
Invesco Ltd. Policies and Procedures
    14  
   
 
       
   
Code of Ethics Contacts
    14  
Code of Ethics

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Invesco Advisers, Inc.
CODE OF ETHICS
(Originally adopted February 29, 2008; Amended effective January 1, 2010)
I. Introduction
Invesco Advisers, Inc. has a fiduciary relationship with respect to each portfolio under management. The interests of Clients and of the shareholders of Invesco Advisers, Inc.’s investment company Clients take precedence over the personal interests of Invesco Advisers, Inc. and Covered Persons (defined below). Capitalized terms used herein and not otherwise defined are defined at the end of this document.
This Code of Ethics (“the Code”) applies to all:
    Employees of Invesco Advisors, Inc.; and
Employees of any Invesco Advisers, Inc. affiliate that, in connection with their duties, obtain or are determined by the Compliance Department to have access to, any information concerning recommendations being made by any Invesco Advisers, Inc. entity to any of its Clients.
II.(A) Statement of Fiduciary Principles
The following fiduciary principles govern Covered Persons.
    the interests of Clients and shareholders of investment company Clients must be placed first at all times and Covered Persons must not take inappropriate advantage of their positions; and
 
    all personal securities transactions must be conducted consistent with this Code and in a manner to avoid any abuse of an individual’s position of trust and responsibility. This Code is our effort to address conflicts of interest that may arise in the ordinary course of our business.
This Code does not attempt to identify all possible conflicts of interest or to ensure literal compliance with each of its specific provisions. It does not necessarily shield Covered Persons from liability for personal trading or other conduct that violates a fiduciary duty to Clients and shareholders of investment company Clients.
II.(B) Compliance with Laws, Rules and Regulations; Reporting of Violations
All Invesco Advisers, Inc. Employees are required to comply with applicable state and federal securities laws, rules and regulations and this Code. Employees shall promptly report any violations of laws or regulations or any provision of this Code of which they become aware to Invesco Advisers, Inc. ‘s Chief Compliance Officer or his/her designee. Additional methods of reporting potential violations or compliance issues are described in Section IV of this Code under “Reporting of Potential Compliance Issues.”
Code of Ethics

3


 

III. Limits on Personal Investing
  A.   Personal Investing
1. Pre-clearance of Personal Security Transactions . All Covered Persons must pre-clear all personal security transactions involving Covered Securities with the Compliance Department using the automated review system.
Covered Securities include but are not limited to all investments that can be made by an Invesco Advisers, Inc. entity for its Clients, including stocks, bonds, municipal bonds, exchange traded funds (ETFs) and any of their derivatives such as options.
Although Affiliated Mutual Funds are considered Covered Securities those that are held by Employees at the Affiliated MutualFunds’ transfer agent or in the Invesco Ltd. 401(k) or Money Purchase plans (excluding the Personal Choice Retirement Account (PCRA)), do not need to be pre-cleared through the automated review system because compliance monitoring for these plans is done through a separate process. Affiliated MutualFunds that are held in external brokerage accounts or in the PCRA MUST be pre-cleared through the automated review system. Please refer to section III.B for guidelines on Invesco Ltd. securities.
Covered Securities do not include shares of money market funds, government securities, certificates of deposit or shares of mutual funds not advised by Invesco Advisers, Inc.. (Please refer to the “Definitions” section of this Code for more information on the term, Covered Security.)
If you are unclear about whether a proposed transaction involves a Covered Security, contact the Compliance Department via email at CodeofEthics(North America)@invesco.com or by phone at 1-877-331-CODE [1-877-331-2633] prior to executing the transaction.
    Any approval granted to a Covered Person to execute a personal security transaction is valid for that business day only, except that if approval is granted after the close of trading day such approval is good through the next trading day.
     The automated review system will review personal trade requests from Covered Persons based on the following considerations:
    Blackout Period . Invesco Advisers, Inc. does not permit Covered Persons to trade in a Covered Security if a Client has executed a transaction in the same security within:
    two trading days before or after the Covered Person’s request is received, or
 
    if there is a Client order on that security currently with the trading desk.
     For example, if a Client trades on a Monday, Covered Persons may not be cleared to trade until Thursday.
    Investment Personnel . Investment Personnel may not buy or sell a Covered Security within three trading days before or after a Client trades in that security.
Code of Ethics

4


 

    De minimis Exemptions . The Compliance Department will apply the following de minimis exemptionsin granting pre-clearance when a Client has recently traded or is trading in a security involved in a Covered Person’s proposed personal transaction:
    Equity de minimis exemptions .
    If a Covered Person does not have knowledge of trading activity in a particular equity security, he or she may execute up to 500 shares of such security in a rolling 30-day period provided the issuer of such security is included in the Russell 1000 Index.
 
    If a Covered Person does not have knowledge of trading activity in a particular equity security, he or she may execute up to 500 shares of such security in a rolling 30 day period provided that there is no conflicting client activity in that security on the trading desk that exceeds 500 shares per trading day.
    Fixed income de minimis exemption . If a Covered Person does not have knowledge of trading activity in a particular fixed income security he or she may execute up to $100,000 of par value of such security in a rolling 30-day period.
The automated review system will confirm that there is no activity currently on the trading desk on the security involved in the proposed personal transaction and check the portfolio accounting system to verify that there have been no Client transactions for the requested security within the last two trading days for all Covered Persons except Investment Personnel for whom the black-out period is the last three trading days. For Investments, Portfolio Administration and IT personnel, the Compliance Department will also check the trading activity of affiliates with respect to which such personnel have access to transactional information to verify that there have been no Client transactions in the requested security within the last three trading days. The Compliance Department will notify the Covered Person of the approval or denial of the proposed personal transaction. The approval of a personal securities transaction request is only valid for that business day. If a Covered Person does not execute the proposed securities transaction on the business day the approval is granted, the Covered Person must resubmit the request on another day for approval.
Any failure to pre-clear transactions is a violation of the Code and will be subject to the following potential sanctions:
    A Letter of Education will be provided to any Covered Person whose failure to pre-clear is considered immaterial or inadvertent.
 
    Repeat violations may result in in-person training, probation, withdrawal of personal trading privileges or employment termination, depending on the nature and severity of the violations.
2. Prohibition of Short-Term Trading Profits . Covered Persons are prohibited from engaging in the purchase and sale, or short sale and cover of the same Covered Security within 60 days at a profit. If a Covered Person trades a Covered Security within the 60 day time frame, any profit
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from the trade will be disgorged to a charity of Invesco Advisors, Inc.’s choice and a letter of education may be issued to the Covered Person.
3. Initial Public Offerings . Covered Persons are prohibited from acquiring any security in an equity Initial Public Offering. Exceptions will only be granted in unusual circumstances and must be recommended by the Compliance Department and approved by the Chief Compliance Officer or General Counsel (or designee) and the Chief Investment Officer (or designee) of the Covered Person’s business unit.
4. Prohibition of Short Sales by Investment Personnel. Investment Personnel are prohibited from effecting short sales of Covered Securities in their personal accounts if an Invesco Advisers, Inc. Client for whose account they have investment management responsibility has a long position in those Securities.
5. Restricted List Securities. Employees requesting pre-clearance to buy or sell a security on the Restricted List may be restricted from executing the trade because of potential conflicts of interest.
6. Other Criteria Considered in Pre-clearance. In spite of adhering to the requirements specificed throughout this section, Compliance, in keeping with the general principles and objectives of the Code, may refuse to grant pre-clearance of a Personal Securities Transaction in its sole discretion without being required to specify any reason for the refusal.
7. Brokerage Accounts . Covered Persons may only maintain brokerage accounts with
    discount broker-dealers that provide electronic feeds of confirmations and monthly statements directly to the Compliance Department,
 
    Invesco Advisers, Inc. -affiliated Broker-dealers, or
 
    full service broker-dealers. Covered Persons may own shares of Affiliated Mutual Fundsthat are held at a non-Invesco Advisers, Inc. affiliated broker-dealer only if the broker-dealer provides an electronic feed of all transactions and statements to Invesco Advisers, Inc.’s Compliance Department. All Covered Persons must arrange for their broker-dealers to forward to the Compliance Department on a timely basis duplicate confirmations of all personal securities transactions and copies of periodic statements for all brokerage accounts, in an electronic format if they include holdings in Affiliated MutualFunds and preferably in an electronic format for holdings other than Affiliated Mutual Funds.
 
      As a result, existing Covered Persons must move any existing brokerage accounts that do not comply with the above provision as of the date of this Code to appropriate broker-dealers within six months of the effective date of this Code and every person who becomes a Covered Person under this Code subsequent to the effective date must move all of their brokerage accounts that do not comply with the above provision of the Code within thirty (30) days from the date the Covered Person becomes subject to this Code.
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      Please refer to the following link in the Invesco Ltd.’s intranet site for a list of broker-dealers that currently provide electronic transaction and statement feeds to Invesco Advisers, Inc. :
 
      http://sharepoint/sites/Compliance-COE-
NA/Training/Documents/Approved%20Discount%20 Broker%20List.pdf
8. Reporting Requirements .
a. Initial Holdings Reports . Within 10 days of becoming a Covered Person, each Covered Person must complete an Initial Holdings Report by inputting into the electronic review system, StarCompliance, the following information (the information must be current within 45 days of the date the person becomes a Covered Person):
    A list of all security holdings, including the name, number of shares (for equities) and the principal amount (for debt securities) in which the person has direct or indirect Beneficial Ownership;
 
    The name of any broker-dealer or bank with which the person maintains an account in which any securities are held for the direct or indirect benefit of the person; and
 
    The date that the report is submitted by the Covered Person.
b. Quarterly Transactions Reports . All Covered Persons must report, no later than 30 days after the end of each calendar quarter, the following information for all transactions in a Covered Security in which a Covered Person has a direct or indirect Beneficial Interest: This includes any Covered Securities held in a 401(k) or other retirement vehicle, including plans sponsored by Invesco Advisers, Inc. or its affiliates:
    The date of all transactions in that quarter, the security name, the number of shares (for equity securities); or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security;
 
    The nature of the transaction (buy, sell, etc.);
 
    The price of the Covered Security at which the transaction was executed;
 
    The name of the broker-dealer or bank executing the transaction; and
 
    The date that the report is submitted to the Compliance Department.
All Covered Persons must submit a Quarterly Transaction Report regardless of whether they executed transactions during the quarter or not. If a Covered Person did not execute transactions subject to reporting requirements during a quarter, the Report must include a representation to that effect. Covered Persons need not include transactions made through an Automatic Investment Plan, Dividend Reinvestment Plan or similar plans in the quarterly transaction report.
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Additionally, Covered Persons must report information on any new brokerage account established by the Covered Person during the quarter for the direct or indirect benefit of the Covered Person (including Covered Securities held in a 401(k) or other retirement vehicle, including plans sponsored by Invesco Advisers, Inc. or its affiliates). The report shall include:
    The date the account was established;
 
    The name of the broker-dealer or bank; and
 
    The date that the report is submitted to the Compliance Department.
The Compliance Department may identify transactions by Covered Persons that technically comply with the Code for review based on any pattern of activity that has an appearance of a conflict of interest.
c. Annual Holdings Reports . All Covered Persons must report annually the following information, which must be current within 45 days of the date the report is submitted to the Compliance Department:
    The security and the number of shares (for equities) or the interest rate and maturity date (if applicable) and principal amount (for debt securities) for each Covered Security in which the Covered Person has any direct or indirect Beneficial Ownership;
 
    The name of the broker-dealer or bank with or through which the security is held; and
 
    The date that the report is submitted by the Covered Person to the Compliance Department.
d. Discretionary Managed Accounts. In order to establish a Discretionary Managed Account, you must grant the manager complete investment discretion over your account. Pre-clearance is not required for trades in this account; however, you may not participate, directly or indirectly, in individual investment decisions or be aware of such decisions before transactions are executed. This restriction does not preclude you from establishing investment guidelines for the manager, such as indicating industries in which you desire to invest, the types of securities you want to purchase or your overall investment objectives. However, those guidelines may not be changed so frequently as to give the appearance that you are actually directing account investments.. Covered Persons must receive approval from the Compliance Department to establish and maintain such an account and must provide written evidence that complete investment discretion over the account has been turned over to a professional money manager or other third party. Covered Persons are not required to pre-clear or list transactions for such managed accounts in the automated review system; however, Covered Persons with these types of accounts must provide an annual certification that they do not exercise direct or indirect Control over the managed accounts.
e. Certification of Compliance. All Covered Persons must certify annually that they have read and understand the Code and recognize that they are subject to the Code. In addition,
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all Covered Persons must certify annually that they have complied with the requirements of the Code and that they have disclosed or reported all personal securities transactions required to be disclosed or reported under the Code. The Invesco Advisers, Inc. Internal Compliance Controls Committee (ICCC) will review and approve the Code annually. If material changes are made to the during the year, these changes will also be reviewed by the Invesco Advisers, Inc. ICCC and all Covered Persons must certify within 30 days of the effective date of the amended code that they have read and understand the Code and recognize that they are subject to the Code.
9. Private Securities Transactions . Covered Persons may not engage in a Private Securities Transaction without first giving the Compliance Department a detailed written notification describing the transaction and indicating whether or not they will receive compensation and obtaining prior written permission from the Compliance Department. Investment Personnel who have been approved to acquire securities of an issuer in a Private Securities Transaction must disclose that investment to the Compliance Department and the Chief Investment Officer of the Investment Personnel’s Invesco Ltd. business unit when they are involved in a Client’s subsequent consideration of an investment in the same issuer. The business unit’s decision to purchase such securities on behalf of Client account must be independently reviewed by Investment Personnel with no personal interest in that issuer.
10. Limited Investment Opportunity (e.g. private placements, hedge funds, etc.) . Covered Persons may not engage in a Limited Investment Opportunity without first giving the Compliance Department a detailed written notification describing the transaction and obtaining prior written permission from the Compliance Department.
11. Excessive Short Term Trading in Funds . Employees are prohibited from excessive short term trading of any mutual fund advised or sub-advised by Invesco Advisors, Inc. and are subject to various limitations on the number of transactions as indicated in the respective prospectus and other fund disclosure documents.
  B.   Invesco Ltd. Securities
  1.   No Employee may effect short sales of Invesco Ltd. securities.
 
  2.   No Employee may not engage in transactions in publicly traded options, such as puts, calls and other derivative securties relating to the Invesco Ltd’s securities, on an exchange or any other organized market.
 
  3.   For all Covered Persons, transactions, including transfers by gift, in Invesco Ltd. securities are subject to pre- clearance regardless of the size of the transaction, and are subject to “black-out” periods established by Invesco Ltd. and holding periods prescribed under the terms of the agreement or program under which the securities were received.
 
  4.   Holdings of Invesco Ltd. securities in Covered Persons accounts are subject to the reporting requirements specified in Section III.A.7 of this Code.
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  C.   Limitations on Other Personal Activities
1. Outside Business Activities . You may not engage in any Outside Business Activity, regardless of whether or not you receive compensation, without prior approval from Compliance. Absent prior written approval of the Compliance Department, Employees may not serve as directors, officers or employees of unaffiliated public or private companies, whether for profit or non-profit. If the outside business activity is approved, the Employee must recuse himself or herself from making Client investment decisions concerning the particular company or issuer as appropriate, provided that this recusal requirement shall not apply with respect to certain Invesco Advisers, Inc. Employees, who may serve on corporate boards as a result of, or in connection with, Client investments made in those companies. Employees must always comply with all applicable Invesco Ltd. policies and procedures, including those prohibiting the use of material non-public information in Client or employee personal trades.
2. Gift and Entertainment Policy . Employees may not give or accept Gifts or Entertainment that may be considered excessive either in dollar value or frequency to avoid the appearance of any potential conflict of interest. The Invesco Ltd. Gifts and Entertainment Policy includes specific conditions under which employees may accept or give gifts or entertainment. Where there are conflicts between a minimal standard established by an Invesco Ltd. policy and the standards established by an Inveso Advisers, Inc. policy, including this Code, the latter shall supersede. .
Under no circumstances may an Employee give or accept cash or any possible cash equivalent from a broker or vendor.
An Employee may not provide or receive any Gift or Entertainment that is conditioned upon Invesco Advisers, Inc. , its parents or affiliates doing business with the other entity or person involved.
    Entertainment . Employees must report Entertainment with the Compliance Department within thirty (30) calendar days after the receipt or giving by submitting a Gift Report within the automated review system. The requirement to report Entertainment includes dinners or any other event with an Invesco Advisers, Inc. Business Partner in attendance.
 
      Examples of Entertainment that may be excessive in value include Super Bowl tickets, tickets to All-Star games, hunting trips, or ski trips. An occasional ticket to a sporting event, golf outing or concert when accompanied by the Business Partner may not be excessive.
 
      Additionally, Employees may not reimburse Business Partners for the cost of tickets that would be considered excessive or for travel related expenses without approval of the Compliance Department.
    Gifts . All Gifts given or received must be reported to the Compliance Department within thirty (30) calendar days after the receipt or giving by submitting a Gift Report within the automated review system. Employees are prohibited from accepting or giving the following:
    single Gifts valued in excess of $100 in any calendar year; or
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    Gifts from one person or firm valued in excess of $100 during a calendar year period .
3. US Department of Labor Reporting: Under current US Department of Labor (DOL) Regulations, Invesco Advisers, Inc. is required to disclose to the DOL certain specified financial dealings with a union or officer, agent, shop steward, employee, or other representative of a union (collectively referred to as “union officials”). Under the Regulations, practically any gift or entertainment furnished by Invesco Advisers, Inc. Employees to a union or union official is considered a payment reportable to the DOL.
Although the Regulations provide for a de minimis exemption from the reporting requirements for payments made to a union or union official which do not exceed $250 a year, that threshold applies to all of Invesco Advisers, Inc. ‘s Employees in the aggregate with respect to each union or union official. Therefore, it is Invesco Advisers, Inc. ‘s policy to require that ALL gifts or entertainment furnished by Employee be reported to Invesco Advisers, Inc. using the Invesco Advisers, Inc. Finance Department’s expense tracking application, Oracle E-Business Suite or any other application deployed for that purpose which has the capability to capture all the required details of the payment. Such details include the name of the recipient, union affiliation, address, amount of payment, date of payment, purpose and circumstance of payment, including the terms of any oral agreement or understanding pursuant to which the payment was made.
Invesco Advisers, Inc. is obligated to reports on an annual basis all payments, subject to the de minimis exemption, to the DOL on Form LM-10 Employer Report.
If you have any question whether a payment to a union or union official is reportable, please contact the Compliance Department. A failure to report a payment required to be disclosed will be considered a material violation of this Code. The DOL also requires all unions and union officials to report payments they receive from entities such as Invesco Advisers, Inc. and their Employees
  D.   Parallel Investing Permitted
Subject to the provisions of this Code, Employees may invest in or own the same securities as those acquired or sold by Invesco Advisers, Inc. for its Clients.
  IV.   Reporting of Potential Compliance Issues
Invesco Advisers, Inc. has created several channels for Employees to raise compliance issues and concerns on a confidential basis. An Employee should first discuss a compliance issue with their supervisor, department head or with Invesco Advisers, Inc. ‘s General Counsel or Chief Compliance Officer. Human Resources matters should be directed to the Human Resources Department, an additional anonymous vehicle for reporting such concerns.
In the event that an Employee does not feel comfortable discussing compliance issues through normal channels, the Employee may anonymously report suspected violations of law or Invesco policy, including this Code, by calling the toll-free Invesco Compliance Reporting Line, 1-866-297-3627 which is available to employees of multiple operating units of Invesco Ltd. When you dial this number and you are asked for your name, use “Invesco.” To ensure your confidentiality, this phone line is provided by an independent company. It is available 24 hours a day, 7 days a week. All calls to the Compliance Reporting Line will be reviewed and handled in a prompt, fair and discreet manner. Employees are
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encouraged to report these questionable practices so that Invesco has an opportunity to address and resolve these issues before they become more significant regulatory or legal issues.
  V.   Administration of the Code of Ethics
Invesco Advisers, Inc. has used reasonable diligence to institute procedures reasonably necessary to prevent violations of this Code.
No less frequently than annually, Invesco Advisers, Inc. will furnish to the Invesco Advisers, Inc. Internal Compliance Controls Committee (ICCC), or such committee as it may designate, a written report that:
    describes significant issues arising under the Code since the last report to the ICCC, including information about material violations of the Code and sanctions imposed in response to material violations; and
 
    certifies that the Invesco Advisers, Inc. has adopted procedures reasonably designed to prevent Covered Persons from violating the Code.
  VI.   Sanctions
Upon discovering a material violation of the Code, the Compliance Department will notify Invesco Advisers, Inc.’s Chief Compliance Officer (CCO). The CCO will notify the ICCC of any material violations at the next regularly scheduled meeting.
The Compliance Department will issue a letter of education to the Covered Persons involved in violations of the Code that are determined to be inadvertent or immaterial.
Invesco Advisers, Inc. may impose additional sanctions in the event of repeated violations or violations that are determined to be material or not inadvertent, including disgorgement of profits (or the differential between the purchase or sale price of the Personal Security Transaction and the subsequent purchase or sale price by a relevant Client during the enumerated period), a letter of censure or suspension, or termination of employment.
  VII.   Exceptions to the Code
Invesco Advisers, Inc.’s Chief Compliance Officer (or designee) may grant an exception to any provision in this Code and will report all such exceptions at the next ICCC meeting.
  VIII.   Definitions
    “Affiliated Mutual Funds” g enerally includes all mutual funds advised or sub-advised by Invesco Advisers, Inc..
 
    “Automatic Investment Plan” means a program in which regular purchases or sales are made automatically in or from investment accounts in accordance with a predetermined schedule and allocation, including dividend reinvestment plans.
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    “Beneficial Ownership” has the same meaning as Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended (“the ‘34 Act”). To have a beneficial interest, Covered Persons must have a “direct or indirect pecuniary interest,” which is the opportunity to profit directly or indirectly from a transaction in securities. Thus a Covered Person may have Beneficial Ownership in securities held by members of their immediate family sharing the same household (i.e. a spouse and children) or by certain partnerships, trusts, corporations, or other arrangements.
 
    “Client” means any account for which Invesco Advisers, Inc. is either the adviser or sub-adviser.
 
    “Control” has the same meaning as under Section 2(a)(9) of the Investment Company Act, as amended (the “Investment Company Act”). “Covered Person” means and includes:
    any director, officer, full or part time Employee of Invesco Advisers, Inc. or any full or part time Employee of any Invesco Advisers, Inc. affiliates that, in connection with his or her duties, obtains or has access to any information concerning investment recommendations being made by any Invesco Advisers, Inc. entity to any of its Clients.
 
    All Employees of Invesco Ltd. located in the United States who are not covered by the Code of Ethics of a registered investment advisory affiliate of Invesco Ltd.
 
    Any other persons falling within such definitions under Rule 17j-1 of the Company Act or Rule 204A-1 under the Advisors Act and such other persons that may be so deemed by Compliance.
    “Covered Security” has the same meaning as Section 2(a)(36) of the Investment Company Act except that it shall not include shares of any registered open-end investment company (mutual funds), except Affiliated MutualFunds, not advised or sub-advised by Invesco Advisers, Inc. . All Affiiliated Mutual Funds shall be considered Covered Securities regardless of whether they are advised or sub-advised by Invesco Advisers, Inc. . An exchange traded funds (ETF) is considered a Covered Security. A Covered Security does not include the following:
    Direct obligations of the Government of the United States or its agencies;
 
    Bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements;
 
    Any open-end mutual fund except Affiliated MutualFunds, not advised or sub-advised by Invesco Advisers, Inc. ; and
 
    Invesco Ltd. stock because it is subject to the provisions of Invesco Ltd.’s Code of Conduct. Notwithstanding this exception, transactions in Invesco Ltd. securities are subject to all the pre-clearance and reporting requirements outlined in other provisions of this Code and any other corporate guidelines issued by Invesco Ltd.
    “Employee” means any full or part time Employee of Invesco Advisers, Inc. , including any consultant or contractor who Invesco Advisers, Inc.’s Compliance Department determines to have access to information regarding Invesco Advisers, Inc.’s trading activity.
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    “Investment Personnel” means any Employee who, in connection with his/her regular functions or duties, makes or participates in making recommendations regarding the purchase or sale of securities by the Client.
 
    “IT Personnel” means any Employee that is designated to work in the Information Technology Department.
    “Gifts”, “Entertainment” and “Business Partner” have the same meaning as provided in the Invesco Ltd. Gifts and Entertainment Policy.
 
    “Initial Public Offering” means an offering of securities registered under the Securities Act of 1933, as amended, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Section 13 or 15(d) of the ‘34 Act.
 
    “Invesco Advisers, Inc. -affiliated Broker-dealer” means Invesco Advisers, Inc. or its successors.
 
    “Private Securities Transaction” means any securities transaction relating to new offerings of securities which are not registered with the Securities and Exchange Commission, provided however that transactions subject to the notification requirements of Rule 3050 of the Financial Industry Regulatory Authority’s (FINRA) Conduct Rules, transactions among immediate family members (as defined in the interpretation of the Board of Governors on free-riding and withholding) for which no associated person receives any selling compensation, and personal transactions in investment company and variable annuity securities shall be excluded.
 
    “Restricted List Securities” means the list of securities that are provided to Compliance Department by Invesco Ltd. or investment departments, which include those securities that are restricted from purchase or sale by Client or Employee accounts for various reasons (e.g., large concentrated ownership positions that may trigger reporting or other securities regulatory issues, or possession of material, non-public information, or existence of corporate transaction in the issuer involving an Invesco Ltd. unit).
  IX.   Invesco Ltd. Policies and Procedures
All Employees are subject to the policies and procedures established by Invesco Ltd., including the Code of Conduct, Insider Trading Policy, Policy Concerning Political Contributions and Charitable Donations, and Gift and Entertainment Policy and must abide by all their requirements, provided that where there is a conflict between a minimal standard established by an Invesco Ltd. policy and the standards established by an Inveso Advisers, Inc. policy, including this Code, the latter shall supersede.
      CODE OF ETHICS CONTACTS
    Telephone Hotline: 1-877-331-CODE [2633]
 
    E-Mail: CodeofEthics(North America)@invesco.com
Last Revised: January 1, 2010
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INVESCO PERPETUAL
POLICY ON CORPORATE GOVERNANCE
(Updated February 2008)
1.   Introduction
 
    Invesco Perpetual (IP), the trading name of Invesco Asset Management Limited, has adopted a clear and considered policy towards its responsibility as a shareholder. As part of this policy, IP will take steps to satisfy itself about the extent to which the companies in which it invests comply with local recommendations and practices, such as the UK Combined Code issued by the Committee on Corporate Governance and/or the U.S. Department of Labor Interpretive Bulletins.
 
2.   Responsible Voting
 
    IP has a responsibility to optimise returns to its clients. As a core part of the investment process, Fund Managers will endeavour to establish a dialogue with management to promote company decision making that is in the best interests of shareholders, and is in accordance with good Corporate Governance principles.
 
    IP considers that shareholder activism is fundamental to good Corporate Governance. Whilst this does not entail intervening in daily management decisions, it does involve supporting general standards for corporate activity and, where necessary, taking the initiative to ensure those standards are met.
 
    One important means of putting shareholder responsibility into practice is via the exercising of voting rights. In deciding whether to vote shares, IP will take into account such factors as the likely impact of voting on management activity, and where expressed, the preference of clients. As a result of these two factors, IP will tend to vote on all UK and European shares, but to vote on a more selective basis on other shares. (See Appendix I — Voting on non-UK/European shares)
 
    IP considers that the voting rights attached to its clients’ investments should be actively managed with the same duty of care as that applied to all other aspects of asset administration. As such, voting rights will be exercised on an informed and independent basis, and will not simply be passed back to the company concerned for discretionary voting by the Chairman. In doing this, IP will have in mind three objectives:
 
  i) To protect the rights of its clients
 
  ii) To minimise the risk of financial or business impropriety within the companies in which its clients are invested, and
 
  iii) To protect the long-term value of its clients’ investments.
 
    It is important to note that, when exercising voting rights, a third option of abstention can also be used as a means of expressing dissatisfaction, or lack of support, to a Board on a particular issue. Additionally, in the event of a conflict of interest arising between IP and its clients over a specific issue, IP will either abstain or seek instruction from each client.
 
    IP will exercise actively the voting rights represented by the shares it manages on behalf of its investors.
 
    Note: Share Blocking
 
    Generally, IP will not vote where this results in shares being blocked from trading for a period of more than a few hours. IP considers that it is not in the interest of clients that their shares are blocked at a potentially sensitive time, such as that around a shareholder meeting.

 


 

3.   Voting Procedures
 
    IP will endeavour to keep under regular review with trustees, depositaries and custodians the practical arrangements for circulating company resolutions and notices of meetings and for exercising votes in accordance with standing or special instructions.
 
    IP will endeavour to review regularly any standing or special instructions on voting and where possible, discuss with company representatives any significant issues.
 
    IP will take into account the implications of stock lending arrangements where this is relevant (that is, when stock is lent to the extent permitted by local regulations, the voting rights attaching to that stock pass to the borrower). If a stock is on loan and therefore cannot be voted, it will not necessarily be recalled in instances where we would vote with management. Individual IP Fund Managers enter securities lending arrangements at their own discretion and where they believe it is for the potential benefit of their investors.
 
4.   Dialogue with Companies
 
    IP will endeavour, where practicable in accordance with its investment processes, to enter into a dialogue with companies based on the mutual understanding of objectives. This dialogue is likely to include regular meetings with company representatives to explore any concerns about corporate governance where these may impact on the best interests of clients. In discussion with Company Boards and senior non-Executive Directors, IP will endeavour to cover any matters with particular relevance to shareholder value.
 
    Specifically when considering resolutions put to shareholders, IP will pay attention to the companies’ compliance with the relevant local requirements. In addition, when analysing the company’s prospects for future profitability and hence returns to shareholders, IP will take many variables into account, including but not limited to, the following:
  o   Nomination and audit committees     
 
  o   Remuneration committee and directors’ remuneration     
 
  o   Board balance and structure     
 
  o   Financial reporting principles     
 
  o   Internal control system and annual review of its effectiveness
 
  o   Dividend and Capital Management policies     
5.   Non-Routine Resolutions and Other Topics
 
    These will be considered on a case-by-case basis and where proposals are put to the vote will require proper explanation and justification by (in most instances) the Board. Examples of such would be all SRI issues (i.e. those with social, environmental or ethical connotations), political donations, and any proposal raised by a shareholder or body of shareholders (typically a pressure group).
 
    Apart from the three fundamental voting objectives set out under ‘Responsible Voting’ above, considerations that IP might apply to non-routine proposals will include:
 
  i) The degree to which the company’s stated position on the issue could affect its reputation and/or sales, or leave it vulnerable to boycott or selective purchasing
 
  ii) What other companies have done in response to the issue
 
  iii) Whether implementation would achieve the objectives sought in the proposal
 
  iv) Whether the matter is best left to the Board’s discretion.
 
6.   Evaluation of Companies’ Corporate Governance Arrangements

 


 

    IP will, when evaluating companies’ governance arrangements, particularly those relating to board structure and composition, give due weight to all relevant factors drawn to their attention.
 
7.   Disclosure
 
    On request from clients, IP will in good faith provide records of voting instructions given to third parties such as trustees, depositaries and custodians provided that
  (i)   in IP’s discretion, to do so does not conflict with the best interests of other clients and
 
  (ii)   it is understood that IP will not be held accountable for the expression of views within such voting instructions and
 
  (iii)   IP are not giving any assurance nor undertaking any obligation to ensure that such instructions resulted in any votes actually being cast. Records of voting instructions within the immediate preceding 3 months will not normally be provided.
Note:   The record of votes will reflect the voting instruction of the relevant Fund Manager. This may not be the same as votes actually cast as IP is entirely reliant on third parties complying promptly with such instructions to ensure that such votes are cast correctly. Accordingly, the provision of information relating to an instruction does not mean that a vote was actually cast, just that an instruction was given in accordance with a particular view taken.

 


 

Appendix I
Voting on non-UK/European shares
When deciding whether to exercise the voting rights attached to its clients’ non-UK/European shares, IP will take into consideration a number of factors. These will include:
  the likely impact of voting on management activity, versus the cost to the client
 
  the portfolio management restrictions (e.g. share blocking) that may result from voting
 
  the preferences, where expressed, of clients
Generally, IP will vote on non-UK/European shares by exception only, except where the client or local regulator expressly requires voting on all shares.
Share Blocking
Generally, IP will not vote where this results in shares being blocked from trading for a period of more than a few hours. IP considers that it is not in the interest of clients that their shares are blocked at a potentially sensitive time, such as that around a shareholder meeting.

 

(INVESCO LOGO)
Staff Ethics and Personal Share Dealing
10.1   Fiduciary Duty
 
10.1.1   As a fiduciary, Invesco owes an undivided duty of loyalty to its clients. It is Invesco’s policy that all employees conduct themselves so as to avoid not only actual conflicts of interest with Invesco clients, but also that they refrain from conduct which could give rise to the appearance of a conflict of interest that may compromise the trust that clients have placed in Invesco.
 
10.1.2   The personal securities transactions of all employees must be conducted in accordance with the following general principles:
  (a)   There is duty at all times to place the interests of Invesco clients first and foremost;
 
  (b)   All personal securities transactions be conducted in a manner consistent with these rules and in such a manner as to avoid any actual, potential or appearance of a conflict of interest or any abuse of an employee’s position of trust and responsibility; and
 
  (c)   Employees should not take inappropriate advantage of their positions.
10.1.3   Invesco’s policy is to avoid conflicts and, where they unavoidably occur, to resolve them in a manner that clearly places our clients’ interests first.
 
10.1.4   A copy of the INVESCO LTD. Conflicts of Interest Policy and Insider Dealing Policy is attached as Appendix 10.1 and Appendix 10.8 respectively.
 
10.1.5   The policy on personal securities transactions is set out under the following headings:
  (i)   Definitions
 
  (ii)   Prohibited Personal Transactions
 
  (iii)   Transactions Exempt from Personal Share Dealing Rules
 
  (iv)   Transactions Exempt from Authorisation
 
  (v)   Permitted Transactions Requiring Authorisation and Reporting
 
  (vi)   Procedures for Authorisation and Placing Orders
 
  (vii)   Procedures for Reporting
 
  (viii)   Restrictions on Investing
 
  (ix)   Dealing in Invesco Ltd
 
  (x)   Dealing in Invesco Funds/non Invesco Funds
10.2   Definitions
 
10.2.1   “Business Associate” shall mean any person or organisation that provides services to Invesco, that may do business or is being solicited to do business with Invesco or that is associated with an organisation that does or seeks to do business with Invesco.
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10.2.2   “High Quality Short-Term Debt Instrument” means, but is not limited to, bankers’ acceptances, bank certificates of deposit, commercial paper and repurchase agreements; and means any instrument having a maturity at issuance of less than 366 days..
 
10.2.3   “Security” includes stock, notes, bonds, debentures and other evidences of indebtedness (including loan participation’s and assignments), limited partnership interests, investment contracts, and all derivative instruments, such as options and warrants.
 
10.2.4   “Related Accounts” means:
  (a)   accounts held by (or for the benefit of) an employee’s spouse, significant other, or any minor children;
 
  (b)   accounts for which the employee has or shares, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise;
  (i)   voting power (which includes power to vote, or to direct the voting of, a security), or
 
  (ii)   investment power (which includes the power to dispose, or to direct the disposition) of a security; or
  (c)   accounts held by any other person to whose support the employee materially contributes or in which, by reason of any agreement or arrangement, the employee has or shares benefits substantially equivalent to ownership, including, for example:
  (i)   arrangements (which may be informal) under which the employee has agreed to share the profits from an investment, and
 
  (ii)   accounts maintained or administered by the employee for a relative (such as children or parents) who do not share his/her home.
  (d)   accounts in which the employees hold beneficial interest
 
  (e)   Families include husbands and wives, significant other, sons and daughters and other immediate family only where those persons take part in discussion or passing on of investment information.
 
  (f)   All Invesco employees or members of his family only insofar as the Invesco employee controls or influences the investment decision are subject to the Invesco Code
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10.2.5   Non-Discretionary Account shall mean an account where an employee is deemed to have “no direct or indirect influence or control” over an account i.e.:
  (a)   investment discretion for such account has been delegated in writing to an independent fiduciary and such investment discretion is not shared with the employee, or decisions for the account are made by a family member or significant other and not by, or in connection with, the employee;
 
  (b)   the employee (and, where applicable, the family member or significant other) certifies in writing that he or she has not and will not discuss any potential investment decisions with such independent fiduciary or household member; and
 
  (c)   the Compliance Department has determined that the account satisfies the foregoing requirements.
10.2.6   “Pre-Clearance Officer” is the Head of Compliance or his deputy.
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10.3   Prohibited Personal Transactions
 
10.3.1   Privately Issued Securities
  (a)   Employees may not purchase or permit a Related Account to purchase or acquire any privately-issued securities, other than in exceptional cases where such investment is part of a family-owned and operated business venture that would not be expected to involve an investment opportunity of interest to any Invesco client.
10.3.2   Short Selling . An employee may not, sell short a security unless this is specifically related to personal taxation issues. Requests for exceptions should be made to the local Head of Compliance.
 
10.3.3   Futures . Employees may not write, sell or buy exchange-traded futures, synthetic futures, swaps and similar non-exchange traded instruments.
 
10.3.4   Deminimus transactions . An employee may request permission to buy or sell a security which would otherwise be the subject of the Blackout restrictions (10.10.1) if that security is so liquid that the transaction would not affect the price per share so that there is no disadvantage to any Invesco client transaction. Transaction unit size or cost should be considered by the local Head of Dealing and Chief Investment Officer.
 
10.3.5   The local Head of Compliance may in rare instances grant exceptions from these trading restrictions upon written request. Employees must demonstrate hardship or extraordinary circumstances. .
 
10.4   Transactions Exempt From Personal Dealing Rules
 
    The following types of share dealing transactions do not need to be approved or reported.
 
    Non Invesco Funds
  (a)   authorised non- Invesco managed open-end investment schemes (including, mutual funds, open-ended investment companies or unit trusts but not closed-end funds);
    Direct Government Obligations
  (b)   Securities which are direct obligations of the country in which the employee is a resident (e.g., US treasuries for US residents/UK treasuries for UK residents);
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    Short Term Debt
  (c)   High quality short-term debt instruments;
    Retirement Fund
  (d)   member choice pension scheme;
    Invesco Regular Investment Plan
    (e) authorized Invesco managed open-end investment schemes (including, mutual funds, open-ended investment companies or unit trusts but not closed-end funds) by regular saving plan. Regarding the rules for dealing Invesco Funds, please refer to Section 10.12.
10.5   Transactions Exempt From Authorisation
 
10.5.1   The following types of personal share dealing transactions are exempt from approval:.
  (a)   Transactions in Collective Investment Schemes
 
  (b)   Investments in the debt obligations of Federal agencies or of state and municipal governments or agencies.
 
  (c)   Transactions which are non-intentional on the part of the employee (e.g., receipt of securities pursuant to a stock dividend or merger bonus issues).
 
  (d)   Purchases of the stock of a company pursuant to an automatic dividend reinvestment plan or an employee stock purchase plan sponsored by such company.
 
  (e)   Receipt or exercise of rights issued by a company on a pro rata basis to all holders of a class of security. Employees must, however, pre-clear transactions for the acquisition of such rights from a third party or the disposition of such rights.
 
  (f)   Interests in Securities comprising part of a broad-based, publicly traded market basket or index of stocks, e.g. S & P 500 Index, FTSE 100, DAX.
10.6   Permitted Transactions Requiring Authorisation and Reporting
 
10.6.1   Transactions in any other Security not dealt with above for either an employee a Related Account are subject to the authorisation and reporting rules set out below.
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10.6.2   IPOs . Where there are different amounts of an IPO specified for different investor types (e.g. private and institutional) investment is permitted with the consent of the local Head of Compliance after consultation with the local Chief Investment Officer or his designee.
 
10.6.3    
 
10.6.4   Clubs . Employees may also invest in residential co-operatives and private recreational clubs (such as sports clubs, country clubs, luncheon clubs and the like) for their personal use; such investments are not subject to the pre-clearance procedures, trading restrictions and reporting requirements unless the employee’s investing is part of a business conducted by the employee.
 
10.7   Procedures for Authorisations
 
10.7.1   Prior to entering an order for a securities transaction either for the employee or in a Related Account, the employee must complete a Pre-Clearance of Personal Trade Authorisation Form (attached as Appendix 10.2) have it signed by the Head of Investment-Asia Pacific or local Chief Investment Officer or his deputy in his absence and submit the completed form to the local Head of Compliance or his deputy in his absence (see Appendix 10.2).
10.7.2 (a)   The employee must ensure that he answers all the questions on the Pre-Clearance of Personal Trade Authorisation Form honestly;
 
  (b)   In particular, he must check with the relevant dealing desk as to whether there are any client trades ongoing or outstanding in the same stock;
 
  (c)   If there are no such client orders he should note the time he checked this with the dealing desk and who reported back to him in writing on the form;
 
  (d)   If there are client orders in place or if the transaction would fall in one of the blackout periods specified in Section 10.10.1, he should not submit the form until the blackout period has ended as the authorisation may expire in accordance with Section 10.7.9.
10.7.3   After receiving the completed Pre-Clearance of Personal Trade Authorisation Form, the local Head of Compliance or his deputy in his absence will review the information in the form and, as soon as practicable, will decide whether to clear the proposed Personal Transaction, subject to local requirements.
 
10.7.4   No order for a Personal Transaction for which pre-clearance authorisation is sought may be placed prior to the receipt of approval of the transaction by the Head of Compliance or his deputy in his absence.
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10.7.5   The authorisation and date and time of the authorisation must be stated on the Pre-Clearance of Personal Trade Authorisation Form.
 
10.7.6   The original of the completed form will be kept as part of Invesco’s books and records.
10.7.7 (a)   If an employee receives permission to trade a security or instrument, the trade must be executed by the close of business on the next business day after the day on which authorisation is given.
 
  (b)   The Head of Compliance has the discretion to extend this period.
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10.8   Placing Personal Share Dealing Orders
 
10.8.1   Once a Pre-Clearance of Personal Trade Authorisation Form has been duly signed the original form will be maintained by the local Head of Compliance.
 
10.8.2   The employee may then place his order to deal with an outside broker.
 
10.8.3   The employee must ensure that a copy of or duplicate contract note is provided to the Head of Compliance either directly from the broker or by the employee if the broker fail to provide such.
 
10.9   Procedures for Reporting
 
10.9.1   Initial certification and Schedules . Within 10 days of commencing employment at Invesco, each employee shall submit to the Compliance Department:
  (a)   a signed Initial Certification of Compliance with the Invesco Code (attached as Appendix 10.3); and
 
  (b)   a signed Initial Declaration of Personal Holding (attached as Appendix 10.4) listing
  (i)   all Related Accounts;
 
  (ii)   all public and private securities and instruments directly or indirectly held by any Related Account of such employee (other than exempt investments as set out in Section 10.4), with nonpublic securities plainly indicated; and
 
  (iii)   directorships (or similar positions) of for-profit, non-profit and other enterprises.
      The Compliance Department will give these documents to each employee during the compliance briefing when commencing employment.
 
10.9.2 (a)   Disclosure of Outside Brokerage Account . All employees must receive approval from the Head of Compliance prior to setting up personal share dealing accounts with brokers.
 
  (b)   New employees must disclose existing broker accounts on joining Invesco in Appendix 10.4.
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  (c)   Disciplinary action may be taken against employees who deal through a non-disclosed broker account.
10.9.3   Confirmation . Each employee must provide to the Compliance Department:
  (a)   Duplicate copies of contract notes or confirmations of all transactions for his own and each Related Account;
10.9.4   Annual Certification . Each employee shall provide to the Compliance Department, not later than 10 days after the end of each calendar year, a signed Annual Certification of Compliance with the Invesco Code of Ethics (Note: any material changes to the Compliance Manual will be summarized under the Annual Certification)(attached as Appendix 10.5) containing:
  (i)   all Related Accounts;
 
  (ii)   directorships/advisory board memberships or similar positions of profit-making, non-profit and other enterprises.
 
  (iii)   if the employee is responsible for making investment decisions or obtaining the information/making any recommendations prior to buying or selling investments on behalf of the clients, the employee should disclose all public and private securities and instruments directly or indirectly held by him or any Related Account of such employee (other than exempt investment as set out in Section 10.4);
10.10   Restrictions on Personal Investing
 
10.10.1   Blackout Periods . An employee may not buy or sell for himself or permit any Related Account to buy or sell, a security or any instrument:
  (a)   on the same day as any client is trading in the stock;
 
  (b)   where he knows that the sale or purchase of the securities are being considered for a client account;
 
  (c)   if the employee is a portfolio manager, within 7 calendar days before or after the day on which any client account trades in the same security or instrument or in a security convertible into or exchangeable for such security or instrument (including options) on transactions
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10.10.2 (a)   In the event there is a trade in a personal and a client account in the same security or instrument within a blackout period, the employee may be required to close out his personal position and to disgorge any profit to a charitable organisation;
 
10.10.3   Trades effected by Invesco for the account of an index fund it manages in the ordinary course of such fund’s investment activity will not trigger the blackout period restrictions except where client activity occurs on the same day as the personal transaction pre-clearance request. However, the addition or removal of a security from an index, thereby triggering an index fund trade, would cause employee trades in such security to be blacked-out for the seven prior and subsequent calendar days, as described above.
 
10.10.4   Short Term Trading Profits .
  (a)   It is Invesco’s policy to restrict the ability of employees to benefit from short-term trading in securities and instruments.
 
  (b)   Employees must disgorge profits made on the sale by an employee of any security or instrument held less than 60 days.
 
  (c)   Employees will not be permitted to purchase any security or instrument that has been sold by such employee within the prior 60 days.
 
  (d)   Employees may be required to disgorge profits made on the sale for his own account or in a Related Account within the 60 days period.
 
  (d)   This policy applies to trading in all types of securities and instruments, except where in a particular case the Head of Compliance has made a specific finding of hardship and it can be demonstrated that no potential abuse or conflict is present (for example, when an employee’s request to sell a security purchased within 60 days prior to the request is prompted by a major corporate or market event, such as a tender offer, and the security was not held in client accounts).
10.11   Dealing in Invesco Ltd
 
10.11.1   The Group’s Insider Trading Policy states that no employees who is aware of the material nonpublic information regarding Invesco may buy or sell securities of Invesco or engage in any other action to take personal advantage of that information. The Policy also governs certain transactions under Company-sponsored plans, including:
    Stock Option Exercises . The Policy’s trading restrictions generally do not apply to the exercise of a stock option. The restrictions do apply, however, to any sale of the underlying stock or to a cashless exercise
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      of the option through a broker, as this entails selling a portion of the underlying stock to cover the costs of exercise and/or taxes.
    Invesco Stock Plans . this Policy’s trading restrictions apply to any elections you may make to transfer funds out of Company shares or borrow money against your Invesco stock plan if the loan will result in a liquidation of some or all of your Company stock fund balance.
 
    Dividend Reinvestment Plan . This Policy’s trading restrictions do not apply to purchases of Company shares resulting from your reinvestment of dividends paid on Company securities under any Company dividend reinvestment plan. The trading restrictions do apply, however, to voluntary purchases of Company shares resulting from additional contributions you choose to make to any such plan, and to your election to participate in the plan or increase your level of participation in the plan. This Policy also applies to your sale of any Company shares purchased pursuant to the reinvestment plan.
10.11.2   Procedures. If you wish to purchase and/or sell Invesco Ltd’s shares, you must follow the dealing procedure outlined in this Section and the Invesco Ltd’s Insider Trading Policy (Appendix 10.8). You must obtained the approval from the local Chief Investment Officer (or his deputy in his absence) and local Head of Compliance (or his deputy in his absence) by completing the Pre-Clearance Personal Trade Authorisation Form (Appendix 10.2). Regarding the board of directors and executive officers (CEO, SMDs reporting directly to the CEO, and Chief Accounting Officer) as they may expose to more non-public and material information, they must obtain pre-clearance of the transaction from the Office of the General Counsel before engaging in any transaction involving Invesco securities. For details, please refer to the Addendum of the Insider Trading Policy of the Invesco Group.
 
10.11.3   Blackout periods. No Blackout period will be applied to Invesco staffs, except for the board of directors and executive officers, of which the Blackout period will commence on the 15th day of the third month of each fiscal quarter rather than at the end of the quarter (and will still end two business days after Invesco announces its quarterly results). For details, please refer to the Addendum of the Insider Trading Policy of the Invesco Group.
 
10.11.4   Please note that the Insider Dealing Policy continues to apply to your transactions in Company securities even after you have terminated employment for so long as you are in possession of material nonpublic information.
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10.11.5   Prohibited Transactions in relations to Invesco’s securities. According to the Insider Trading Policy, all staff’s trading in Invesco’s securities is subject to the following additional restrictions:
    Short Sales. You may not engage in short sales of the Invesco’s securities (sales of securities that are not then owned), including a “sale against the box” (a sale with delayed delivery).
 
    Publicly Traded Options. You may not engage in transactions in publicly traded options, such as puts, calls and other derivative securities relating to the Invesco’s securities, whether on an exchange or in any other organized market.
 
    Standing Orders. Standing orders (other than pursuant to a pre-approved trading plan that complies with SEC Rule 10b5-1) should be used only for a very brief period of time (not longer than one business day). A standing order placed with a broker to sell or purchase stock at a specified price leaves you with no control over the timing of the transaction. A standing order transaction executed by the broker when you are aware of material nonpublic information may result in unlawful insider trading.
 
    Margin Accounts and Pledges. Securities held in a margin account or pledged as collateral for a loan may be sold without your consent by the broker if you fail to meet a margin call or by the lender in foreclosure if you default on the loan. Because a margin or foreclosure sale may occur at a time when you are aware of material nonpublic information or otherwise are not permitted to trade in Invesco securities, you are prohibited from holding Invesco securities in a margin account or pledging Invesco securities as collateral for a loan. An exception to this prohibition may be granted where you wish to pledge Invesco securities as collateral for a loan (not including margin debt) and clearly demonstrate the financial capacity to repay the loan without resort to the pledged securities. If you wish to pledge Invesco securities as collateral for a loan, you must submit a request for approval to the Legal and Compliance Department at least two weeks prior to the proposed execution of documents evidencing the proposed pledge.
 
    Hedging Transactions. Hedging or monetization transactions, such as zero-cost collars and forward sale contracts, involve the establishment of a short position in the Invesco’s securities and limit or eliminate your ability to profit from an increase in the value of the Invesco’s securities. Therefore, you are prohibited from engaging in any hedging or monetization transactions involving Invesco securities.
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10.12   Dealing in Invesco Funds
 
10.12.1   Employees are not required to seek permission to deal in units/shares of Hong Kong authorized open-ended funds managed by Invesco.
 
10.12.2   Employees are not required to report deals in Invesco managed Hong Kong authorized open-ended funds. The Head of Compliance will monitor such dealing on a post-deal basis by reviewing dealing records obtained from the unitholder/shareholder registry.
10.12.3 (a)   Staff will be exempt from paying front end load, so long as the units/shares are held for a minimum period of 60 days;
 
  (b)   Employees are not prevented from redeeming within the 60 day period; however at the discretion of the local Head of Compliance, front end load(FEL) may be charged on the subscription and redemption orders if there is a redemption within this period;
 
  (c)   Full subcription payment must be made on application; no credit will be given in any circumstances; and
 
  (d)   Staff should follow the relevant procedures for dealing in Invesco Funds (including the placement of deals between the hours of 9:00am to 5:00pm (Hong Kong time)).
10.12.4   After the 60 day holding period, shares/units purchased may be transferred but only to family members previously nominated on the Relationship Declaration Formon commencement of employment, after marriage or on other notified changes of family relationships. Transfers to people not nominated on the Relationship Declaration Form will not be allowed.
 
10.12.6   Staff will be allocated “C” shares in Invesco Funds wherever “C” shares are offered. However, transfers will be switched into “A” shares, if the value of the switch is below the normal “C” share threshold (normally USD1,000,000 or as stated in the prospectus).
 
10.12.7   Subscribing for shares on behalf of other people to take advantage of staff FEL concessions is strictly against company policy and offender may be subject to disciplinary action.
 
10.13   Dealing in Non Invesco Funds
 
10.13.1   Employees are not required to seek permission to deal in units/shares of open-ended funds managed by other fund managers.
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10.13.2   Employees are not required to report deals in non- Invesco managed open-ended funds.
 
10.14   Hong Kong Employee Referrals
 
10.14.1   Invesco employees may invite friends or family to subscribe for units in Invesco Funds. Investors referred in this manner may, at the discretion of the Head of Investor Services, Pooled Products or his/her deputy, be offered a discount on the FEL.
 
10.14.2   For any subscriptions into Invesco Funds referred by an employee, the employee should put his/her name in the Agent’s Stamp Box on the application form and sign the form.
 
10.14.3   The completed application form should be given to the Head of Investor Services, Pooled Products or his/her deputy who will decide how much discount on the FEL fee should be given to the referred investor and countersigned by the local Head of Compliance or his/her deputy.
 
10.14.4   The Head of Investor Services, Pooled Products or his/her deputy should write the FEL to be charged on the application form and sign to indicate his approval.
 
10.14.5   The approved application form should be given to the Retail Administration Department to complete the subscription.
 
10.15   Gifts and Entertainment
 
10.15.1   It is required that all Invesco personnel adhere to the highest standards of ethical conduct, including sensitivity to actual or apparent conflicts of interest. The provision or receipt of gifts or entertainment can create, or can have the appearance of creating, conflicts of interest. In addition, Invesco’s clients and their personnel may be subject to similar restrictions regarding the receipt of gifts or entertainment.
 
10.15.2   This Policy establishes minimum standards to protect our Company. If the laws or regulations establish higher standards, we must adhere to those standards.
 
10.15.3   For purposes of this Policy, a “Gift” is anything of value given (1) by the Company or its personnel to a Business Associate (as defined in 10.2.1), or to a member of such a person’s immediate family, or (2) by a Business Associate to any Invesco personnel, or to a member of such a person’s immediate family. Gifts may include, but are not limited to, personal items, office accessories and sporting equipment (e.g., golf clubs, tennis rackets, etc.). For purposes of this Policy, Gifts also include charitable contributions made to or at the request of a Business Associate. For purposes of this
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    Policy, Gifts do not include promotional items of nominal value (e.g., golf balls, pens, etc.) that display the logo of Invesco, or of the Business Associate.
 
10.15.4   “Entertainment” involves attendance at activities, including but not limited to meals, sporting events, the theatre, parties or receptions, and similar functions. Entertainment requires the presence of both Invesco personnel and the Business Associate; unless personnel from both entities attend, the activity constitutes a Gift. The value of Entertainment includes the cost of the activity itself (for example, the cost of tickets or a meal), as well as the cost of any related activities or services provided (such as prizes, transportation, and lodging in connection with the event). Entertainment does not include research or analysts meetings provided by issuers and attended by investment personnel or industry educational events sponsored by industry groups, so long as such events are for educational or research purposes. All Invesco personnel also should keep in mind that regulators may attempt to treat entertainment as “gifts” for compliance purposes, particularly where the entertainment appears excessive in value or frequency.
 
10.15.5   The providing or receiving of any Gift or Entertainment that is conditioned upon the Company doing business or not doing business with the Business Associate or any other person are strictly prohibited .
 
10.15.6   Gifts . An employee may not retain a gift received from a Business Associate without the approval of the Head of Department and the local Head of Compliance (see Approval Form in Appendix 10.6). Reporting and approval are required for gifts received during festive seasons, including Christmas dinner sponsor, mooncakes, hampers, and flower and fruit baskets
 
10.15.7   Under no circumstances, the value of gift given or received should exceed USD 200 or HKD 1,600 per individual annually . If the value of the gift received is not able to be determined, professional judgment should be used to determine the value of the gift. Should the value exceed USD 200 or HKD 1,600, it should be returned to the donor, passed to the Human Resources or donates to the charity. Approval from Head of Department is required for providing and receiving gift, however prior approval from local Head of Compliance is not necessary. Post approval from local Head of Compliance is required. If the gift is not giving to any particular person, the gift shall be passed to Human Resources Department and distributed to the staff on a raffle basis. The gift limit is applied to each individual office.
 
10.15.8   Employees may not give, and must tactfully refuse, any gift of cash, a gift certificate or a gift that is substantially the same as cash. Notwithstanding this requirement, employees may give or receive Lai-See (red envelopes) at Lunar New Year of an amount not more than HK$200 each. In case the
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    amount is more than HK$200, the case must be reported to the Head of Department and the local Head of Compliance. Due to Chinese custom, it may be difficult to return the Lai-See. Therefore, the full amount should be donated to a charitable organization in Hong Kong, and the Business Associate be informed of the donation.
 
10.15.9   Gifts should not be given to an employee of any securities firm which is making a public offering of a fund advised by Invesco nor given in connection with the acquisition of a new client by Invesco.
 
10.15.10   Each employee is required to report annually to his/her Department Head all gifts received and made each year. The Department Head is required to report annually to the Compliance Department all gifts received and made by the Department for the whole year. The relevant forms are attached as Appendix 10.7.
 
10.15.11   Entertainment . Each employee is expected to use professional judgment, subject to review by his or her supervisor, in entertaining and in being entertained by a Business Associate.
 
10.15.12   Provided that the employee and Business Associate both attend, an employee may accept from a single business partner, or provide to a single person or a Business Partner for Entertainment of value up to USD 1,200 or HKD 9,300 in a calendar year . Under no circumstances, the value of the entertainment should exceed USD 400 or HKD 3,100 per individual per event . Approval from Head of Department is required for providing and receiving entertainment, however prior approval from local Head of Compliance is not necessary. Post approval from local Head of Compliance is required. If the event of the entertainment such as movie tickets is not giving to any particular employee, the event of the entertainment shall be passed to the Human Resources Department and distributed to the staff on a raffle basis. The entertainment limit is applied to each individual office.
 
10.16   Outside Activities
 
10.16.1   In order to reduce potential conflicts of interest arising from the participation of employees on the boards of directors of public, private, non-profit and other enterprises, all employees are subject to the following restrictions and guidelines.
 
10.16.2   An employee may not serve as a director of a public company without the approval of the Head of Asia Pacific after consultation with the local Head of Compliance.
 
10.16.3   An employee may serve on the board of directors or participate as an adviser or otherwise, or advisers of a private company only if:
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  (a)   client assets have been invested in such company; and
 
  (b)   service on a such board has been approved in writing by the Head of Asia Pacific. The employee must resign from such board of directors as soon as the company contemplates going public, except where the Head of Asia Pacifichas determined that an employee may remain on a board. (In any event, an employee shall not accept any compensation for serving as a director (or in a similar capacity) of such company; except with the prior written approval of the Head of Asia Pacific.
 
  (c)   service on such a board is directly as a result of the employee position or status at Invesco. In this case any fees received for being a director must be reimbursed to Invesco.
10.16.5   If an employee serving on the board of directors or advisers of any entity comes into possession of material, nonpublic information through such service, he or she must immediately notify his or her local Head of Compliance. The local Head of Compliance will then consider the totality of facts and decide if there is conflict of interest. If such conflict of interest do exist, employee must resign from the board of directors or advisers immediately .
 
10.17   Economic Opportunities
 
10.17.1   An Invesco employee shall not take personal advantage of any economic opportunity properly belonging to a Invesco client or to Invesco itself. Such opportunities could arise, for example, from confidential information belonging to a client or the offer of a directorship. Employees must not disclose information relating to a client’s intentions, activities or portfolios except:
  (a)   to fellow employees, or other agents of the client, who need to know it to discharge their duties; or
10.17.2   Employees may not cause or attempt to cause any client to purchase, sell or hold any Security in a manner calculated to create any personal benefit to the employee or Invesco.
 
10.17.3   If an employee or immediate family member stands to materially benefit from an investment decision for a Client that the employee is recommending or participating in, the employee must disclose that interest to persons with authority to make investment decisions or to the Head of Compliance. Based on the information given, a decision will be made on whether or not to restrict the employee’s participation in causing a client to purchase or sell a Security in which the employee has an interest.
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(INVESCO LOGO)
Staff Ethics and Personal Share Dealing
10.17.4   Employees must disclose to those persons with authority to make investment decisions for a client (or to the Head of Compliance if the employee in question is a person with authority to make investment decisions for the client), any beneficial interest that the employee (or immediate family member) has in that Security, or in the issuer thereof, where the decision could create a material benefit to the employee (or immediate family member) or the appearance of impropriety. The person to whom the employee reports the interest, in consultation with the Head of Compliance, must determine whether or not the employee will be restricted in making investment decisions.
 
10.18   Sanctions
 
10.18.1   These rules will be interpreted by the local Head of Compliance, as applicable. Questions of interpretation should be directed in the first instance to the local Head of Compliance or his/her designee or, if necessary, with the Head of Compliance of another Invesco entity.
 
10.18.2   If advised of a material violation of these rules by an employee, the Head of Compliance will report to the Head of Asia Pacific and discuss the appropriate action with him.
 
10.19   Annual Review
 
    Compliance Depart performs a review at least once a year.
 
10.20   Company Assistance
 
    Any person who has a question about the above Policies or its application to any proposed transaction may obtain additional guidance from the Local Compliance Department. Do not try to resolve uncertainties on your own because the rule are often complex, not always intuitive and carry severe consequences.
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(INVESCO LOGO)
Invesco Ltd. Code of Conduct
A. Introduction
Our company’s Mission “Helping People Worldwide Build Their Financial Security” is a logical starting point for our Code of Conduct. To help guide us in achieving our Mission, Invesco has developed the following set of Principles:
  §   We are passionate about our clients’ success
 
  §   We earn trust by acting with integrity
 
  §   People are the foundation of our success
 
  §   Working together, we achieve more
 
  §   We believe in the continuous pursuit of performance excellence
This Code of Conduct (“Code of Conduct” or “Code”) has been created to assist us in accomplishing our Mission. It contains a number of policies and standards which, when taken together, are designed to help define the essence of the conduct of an Invesco representative. These policies and standards are also intended to provide guidance to Invesco personnel in fulfilling their obligations to comply with applicable laws, rules and regulations (“applicable laws”). This Code of Conduct applies to all officers and other employees of Invesco and its subsidiaries (collectively, “Covered Persons”).
Our Principles also help define the Invesco culture. In practice, this means that our clients’ interests must always come first, that Covered Persons should treat each other with respect and consideration, and that Invesco should participate as a responsible corporate citizen in every community in which it operates. This commitment is a vital part of our achieving our principal responsibility as a publicly-held company: producing a fair return on our shareholders’ capital.
This Code of Conduct contains broad and general principles that supplement the specific policies, procedures and training within each business unit of Invesco.

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B. Statement of General Principles
Invesco operates in a highly-regulated and complex environment. There are numerous layers of overlapping, and occasionally conflicting, laws, customs and local practices. This Code of Conduct was designed to provide all of us who are part of Invesco with a clear statement of our firm’s ethical and cultural standards.
Generally, we serve our clients as fiduciaries. Fiduciary businesses are generally held to a higher standard of conduct than other businesses, and as such there are special obligations that apply. The following key duties and principles govern our conduct as fiduciaries:
  Ø   Best interests of clients — As fiduciaries, we have a duty to act with reasonable care, skill and caution in the best interests of our clients, and to avoid conflicts of interest.
 
  Ø   Global fiduciary standards — Invesco seeks to maintain the same high fiduciary standards throughout the world, even though those standards may not be legally required, or even recognized, in some countries.
 
  Ø   Client confidentiality — We must maintain the confidentiality of information relating to the client, and comply with the data protection requirements imposed by many jurisdictions.
 
  Ø   Information — Clients must be provided with timely and accurate information regarding their accounts.
 
  Ø   Segregation and protection of assets — Processes must be established for the proper maintenance, control and protection of client assets. Fiduciary assets must be segregated from Invesco assets and property.
 
  Ø   Delegation of duties — Fiduciary duties should be delegated only when the client consents and where permitted by applicable law. Reasonable care, skill and caution must be exercised in the selection of agents and review of their performance.
 
  Ø   Client guidelines — Invesco is responsible for making investment decisions on behalf of clients that are consistent with the prospectus, contract, or other controlling document relating to the client’s account.
 
  Ø   Relations with regulators — We seek relationships with regulators that are open and responsive in nature.

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C. General Conduct
1. Fair and Honest Dealing
Covered Persons shall deal fairly and honestly with Invesco’s shareholders, customers, suppliers, competitors and employees. Covered Persons shall behave in an ethical manner and shall not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair dealing practice.
2. Anti-Discrimination and Harassment
Invesco is committed to providing a work environment that is free of discrimination and harassment. Such conduct, whether overt or subtle, is demeaning, may be illegal, and undermines the integrity of the employment relationship.
Sexual harassment can include unwelcome sexual advances, requests for sexual favors, pressure to engage in a sexual relationship as a condition of employment or promotion, or conduct which creates a hostile or offensive work environment.
Discrimination can take many forms including actions, words, jokes, or comments based upon an individual’s race, citizenship, ethnicity, color, religion, sex, veteran status, national origin, age, disability, sexual orientation, marital status or other legally protected characteristic. Any Covered Person who engages in harassment or discrimination will be subject to disciplinary action, up to and including termination of employment.
3. Electronic Communications
The use of electronic mail, the Internet and other technology assets is an important part of our work at Invesco. Used improperly, this technology presents legal and business risks for the company and for individual employees. There are also important privacy issues associated with the use of technology, and related regulations are evolving.
In accordance with Invesco’s IT Systems: Acceptable Use policies, all Covered Persons are required to use information technology for proper business purposes and in a manner that does not compromise the confidentiality of sensitive or proprietary information. All communications with the public, clients, prospects and fellow employees must be conducted with dignity, integrity, and competence and in an ethical and professional manner.
We must not use information technology to: transmit or store materials which are obscene, pornographic, or otherwise offensive; engage in criminal activity; obtain unauthorized access to data or files; commit copyright violations; install personal software without permission; or make Internet statements, without permission, that suggest that the user is speaking on behalf of Invesco or its affiliates.

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4. Substance Abuse
Invesco is committed to providing a safe and healthy work place for all employees. The use, possession, sale, transfer, purchase, or being “under the influence” of drugs at any time while on company premises or on company business is prohibited. The term “drug” includes alcoholic beverages (other than in connection with entertainment events, or in other appropriate settings), prescriptions not authorized by your doctor, inhalants, marijuana, cocaine, heroin and other illegal substances.
5. Political Activities and Lobbying
Covered Persons, as private citizens, are encouraged to exercise their rights and duties in any political or civic process. For example, voting in elections for which they are eligible, or making contributions supporting candidates or parties of their choice.
Invesco does not make political contributions with corporate funds. No Covered Person may, under any circumstances, use company funds to make political contributions, nor may you represent your personal political views as being those of the company.
In the United States, Invesco does support a Political Action Committee.
D. Conflicts of Interest
Invesco and its Covered Persons must adhere to the highest standards of honest and ethical conduct. A conflict of interest exists when a Covered Person acts in a manner that is not in the best interests of Invesco, our clients, or our shareholders. Often, this is because the Covered Person or someone with whom they have a close personal relationship (e.g. a relative or friend) will benefit personally.
All Covered Persons must act in a manner that is in the best interests of Invesco, our clients, and our shareholders and must avoid any situation that gives rise to an actual or apparent conflict of interest. At no time may a Covered Person use Invesco property, information, or their position to profit personally or to assist others in profiting at the expense of the company, to compete with Invesco, or to take advantage of opportunities that are discovered in the course of serving Invesco.
All Covered Persons shall promptly communicate to the applicable member of the Legal and Compliance Department any material transaction, relationship, or situation that reasonably could be expected to give rise to a conflict of interest so that the company and the Covered Person may take steps to minimize the conflict.
While not all-inclusive, the following sections describe in more detail key areas where real or perceived conflicts of interest can arise.
1. Outside Activities and Compensation
No Covered Person shall perform work or render services for any competitor of Invesco or for any organization with which Invesco does business, or which seeks to do

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business with Invesco, outside of the normal course of his or her employment with Invesco, without the prior written approval of the company. Nor shall any such person be a director, officer, or consultant of such an organization, or permit his or her name to be used in any fashion that would tend to indicate a business connection with such organization, without such approval. Outside organizations can include public or private corporations, partnerships, charitable foundations and other not-for-profit institutions. With the above approval, Covered Persons may receive compensation for such activities.
Service with organizations outside of Invesco can, however, raise serious regulatory issues, including conflicts of interest and access to material non-public information.
As an outside board member or officer, a Covered Person may come into possession of material non-public information about the outside company or other public companies. It is critical that a proper information barrier be in place between Invesco and the outside organization, and that the Covered Person does not communicate such information to other Covered Persons in violation of the information barrier.
Similarly, Invesco may have a business relationship with the outside organization or may seek a relationship in the future. In those circumstances, the Covered Person must not be involved in any way in the business relationship between Invesco and the outside organization.
Invesco retains the right to prohibit membership by Covered Persons on any board of directors/trustees or as an officer of an outside organization where such membership might conflict with the best interests of the company. Approval will be granted on a case-by-case basis, subject to proper resolution of potential conflicts of interest. Outside activities will be approved only if these issues can be satisfactorily resolved.
2. Personal Trading
Purchasing and selling securities in a Covered Person’s own account, or accounts over which the Covered Person has access or control, particularly in securities owned by client accounts, can give rise to potential conflicts of interest. As fiduciaries, we are held to the highest standards of conduct. Improperly gaining advance knowledge of portfolio transactions, or conducting securities transactions based upon information obtained at Invesco, can be a violation of those standards.
Every Covered Person must also comply with the specific personal trading rules in effect for the Covered Person’s business unit.
3. Information Barriers and Material Non-Public Information
In the conduct of our business, Covered Persons may come into possession of material non-public information. This information could concern an issuer, a client, a portfolio, the market for a particular security, or Invesco itself. The Board of Directors of the company has adopted an Insider Trading Policy (“Insider Trading Policy”) which applies to all Covered Persons. The Insider Trading Policy prohibits all Covered Persons from

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using such information in ways that violate the law, including for personal gain. Non-public information must be kept confidential, which may include keeping it confidential from other Covered Persons. The purchase or sale of Invesco’s securities or the securities of other publicly-traded companies while aware of material nonpublic information about such company, or the disclosure of material nonpublic information to others who then trade in such company’s securities, is prohibited by this Code of Conduct and by United States and other jurisdictions’ securities laws.
With regard to Invesco securities, the Insider Trading Policy, among other provisions, prohibits directors, officers, and other Covered Persons who are deemed to have access to material, non-public information relating to the company from trading during specified Blackout Periods (as defined therein). All Covered Persons should review the Invesco Insider Trading Policy carefully and follow the policies and procedures described therein. The failure of a Covered Person to comply with the company’s Insider Trading Policy may subject him or her to company-imposed sanctions, up to and including termination for cause, whether or not the failure to comply results in a violation of law. Please contact an appropriate member of the Legal and Compliance Department on any questions regarding this subject and the company’s Insider Trading Policy.
4. Gifts and Relationships with Customers and Suppliers
Invesco seeks to do business with clients and suppliers on a fair and equitable basis. We may not accept or provide gifts of other than nominal value, or lavish entertainment, or other valuable benefits or special favors to or from customers or suppliers. We must observe any limits imposed by our business unit’s policies, local laws, or regulations with respect to the acceptance or provision of gifts and entertainment.
E. Compliance with Applicable Laws
Invesco strives to ensure that all activity by or on behalf of Invesco is in compliance with applicable laws. As Invesco operates in major countries and securities markets throughout the world, we have a duty to comply with applicable laws of the jurisdictions in which we operate. While not exhaustive, this section describes several areas where such legislation may exist.
1. Anti-Bribery and Dealings with Governmental Officials
Special care must be taken when dealing with government customers. Activities that might be appropriate when working with private sector customers may be improper and even illegal when dealing with government employees, or when providing goods and services to another customer who, in turn, will deliver the company’s product to a government end user. Many of the countries in which Invesco conducts its business prohibit the improper influencing of governmental officials or other persons by the

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payment of bribes, gifts, political contributions, lavish hospitality or by other means. Our policy requires adherence to those restrictions.
Do not directly or indirectly promise, offer or make payment in money or anything of value to anyone, including a government official, agent or employee of a government, political party, labor organization or business entity or a candidate of a political party, or their families, with the intent to induce favorable business treatment or to improperly affect business or government decisions. This policy prohibits actions intended either to influence a specific decision or merely to enhance future relationships. In general, all travel and entertainment that Covered Persons provide to governmental officials must be pre-approved within the appropriate business unit. If approved, a written confirmation that such expenses do not violate local law must be obtained from an appropriate third party (e.g., the business unit’s legal counsel or the government official’s supervisor).
Covered Persons shall comply with applicable laws governing political campaign finance and lobbying activities and shall not engage in any conduct that is intended to avoid the application of such laws to activities undertaken on Invesco’s behalf. In addition, appropriate executive officers shall monitor compliance with lobbyist registration and disclosure requirements by all individuals who act on behalf of Invesco.
These prohibitions extend to any consultants or agents we may retain on behalf of Invesco.
2. Anti-Money Laundering
In the global marketplace, the attempted use of financial institutions and instruments to launder money is a significant problem that has resulted in the passage of strict laws in many countries. Money laundering is the attempt to disguise money derived from or intended to finance illegal activity including drug trafficking, terrorism, organized crime, fraud, and many other crimes. Money launderers go to great lengths to hide the sources of their funds. Among the most common stratagems are placing cash in legitimate financial institutions, layering between numerous financial institutions, and integrating the laundered proceeds back into the economy as apparently legitimate funds.
All Covered Persons must be vigilant in the fight against money laundering, and must not allow Invesco to be used for money laundering. Each business unit has developed an anti-money laundering program that is consistent with Invesco’s policy. Each Covered Person must comply with the applicable program.
3. Antitrust
The laws of many countries are designed to protect consumers from illegal competitive actions such as price fixing and dividing markets. It is Invesco’s policy and practice to compete based on the merits of our products and services. In order to further that policy, Covered Persons must not fix or control prices with competitors, divide up territories or markets, limit the production or sale of products, boycott certain suppliers

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or customers, unfairly control or restrict trade in any way, restrict a competitor’s marketing practices, or disparage a competitor. Covered Persons must never discuss products, pricing or markets with competitors with the intent to fix prices or divide markets.
4. International Issues
If you conduct business for Invesco outside of the U.S., in addition to being familiar with the local laws of the other countries involved, be sure you are familiar with the following U.S. laws and regulations. Violations of these laws can result in substantial fines, imprisonment and severe restrictions on the company’s ability to do business.
Foreign Corrupt Practices Act
The United States Foreign Corrupt Practices Act (FCPA) and similar laws in many other countries have a variety of provisions that regulate business in other countries and with foreign citizens. In essence, these laws make it a crime to promise or give anything of value to a foreign official or political party in order to obtain or keep business or obtain any improper advantage. It is also illegal to make payments to agents, sales representatives or other third parties if you have reason to believe your gift will be used illegally. Seek advice from the appropriate member of the Legal and Compliance Department for interpretation of the FCPA or similar laws if you are involved in any business dealings that involve foreign countries.
Anti-Boycott Laws
From time to time, various countries may impose restrictions upon the ability of businesses in their jurisdiction to engage in commerce with designated individuals, countries or companies. These laws are commonly referred to as boycotts or trade embargoes. It may be against the law to cooperate in any boycotts between foreign countries not sanctioned by the laws of the place where your office is located. All requests for boycott support or boycott-related information must be reported to your supervisor and the member of the Legal and Compliance Department with responsibility for your office.
Similarly, many countries contribute the names of criminal or terrorist organizations or individuals to a common database and require financial institutions to screen customer lists against the database as part of their “Know Your Customer” obligations. We must be aware of, and where appropriate, adhere to any such restrictions.
Embargo Sanctions
The United States Treasury Department’s Office of Foreign Assets Control prohibits U.S. companies and their foreign subsidiaries from doing business with certain countries and agencies and certain individuals. The laws of other countries may have similar types of prohibitions. The regulations vary depending on the country and the

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type of transaction and often change as countries’ foreign policies change. If you are aware of any sensitive political issues with a country in which Invesco is doing or considering doing business, seek advice from the appropriate member of the Legal and Compliance Department.
F. Information Management
1. Confidential Information
Confidential information includes all non-public information that might be of use to competitors, or harmful to the company or its customers, if disclosed. All information (in any form, including electronic information) that is created or used in support of company business activities is the property of Invesco. This company information is a valuable asset and Covered Persons are expected to protect it from unauthorized disclosure. This includes Invesco customer, supplier, business partner, and employee data. United States (federal and state) and other jurisdictions’ laws may restrict the use of such information and impose penalties for impermissible use or disclosure.
Covered Persons must maintain the confidentiality of information entrusted to them by the company or its customers, vendors or consultants except when disclosure is properly authorized by the company or legally mandated. Covered Persons shall take all reasonable efforts to safeguard such confidential information that is in their possession against inadvertent disclosure and shall comply with any non-disclosure obligations imposed on Invesco in its agreements with third parties.
Information pertaining to Invesco’s competitive position or business strategies, and information relating to negotiations with Covered Persons or third parties, should be protected and shared only with Covered Persons having a need to know such information in order to perform their job responsibilities.
2. Data Privacy
Data privacy, as it relates both to our clients and our employees, has become a major political and legal issue in many jurisdictions in which we do business. A variety of laws in each of those jurisdictions governs the collection, storage, dissemination, transfer, use, access to and confidentiality of personal information and patient health information. These laws can work to limit transfers of such data across borders and even among affiliated entities within Invesco. Invesco and its Covered Persons will comply with all provisions of these laws that relate to its business, including the privacy, security and electronic transmission of financial, health and other personal information. The company expects its Covered Persons to keep all such data confidential and to protect, use and disclose information in the conduct of our business only in compliance with these laws. The company will consider and may release personal information to third parties to comply with law or to protect the rights, property or safety of Invesco and its customers. In accordance with Invesco policies, each business unit has developed

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required disclosures and data security procedures applicable to that business unit. All Covered Persons must comply with the applicable procedures.
With respect to Invesco Covered Persons, all salary, benefit, medical and other personal information relating to Covered Persons shall generally be treated as confidential. Personnel files, payroll information, disciplinary matters, and similar information are to be maintained in a manner designed to protect confidentiality in accordance with applicable laws. All Covered Persons shall exercise due care to prevent the release or sharing of such information beyond those persons who may need such information to fulfill their job functions. Notwithstanding the foregoing, all personnel information belongs solely to Invesco and may be reviewed or used by the company as needed to conduct its business.
G. Protecting Invesco’s Assets
All Covered Persons shall strive to preserve and protect the company’s assets and resources and to promote their efficient use. The standards set forth below are intended to guide Covered Persons by articulating Invesco’s expectations as they relate to activities or behaviors that may affect the company’s assets.
1. Personal Use of Corporate Assets
Theft, carelessness and waste have a direct impact on Invesco’s profitability. Covered Persons are not to convert assets of the company to personal use. Company property should be used for the company’s legitimate business purposes and the business of the company shall be conducted in a manner designed to further Invesco’s interest rather than the personal interest of an individual Covered Person. Covered Persons are prohibited from the unauthorized use or taking of Invesco’s equipment, supplies, materials or services. Prior to engaging in any activity on company time which will result in remuneration to the Covered Person or the use of Invesco’s equipment, supplies, materials or services for personal or non-work related purposes, officers and other Covered Persons shall obtain the approval of the supervisor of the appropriate business unit.
2. Use of Company Software
Covered Persons use software programs for word processing, spreadsheets, data management, and many other applications. Software products purchased by the company are covered by some form of licensing agreement that describes the terms, conditions and allowed uses. It is the company’s policy to respect copyright laws and observe the terms and conditions of any license agreements. Copyright laws in the United States and other countries impose civil and criminal penalties for illegal reproductions and use of licensed software. You must be aware of the restrictions on the use of software and abide by those restrictions. Invesco business equipment may not be used to reproduce commercial software. In addition, you may not use personal software on company equipment without prior written approval.

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3. Computer Resources/E-mail
The company’s computer resources, which include the electronic messaging systems (e-mail, SMS, etc.), belong to Invesco and not to the Covered Person. They are not intended to be used for amusement, solicitation, or other non-business purposes. While it is recognized that Covered Persons will occasionally use the system for personal communications, it is expected that such uses will be kept to a minimum and that Covered Persons will be responsible and professional in their use of these functions. The use of the computer systems to make or forward derogatory or offensive remarks about other people or groups is prohibited. E-mail/Text messages should be treated as any other written business communication.
4. Invesco Intellectual Property
Covered Persons must carefully maintain and manage the intellectual property rights of Invesco, including patents, trademarks, copyrights and trade secrets, to preserve and protect their value. Information, ideas and intellectual property assets of Invesco are important to the company’s success.
Invesco’s name, logo, trademarks, inventions, processes and innovations are intellectual property assets and their protection is vital to the success of the company’s business. The company’s and any of its subsidiaries’ names, logos and other trademarks and service marks are to be used only for authorized company business and never in connection with personal or other activities unless appropriately approved and in accordance with company policy. In addition, our Covered Persons must respect the intellectual property rights of third parties. Violation of these rights can subject both you and the company to substantial liability, including criminal penalties.
Any work product produced in the course of performing your job shall be deemed to be a “work made for hire” and shall belong to Invesco and is to be used only for the benefit of Invesco. This includes such items as marketing plans, product development plans, computer programs, software, hardware and similar materials. You must share any innovations or inventions you create with your supervisor so that the company can take steps to protect these valuable assets.
5. Retention of Books and Records
Invesco corporate records are important assets. Corporate records include essentially everything you produce as a Covered Person, regardless of its format. A corporate record may be in the form of paper, computer tapes, microfilm, e-mail, or voice mail. It may be something as obvious as a memorandum or a contract or something not as obvious, such as a desk calendar, an appointment book, or an expense record.
Invesco is required by law to maintain certain types of corporate records, usually for a specified period of time. Failure to retain such documents for such minimum periods could subject Invesco to penalties and fines, cause the loss of rights, obstruct justice, place Invesco in contempt of court, or place Invesco at a serious disadvantage in

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litigation. However, storage of voluminous records over time is costly. Therefore, Invesco has established controls to assure retention for required periods and timely destruction of retrievable records, such as paper copies and records on computers, electronic systems, microfiche, and microfilm. Even if a document is retained for the legally required period, liability could still result if a document is destroyed before its scheduled destruction date.
Invesco and its affiliates are subject to the regulatory requirements of numerous countries and regulatory agencies. Virtually all of them have specific requirements concerning the creation, maintenance and storage of business records. Invesco expects all Covered Persons to become familiar with and fully comply with the records retention/destruction schedule for the departments and office locations for which they work. If you believe documents should be retained beyond the applicable retention period, consult with the Legal and Compliance Department.
6. Sales and Marketing Materials
Invesco is committed to building sustained, open, and honest relationships with our customers, and to complying with all relevant regulatory requirements. This requires that all marketing and sales-related materials be prepared under standards approved by the Legal and Compliance Department and, prior to use, reviewed and approved by the appropriate supervisor within a business unit. Covered materials include requests for proposals, client presentations, performance summaries, advertisements, and published market commentaries.
H. Disclosure of Invesco Information
1. Integrity and Accuracy of Financial Records
The preparation and maintenance of accurate books, records and accounts is required by law and essential to the proper discharge of financial, legal and reporting obligations. All Covered Persons are prohibited from directly or indirectly falsifying or causing to be false or misleading any financial or accounting book, record or account. In addition, all financial data must be completely and accurately recorded in compliance with applicable law and Invesco’s accounting policies and procedures. A Covered Person may violate this section by acting or by failing to act when he or she becomes aware of a violation or potential violation of this section.
2. Disclosure in Reports and Documents
Filings and Public Materials. As a public company, it is important that the company’s filings with the SEC and other U.S. federal, state, domestic and international regulatory agencies are full, fair, accurate, timely and understandable. The company also makes many other filings with the SEC and other U.S. and international regulatory agencies on behalf of the funds that its subsidiaries and affiliates manage. Further, the company prepares mutual fund account statements, client investment performance information,

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prospectuses and advertising materials that are sent out to its mutual fund shareholders and clients.
Disclosure and Reporting Policy. The company’s policy is to comply with all applicable disclosure, financial reporting and accounting regulations applicable to the company. The company maintains the highest commitment to its disclosure and reporting requirements, and expects and requires all Covered Persons to record information accurately and truthfully in the books and records of the company.
Information for Filings. Depending on his or her position with the company, a Covered Person may be called upon to provide necessary information to assure that the company’s public reports and regulatory filings are full, fair, accurate, timely and understandable. The company expects all Covered Persons to be diligent in providing accurate information to the inquiries that are made related to the company’s public disclosure requirements.
Disclosure Controls and Procedures and Internal Control Over Financial Reporting. Covered Persons are required to cooperate and comply with the company’s disclosure controls and procedures and internal controls over financial reporting so that the company’s reports and documents filed with the SEC and other U.S. federal, state, domestic and international regulatory agencies comply in all material respects with applicable laws and provide full, fair, accurate, timely and understandable disclosure.
3. Improper Influence on the Conduct of Audits
Every Covered Person must deal fairly and honestly with outside accountants performing audits, reviews or examinations of Invesco’s and its subsidiaries’ financial statements. To that end, no Covered Person of Invesco may make or cause to be made a materially false or misleading statement (or omit facts necessary to make the statements made not misleading) in connection with an audit, review or examination of financial statements by independent accountants or the preparation of any document or report required to be filed with a governmental or regulatory authority. Covered Persons of Invesco also are prohibited from coercing, manipulating, misleading or fraudulently inducing any independent public or certified public accountant engaged in the performance or review of financial statements that are required to be filed with a governmental or regulatory authority if he or she knows or should have known that his or her actions could result in making those financial statements materially misleading.
4. Standards for Invesco’s Financial Officers
Invesco’s Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer (the “Financial Officers”) are required to take all reasonable steps to provide full, fair, accurate, timely and understandable disclosures in the reports and documents that Invesco files with or submits to the SEC and other regulatory bodies and in other public communications made by Invesco. In the event that a Financial Officer learns that any such report, document or communication does not meet this standard and such deviation is material, then the Financial Officers are required to review and investigate

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such deviation, advise the Board of Directors or the Audit Committee of the Board of Directors regarding the deviation and, where necessary, revise the relevant report, document or communication.
Although a particular accounting treatment for one or more of Invesco’s operations may be permitted under applicable accounting standards, the Financial Officers may not authorize or permit the use of such an accounting treatment if the effect is to distort or conceal Invesco’s true financial condition. The accounting standards and treatments utilized by Invesco must, in all instances, be determined on an objective and uniform basis and without reference to a single transaction or series of transactions and their impact on Invesco’s financial results for a particular time period. Any new or novel accounting treatment or standard that is to be utilized in the preparation of Invesco’s financial statements must be discussed with Invesco’s Audit Committee and its independent auditors.
5. Communications with the Media, Analysts and Shareholders
Invesco has a long-standing policy of co-operating with the news media and the financial community. This policy is intended to enhance respect for the company, provide accurate information, and achieve our business goals.
Invesco employs media relations professionals who are responsible for handling all contacts with the news media. Invesco’s Communications and Public Affairs Department is responsible for formulating and directing our media relations policy worldwide. Other Invesco employees may not speak to or disseminate information to the news media unless such contact has been requested and arranged by or coordinated with an Invesco media relations professional in accordance with the company’s media relations policy. Any contact from the news media should be referred promptly and without comment to an Invesco media relations professional. If you do not know the appropriate media relations professional for your unit, you can refer the contact to the Invesco Communications and Public Affairs Department.
Many countries have detailed rules with regard to the dissemination of information about public companies. In particular, a public company must have procedures for controlling the release of information that may have a material impact on its share price. The Chief Executive Officer and the Chief Financial Officer are responsible for Invesco’s relationships with the financial community, including the release of price sensitive information. Other Invesco employees may not speak to or disseminate information regarding the company to the financial community (including analysts, investors, shareholders, Company lenders, and rating agencies) unless such contact has been requested and arranged by the Chief Executive Officer, the Chief Financial Officer or the Investor Relations Group within the Finance Department.

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I. Compliance with the Code of Conduct
1. Your Responsibilities
One person’s misconduct can damage our entire company’s hard-earned reputation and compromise the public’s trust in the company. Every Covered Person should therefore be familiar with this Code and abide strictly by its provisions.
2. Reporting Violations of the Code
As part of being accountable to each other and Invesco, all Covered Persons are required to report possible violations of the Invesco Code of Conduct, laws or regulations. Such violations can include, but are not limited to:
  Ø   Violations of any laws or regulations generally involving Invesco;
 
  Ø   Questionable accounting matters, internal accounting controls, auditing matters, breaches of fiduciary duty or violations of United States or foreign securities laws or rules including, but not limited to:
    fraud or deliberate error in the preparation, evaluation, review or audit of any financial statement of Invesco;
 
    misrepresentation or false statements to or by a senior officer or accountant regarding a matter contained in the financial records, financial reports or audit reports of Invesco;
 
    deviation from full and fair reporting of Invesco’s financial condition; or
 
    fraudulent or criminal activities engaged in by officers, directors or employees of Invesco;
You may report your concerns in any of three ways:
Contact your supervisor
We encourage you to first contact your immediate supervisor, who is in turn responsible for informing Invesco’s Compliance Reporting Line (described below) of any concerns raised.
Contact the Legal and Compliance or Human Resources Departments
If you prefer not to discuss a concern with your own supervisor, you may instead contact the Legal and Compliance or Human Resources Departments directly.

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Call our Compliance Reporting Line
You may also call the Invesco Compliance Reporting Line. If you are calling from a U.S. or Canadian location, dial 1-866-297-3627 . For calls from all other locations, dial an international operator and request a collect call to 1-704-943-1136 . When asked for your name use “Invesco.”
The Compliance Reporting Line is administered by an outside vendor and is available 24 hours a day, seven days a week. For more information on the Compliance Reporting Line, please click here: Compliance Reporting Line.
Invesco will not permit retribution, harassment, or intimidation of any employee who in good faith reports a possible violation. Along with the three reporting methods described above, this also includes, but is not limited to an employee who discloses information to a government or law enforcement agency, or any other national, state or provincial securities regulatory authority where the employee has reasonable cause to believe that the information discloses a violation or possible violation of federal or state law or regulation. Invesco policy also prevents any employee from being subject to disciplinary or retaliatory action by Invesco or any of its employees or agents as a result of the employee’s good faith.
However, employees who file reports or provide evidence which they know to be false or without a reasonable belief in the truth and accuracy of such information may be subject to disciplinary action, including termination of their employment.
3. Failure to Comply
It is your responsibility at all times to comply with the law and behave in an ethical manner. Failure to obey laws and regulations violates this Code and may expose both you and the company to criminal or civil sanctions. Invesco will investigate reported violations of the Code and, if violations are found, may take disciplinary action, if appropriate, against the individuals involved up to and including termination. Invesco may also seek civil remedies from you and even refer criminal misconduct to law enforcement agencies, and may make reports, if appropriate, to regulatory authorities. Nothing in this Code restricts the company from taking any disciplinary action on any matters pertaining to the conduct of a Covered Person, whether or not expressly set forth in the Code.
4. Annual Certification
As Covered Persons, each of us is obligated to read and understand this Code of Conduct and our relevant business unit’s policies and procedures. All Covered Persons are expected to abide by both the letter and spirit of the Code and will certify their adherence on an annual basis.

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5. Other Requirements
This Code cannot anticipate every possible situation or cover every topic in detail. The company has established special policies to address specific subjects and will update this Code and those specific policies from time-to-time. Covered Persons are also expected to perform their work with honesty and integrity in any areas not specifically addressed by the Code. If you are unclear about a situation, please speak with your supervisor or an appropriate member of the Legal and Compliance Department before taking action.
6. Waivers of the Code
In certain limited situations, Invesco may waive the application of the Code to employees or Executive Officers (as defined in Rule 3b-7 under the Securities Exchange Act of 1934, “Executive Officers”). For the purposes of the Code, the term “waiver” shall mean a material departure from a provision of the Code.
For employees, other then Executive Officers, any requests for waivers must be made to the Legal and Compliance Department. The Legal and Compliance Department shall forward the request to the General Counsel of the business unit for consideration.
For Executive Officers, any requests for waivers must be made to the Legal and Compliance Department. The Legal and Compliance Department will forward the request to the Invesco Board of Directors or a committee thereof for consideration. Any such waiver granted to an Executive Officer shall be promptly disclosed to shareholders as required by the corporate governance listing standards of the New York Stock Exchange and other applicable laws.
Criteria for a Waiver:
Any employee or Executive Officer requesting a waiver of the Code must demonstrate that such a waiver:
    is necessary to alleviate undue hardship or in view of unforeseen circumstances or is otherwise appropriate under all the relevant facts and circumstances;
 
    will not be inconsistent with the purposes and objectives of the Code;
 
    will not adversely affect the interests of clients of the company or the interests of the company; and
 
    will not result in a transaction or conduct that would violate provisions of applicable laws or regulations.
7. Use and Disclosure
This Code is intended solely for the internal use by the company and does not constitute an admission, by or on behalf of the company, as to any fact, circumstance, or legal conclusion. To the extent required by law, the company shall publicly ( e.g. , in

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its Annual Report on Form 10-K and/or on its website) disclose this Code of Conduct and its application to all of the company’s Covered Persons.
8. Amendments
This Code may only be amended by Invesco’s Board of Directors or a duly authorized committee thereof. To the extent required by law, amendments to the Code of Conduct shall be disclosed publicly. As set forth in the company’s filings with the SEC, the company has elected to disclose certain amendments to the Code that affect, and any waivers of the Code granted to, Financial Officers on the company’s Web site.
Revised: September 2009

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D6. GIFTS AND ENTERTAINMENT
     Policy Number: D-6 Effective Date: March 2006 Revision Date: March 2008
1. OVERVIEW
Invesco has in place the Invesco Gifts and Entertainment Policy which is applicable to Invesco and its individual business units worldwide. This Invesco Trimark Gifts and Entertainment Policy (“Policy”) is intended to work with the Invesco Policy and supplement it with local rules.
All Invesco Trimark employees, including temporary, part-time, contract, and seasonal personnel, must refrain from conduct that could give rise to the appearance of a conflict of interest. The provision or receipt of gifts or entertainment can create, or can have the appearance of creating, conflicts of interest.
Employees also need to take into consideration the firm’s policy on corporate expenses, which can be found on the North American Retail site on the intranet under travel and entertainment guidelines, and the firm’s policy on Sales Practices, which can be found in the Invesco Trimark compliance manual under section D-2.
2. DEFINITIONS
For purposes of this Policy, a GIFT is anything of value given or received involving Invesco Trimark personnel, and a person or entity that has a direct or indirect, existing or potential business relationship with Invesco Trimark (a “Business Partner”). This Policy also applies to gifts given by Invesco Trimark to family members of a Business Partner and gifts received from a Business Partner by a family member of an employee of Invesco Trimark. Business Partners specifically include broker dealers and financial advisors. Gifts may include, but are not limited to, personal items, air miles, services, office accessories, electronic equipment (e.g., iPods, MP3s, etc.), tickets (e.g., theatre, concerts, sporting events, etc.) and sporting equipment (e.g., golf clubs, tennis rackets, etc.). This Policy also applies where there is an activity or event associated with a charity and sponsorship and a business partner is invited to participate. For purposes of this Policy, gifts do not include promotional items of nominal value (approximately $20 — e.g., golf balls, pens, etc.) that display the logo of Invesco Trimark or its Invesco business units, or of its Business Partners.
ENTERTAINMENT involves attendance at activities, including but not limited to meals, sporting events, the theatre, parties or receptions, and similar functions. Entertainment requires the presence of both Invesco Trimark personnel and Business Partner personnel; unless personnel from both entities attend, the activity constitutes a gift. The value of entertainment includes the cost of the activity itself (for example, the cost of tickets or a meal), as well as the cost of any related activities or services provided (such as prizes).

 


 

The value of entertainment does not include the cost of overhead (such as rent or equipment rentals).
3. THRESHOLDS
Employees are prohibited from giving or receiving gifts with a value of more than $250. The maximum total value of gifts received by, or given to, a business partner is $250 annually.
Entertainment should not exceed $400 per business partner per event. The maximum total value of entertainment per business partner is $1,200 annually.
4. FREQUENCY
Gifts and entertainment cannot be so extensive or so frequent as to cause a reasonable person to question whether the provision of the items or activity improperly influences the employee or Business Partner.
5. PROHIBITED ACTIVITIES
Employees are prohibited from providing or receiving any gift or entertainment that is conditioned upon Invesco Trimark doing business with the entity or person involved.
Employees are prohibited from soliciting gifts and entertainment. Employees are to immediately advise the Invesco Trimark Compliance department if a Business Partner solicits the employee for gifts and entertainment other than a charitable donation or request for sponsorship.
Except with the prior approval of the Invesco Trimark Compliance department, employees cannot pay for, or accept, any travel and/or accommodation to or from a Business Partner.
With respect to approved co-operative marketing practices, such as sales communications and investor seminars, where Invesco Trimark pays a portion of the cost, Invesco Trimark cannot provide gifts, other than nominal valued promotional items, to the dealer’s clients. Nominal speaker gifts would be co-op eligible at approved dealer-sponsored events for financial advisors.
6. EXCEPTIONS — PRIOR APPROVAL
Any exceptions to the established entertainment thresholds require prior approval from a sub-committee of the Invesco Risk Management Committee. Requests for exceptions will be considered on a case by case basis. Exception requests need to be submitted through the Invesco Trimark Compliance Department and would be placed before the sub-committee by the Invesco Global Compliance Director. Evidence of any prior approvals given must be maintained for audit purposes for a seven year period.
7. REPORTING/RECORD KEEPING

 


 

Each department is responsible for keeping a record of all gifts and entertainment given or received. Minimum required information includes: date, employee name(s), business partner firm name, business partner representative name(s), description of gift or entertainment, approximate dollar value, and required approval where applicable. Promotional items of nominal value (approximately $20) and department breakfasts or lunches do not need to be recorded. Where the value of the activity or item is not readily known, the employee should record the estimated cost.
8. REVIEW AND MONITORING
This Policy shall be overseen and administered by Invesco Trimark’s Code of Ethics Committee, which has responsibility for the overall scope, application, and enforcement of this Policy. Invesco Trimark’s Code of Ethics Committee shall receive the reports and recommendations of the Invesco Trimark Compliance department and of management from time to time and periodically update or revise this Policy as may be desirable.
Each department head is expected to review the gifts and entertainment log on a regular basis in order to identify any concerns or trends. Any concerns or issues are to be brought to the attention of the Invesco Trimark Compliance department.
The Invesco Trimark Compliance department will conduct a quarterly review of the gifts and entertainment log. A summary of such review, together with other relevant observations and recommendations, shall be reported to the Invesco Trimark Code of Ethics Committee.
Evidence of reviews must be maintained for a minimum of seven years.

 


 

D7. Personal Trading Policy
Policy Number: D-7      Effective Date: October 2006      Revision Date: February 2008
1.   Purpose and Application
The purpose of the Invesco Trimark Personal Trading Policy (Policy) is to ensure the fair treatment of client accounts through the highest standard of integrity and ethical business conduct by employees. For purposes of this Policy, the terms “clients” and “client accounts” always refers to the investment funds that Invesco Trimark manages or sub-advises or other accounts in which Invesco Trimark has been engaged to provide money management services.
The Policy applies to all officers, directors and employees of Invesco Trimark Investments (Employees) and their Covered Accounts (defined below). Employees include temporary, part-time, contract, and seasonal personnel. Temporary and contract employees of less then 3 months are not subject to the Policy.
Invesco Trimark recognizes that certain relationships with non-employees, such as consultants or independent contractors, may present particular risks that inappropriate trading could occur in the event that they have access to non-public information. As part of the process for engaging the services of consultants or other independent contractors, the Invesco Trimark Chief Compliance Officer may deem it necessary to have a non-employee agree to be bound by the Policy as if he or she were an Employee.
The Policy is designed to ensure, among other things, that the personal securities transactions of all Employees are conducted in accordance with the following general principles:
    A duty at all times to place the interests of client accounts first.
 
    That Employees should not take otherwise inappropriate advantage of their positions.
 
    That Employees must not use any non-public information about client accounts for their direct or indirect personal benefit.
Personal securities transactions must be conducted in a manner that avoids any actual or perceived conflict of interest. Using the automated request system (Star Compliance), Employees are required to report holdings in Reportable Securities (see 2.2) as well as pre-clear personal securities transactions in Reportable Securities in a Covered Account.

 


 

2.   Definitions
 
2.1   Covered Accounts
A Covered Account is defined for purposes of this Policy as any account:
    In which an Employee has a direct or indirect financial interest;
 
    Over which such Employee has direct or indirect control over the purchase or sale of securities; or
 
    In which securities are held for an Employee’s direct or indirect benefit.
Such Covered Accounts may include, but are not limited to, accounts of a spouse, minor child, relative, friend or personal business associate.
2.2   Reportable Securities
For purposes of this Policy, Reportable Securities include, but are not limited to:
    Stocks, bonds, options, rights, warrants, Exchange traded Funds (ETFs), and any closed-end mutual funds.
 
    Any mutual funds managed by Invesco Trimark.
2.3   Non-Reportable Securities
Non-Reportable Securities are not required to be entered into Star Compliance. Non-Reportable Securities include:
    Unit investment trusts (i.e., variable insurance contracts funded by insurance company separate accounts organized as unit investment trusts) invested exclusively in open-end mutual funds that are not managed or distributed by Invesco Trimark.
 
    Open-end U.S. and Canadian mutual funds that are not managed or distributed by Invesco Trimark.
 
    Securities held in Invesco Trimark Employee accounts administered by Group Retirement Services (GRS).
 
    Securities issued or guaranteed by (i.e., securities that are the direct obligations of) the government of Canada or the government of the United States.
 
    Principal protected or Linked note investment products.

 


 

    Money market instruments, money market mutual funds, guaranteed investment certificates, bankers’ acceptances, bank certificates of deposit, commercial paper and repurchase agreements.
3.   Pre-Clearance Requirements
 
3.1   Submitting the Request to Trade
Except where noted below, an Employee must receive prior approval using Star Compliance or from the Invesco Trimark Compliance department in order to engage in a personal securities transaction in a Reportable Security.
Blackout Rule: Pre-clearance will not be given if there has been a transaction by a subject client account in the same, or equivalent, security within three (3) calendar days of the proposed personal securities transaction.
For the purposes of this policy, an equivalent security means a security that (1) is convertible into another security or (2) gives its holder the right to purchase another security of the same issuer. For example, a bond or preferred stock may be convertible into another security of the same issuer, or an option or warrant may give the holder the right to purchase stock of the same issuer. ADR and EDR shares are considered equivalent to their corresponding foreign shares.
The trade approval process involves the following steps:
    A trade must be entered into the Star Compliance system.
 
    The Star Compliance system will confirm if there is any activity currently on the trading desk and check the portfolio accounting system to verify if there have been any transactions in the same or equivalent security within the corresponding Blackout Rule period.
 
    The Star Compliance system will provide an automated response on a timely basis for all pre-approval requests indicating whether the transaction has been approved or denied.
3.2   Executing Approved Transactions
All authorized personal securities transactions must be executed by 4pm EST on the next business day. If the trade is not executed within this time period, a new pre-clearance request must be submitted. An exception to this rule must be approved by the Invesco Trimark Chief Compliance Officer or designate.
Employees will be requested to reverse any trades processed without the required pre-approval. Any costs or losses associated with the reversal are the responsibility of the Employee.
3.3   De Minimis Exemption

 


 

Certain personal securities transactions may qualify for an exemption where they are not subject to the Blackout Rule. Securities that qualify for this De Minimis Exemption must meet the following criteria:
Equity Securities
Where a security is included in the S&P/TSX Composite Index or the Russell 1000 Index, Employees may trade up to 500 shares of the security and such trades will not be subject to the Blackout Rule.
Fixed Income Securities
An Employee may trade up to $100,000 of par value in a fixed income security and such trades will not be subject to the Blackout Rule.
The De Minimis Exemption is available to employees for each qualifying security on a rolling 30 calendar day basis. Personal securities transactions that qualify for the De Minimis Exemption must still be pre-cleared in Star Compliance.
3.4   Exceptions to Pre-clearance Requirements
Employees may trade in the following types of securities without regard to the pre-clearance procedures:
    Open-end mutual funds, open-end unit investment trusts and pooled trust funds.
 
    Variable annuities, variable life products, segregated funds, and other similar unit-based insurance products issued by insurance companies and insurance company separate accounts.
 
    Securities issued or guaranteed by the Government of Canada, or the government of any province in Canada.
 
    Securities issued or guaranteed by the Governments of the United States, United Kingdom, Germany, Japan, France and Italy.
 
    Physical commodities or securities relating to those commodities.
 
    Other securities or classes of securities as the Compliance department may from time to time designate.
The following Employee accounts are also excluded from the pre-clearance requirement:
    Employee share purchase plans, except for the sale of the securities.
 
    Employee stock option purchase plans, except for the sale of the securities.

 


 

4.   Reporting Requirements
Employees are required to sign-off and submit various reports in Star Compliance as detailed below. Employees that do not hold any Reportable Securities in any Covered Accounts are still required to sign-off on the reports.
4.1   Initial Holdings Reports
Within 10 days of becoming an Employee, each Employee, must complete an Initial Holdings Report by inputting into Star Compliance the following information:
    a complete list of all Covered Accounts (including the name of the broker, dealer or bank with which the Employee maintained the Account);
 
    a list of each Reportable Security including the number of shares (equities) or principal amount (debt securities) held in each Covered Account.
The information must be current within 45 days of the date of becoming an Employee.
4.2   Reports of Trade Confirmations
Within 10 calendar days of settlement of each personal securities transaction involving a Reportable Security, whether the transaction had to be pre-cleared or not, the Employee engaging in the transaction must provide the Invesco Trimark Compliance department a duplicate copy of the trade confirmation, or such other confirmations as are available.
4.3   Quarterly Transaction Reports
Within 30 calendar days after the end of each calendar quarter, an Employee, using the Star Compliance system, must submit a Quarterly Transaction Report. The report will contain the following information:
    the details of each personal securities transaction during the quarter in a Reportable Security in each Covered Account.
Transactions effected by an automatic investment plan are not subject to pre-clearance nor are they reportable on the Quarterly Transaction Reports. An “automatic investment plan” means any program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation. An automatic investment plan includes a dividend reinvestment plan.
4.4   Annual Holdings Reports
Within 30 calendar days after the end of the year, each Employee, using the Star Compliance system, must submit an Annual Holdings Report. The report will contain the following information as of December 31 st :

 


 

    all Covered Accounts of such Employee (including the name of the broker, dealer or bank with which the Employee maintained the account)
 
    a list of each Reportable Security including the number of shares (equities) or principal amount (debt securities) in each Covered Account
Employees are encouraged to request their broker or dealer to automatically send the Invesco Trimark Compliance department copies of trade confirmations and monthly account statements. All confirmations and statements will be reviewed by the Invesco Trimark Compliance department who will update all transactions in Star Compliance including DRIPs, and any corporate actions.
The Invesco Trimark Compliance department will review all reports submitted and report any irregularity to the Code of Ethics Committee.
5.   Discretionary Managed Accounts
An Employee must receive approval by the Invesco Trimark Compliance department to establish and maintain a fully managed discretionary account where investment discretion is given to an investment manager or trustee. Approval will be granted providing that:
    The account is subject to a written contract and all investment discretion has been delegated to another party.
    The Employee has provided the Invesco Trimark Compliance department with a copy of such written agreement.
    The Employee certifies in writing that he or she has not discussed, and will not discuss, potential investment decisions with the party to whom investment discretion has been delegated.
    Discretionary managed accounts for which this exemption is available would not include ones where the accountholder has given a power of attorney (POA) to another person such as a broker for temporary discretionary trading.
Managed accounts are not to be recorded on the Star Compliance system. Transactions executed in a managed account are not subject to pre-clearance nor are they reportable in any Quarterly Transaction Reports; however an Employee must provide an annual certification certifying the account is still managed by a third party. .
The exception from the pre-clearance and reporting requirements does not apply to shares of Invesco. An Employee is required to notify parties to whom they have delegated investment discretion that such discretion does not extend to shares of Invesco.

 


 

6.   Options Trading
In the case of personal securities transactions involving the purchase or sale of an option on an equity security, the Star Compliance system will determine whether to authorize the transaction by matching the pre-clearance request against activity in client accounts in both the option and the underlying security. Pre-clearance will not be given, if there has been a client account transaction in either the option or the underlying security within the corresponding Blackout Rule period of the proposed personal securities transaction. Pre-clearance is required for both the opening and closing transaction.
It is the responsibility of the Employee to be aware of the additional risks that can result from engaging in certain transactions. For example, if an opening options transaction is approved, the closing options transaction may not be approved or may be delayed in certain cases due to actual or apparent conflicts of interest or competing obligations that arise after the time the Employee’s opening transaction was approved. An Employee is prohibited from purchasing or selling options on shares of Invesco.
7.   Short Sales
Short sales of securities are permissible subject to the following conditions:
    No short sales on shares of Invesco.
    No short sales on securities where there has been a trade in the same security where the corresponding Blackout Rule period applies in one of the client accounts.
    Employees are prohibited from short-term trading; therefore, the Employee is restricted from buying back the position within 60 days.
    Portfolio managers are prohibited from short selling a security if the client account the Portfolio Manager manages are long the security.
    If a Portfolio Manager is selling a stock there should generally be no “short selling” allowed until that position is completely sold. This provision includes the situation where the Portfolio Manager stops selling the security for a short period, for example to let the market absorb what has been sold, and then resumes selling the position. If other client accounts hold the same security, the Invesco Trimark Compliance department will review the other client accounts to determine if the other client accounts are active in the security or are going to be active.
Transactions executed in a brokerage account that are initiated by the broker (e.g. a margin call) are not subject to pre-clearance.

 


 

8.   Restrictions on Certain Activities
Employees are subject to the following additional restrictions and prohibitions relating to certain investment activities.
8.1   Prohibition against Trading in Securities on “Restricted Lists”
Generally, all Employees are prohibited from engaging in any personal securities transactions in a security on the Invesco Trimark “restricted list”. Refer to Policy B4 – Securities Restricted List for further details.
There are instances when a security is added to the Restricted List due to ownership limits as defined under Canadian securities laws. In such instances, the Invesco Trimark Compliance department may grant approval to a personal securities transaction request after reviewing the request to ensure that there are no conflicts of interest.
8.2   Prohibition against Short-Term Trading Activities
Employees are prohibited from profiting from a trade in an “opposite transaction” in the same, or equivalent, security within 60 days of its purchase or sale. This short-term trading prohibition may be waived by the Invesco Trimark Compliance department in certain instances including where an Employee wishes to limit his or her losses on a security.
8.3   Prohibition against Purchases in Initial Public Offerings (IPOs)
Employees generally are prohibited from purchasing securities in IPOs. Employees may purchase securities in an IPO when the trade is through a discretionary managed account.
8.4   Restricted Securities Issued by Public Companies
Generally, Employees are discouraged from investing in restricted securities of public companies including special warrant deals. Restricted securities are securities acquired in an unregistered, private sale from an issuer. An Employee must receive approval by the Invesco Trimark Compliance department prior to executing a transaction in a restricted security.

 


 

8.5   Restrictions on Private Placements
An Employee may not purchase or sell any security obtained through a private placement (including Hedge Funds) unless the transaction has been pre-cleared by the Invesco Trimark Compliance department. The Invesco Trimark Compliance department will maintain a record of the approval and the rationale supporting the purchase of the Private Placement. Further, Employees who have been authorized to acquire securities in a private placement must disclose such investment when he/she plays a part in any client account’s subsequent consideration of an investment in the issuer. In such circumstances, the client account’s decision to purchase securities of the issuer is subject to an independent review by investment personnel with no personal interest in the issuer.
8.6   Investment Clubs
An Employee is prohibited from participating in an investment club unless such participation has been approved by the Invesco Trimark Compliance department providing that the Employee does not control investment decision-making for the investment club.
If participation in an investment club has been approved, all future trades will be subject to pre-clearance. An Employee must make arrangements to ensure that duplicate trade confirmations and statements are provided to the Invesco Trimark Compliance department.
8.7   Trading in Invesco
Employees are prohibited from trading in Invesco during the “Blackout Periods”. Details of the “Blackout Periods” are circulated to all Employees by way of e-mail and can also be found via the attached link:
http://intranet.prd.invesco.com/ourcompany/groupservices/sec_close.html
A “Blackout Period” is defined as the period of 60 days prior to the announcement of the year end results and the period of 30 days prior to the announcement of the interim and quarterly results. The Blackout Period may be shorter depending on when the results are announced but cannot start until the end of the relevant reporting period.
Short term trading (see Section 8.2) in Invesco shares is prohibited.

 


 

9.   Independent Directors
Except as otherwise provided in the special procedures for independent directors of US Funds, personal securities transactions of independent directors of Invesco Trimark or of Invesco Trimark’s corporate funds and members of the Fund’s Advisory Boards are not subject to either the pre-clearance or reporting requirements set forth in this Policy, except with respect to personal securities transactions in the shares of Invesco or shares of any closed-end investment company or investment trust served by such independent director in a director or trustee capacity.
9.1   For purposes of this exception the term “independent director” means
  a)   any director of Invesco Trimark’s corporate funds or members of the Invesco Trimark Fund Advisory Board
  i)   who is neither an officer nor Employee of Invesco or of any Invesco Company.
  b)   any director of Invesco Trimark who
  i)   is neither an officer nor Employee of Invesco or of any Invesco Company,
 
  ii)   is not an interested person of a US Fund under Section 2(a)(19) of the Investment Company Act (1940) and would otherwise be required to submit a pre-clearance request or make a report solely by reason of being an AIM director and
 
  iii)   does not regularly obtain information concerning the investment recommendations or decisions made by Invesco Trimark on behalf of the US Funds.
10.   Certification of Compliance
By signing off on the Invesco Code of Conduct and the Invesco Trimark Addendum to the Code on an annual basis, Employees are also confirming adherence to this Policy.
11.   Oversight
This Policy shall be overseen and administered by Invesco Trimark’s Code of Ethics Committee, while administration of this Policy is the responsibility of the Invesco Trimark Chief Compliance Officer.

 


 

11.1   Code of Ethics Committee
This Policy shall be overseen and administered by Invesco Trimark’s Code of Ethics Committee, which has responsibility for the overall scope, application, and enforcement of this Policy. Invesco Trimark’s Code of Ethics Committee shall receive the reports and recommendations of the Invesco Trimark Compliance department from time to time and periodically update or revise this Policy as may be desirable.
The Committee meets no less frequently than annually to review the Invesco Trimark Chief Compliance Officer’s report and the provisions of the Invesco Code of Conduct and this Policy. The Invesco Trimark Chief Compliance Officer calls other meetings of the Committee when she or he believes that a possible violation of the Code or these Procedures has occurred or that the Committee should meet for other purposes, such as to consider changes to the Invesco Trimark Addendum to the Invesco Code of Conduct or to this Policy. A majority of the members of the Committee will constitute a quorum. A majority of the members present at a meeting constitutes the vote required for any action taken by the Committee. Special meetings of the Committee may be called by any member of the Committee to discuss matters that are deemed to warrant immediate attention.
11.2   Invesco Trimark Compliance Department
The Invesco Trimark Compliance department administers all aspects of the Policy including informing new Employees of the requirements, reviewing pre-approval requests, monitoring personal trading activity, monitoring client account activity in the same security during the corresponding post-trade Blackout Rule period to determine whether the appearance of a conflict is present, following up on reporting requirements, and record keeping.
The Invesco Trimark Chief Compliance Officer or designate will provide a written report, at least annually to the Committee summarizing:
    Compliance with the Policy for the period under review.
    Violations of the Policy for the period under review.
    Sanctions imposed under the Policy by Invesco Trimark during the period under review.
    Whether Invesco Trimark’s external investment advisors have confirmed that they have complied with the basic principles set out in this Policy in providing investment advisory services to the funds during the period under review.
    Changes in procedures recommended for the Policy.
    Any other information requested by the Committee.

 

(INVESCO LOGO)
Invesco Ltd. Code of Conduct
A. Introduction
Our company’s Mission “Helping People Worldwide Build Their Financial Security” is a logical starting point for our Code of Conduct. To help guide us in achieving our Mission, Invesco has developed the following set of Principles:
  §   We are passionate about our clients’ success
 
  §   We earn trust by acting with integrity
 
  §   People are the foundation of our success
 
  §   Working together, we achieve more
 
  §   We believe in the continuous pursuit of performance excellence
This Code of Conduct (“Code of Conduct” or “Code”) has been created to assist us in accomplishing our Mission. It contains a number of policies and standards which, when taken together, are designed to help define the essence of the conduct of an Invesco representative. These policies and standards are also intended to provide guidance to Invesco personnel in fulfilling their obligations to comply with applicable laws, rules and regulations (“applicable laws”). This Code of Conduct applies to all officers and other employees of Invesco and its subsidiaries (collectively, “Covered Persons”).
Our Principles also help define the Invesco culture. In practice, this means that our clients’ interests must always come first, that Covered Persons should treat each other with respect and consideration, and that Invesco should participate as a responsible corporate citizen in every community in which it operates. This commitment is a vital part of our achieving our principal responsibility as a publicly-held company: producing a fair return on our shareholders’ capital.
This Code of Conduct contains broad and general principles that supplement the specific policies, procedures and training within each business unit of Invesco.

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B. Statement of General Principles
Invesco operates in a highly-regulated and complex environment. There are numerous layers of overlapping, and occasionally conflicting, laws, customs and local practices. This Code of Conduct was designed to provide all of us who are part of Invesco with a clear statement of our firm’s ethical and cultural standards.
Generally, we serve our clients as fiduciaries. Fiduciary businesses are generally held to a higher standard of conduct than other businesses, and as such there are special obligations that apply. The following key duties and principles govern our conduct as fiduciaries:
  Ø   Best interests of clients — As fiduciaries, we have a duty to act with reasonable care, skill and caution in the best interests of our clients, and to avoid conflicts of interest.
 
  Ø   Global fiduciary standards — Invesco seeks to maintain the same high fiduciary standards throughout the world, even though those standards may not be legally required, or even recognized, in some countries.
 
  Ø   Client confidentiality — We must maintain the confidentiality of information relating to the client, and comply with the data protection requirements imposed by many jurisdictions.
 
  Ø   Information — Clients must be provided with timely and accurate information regarding their accounts.
 
  Ø   Segregation and protection of assets — Processes must be established for the proper maintenance, control and protection of client assets. Fiduciary assets must be segregated from Invesco assets and property.
 
  Ø   Delegation of duties — Fiduciary duties should be delegated only when the client consents and where permitted by applicable law. Reasonable care, skill and caution must be exercised in the selection of agents and review of their performance.
 
  Ø   Client guidelines — Invesco is responsible for making investment decisions on behalf of clients that are consistent with the prospectus, contract, or other controlling document relating to the client’s account.
 
  Ø   Relations with regulators — We seek relationships with regulators that are open and responsive in nature.

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C. General Conduct
1. Fair and Honest Dealing
Covered Persons shall deal fairly and honestly with Invesco’s shareholders, customers, suppliers, competitors and employees. Covered Persons shall behave in an ethical manner and shall not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair dealing practice.
2. Anti-Discrimination and Harassment
Invesco is committed to providing a work environment that is free of discrimination and harassment. Such conduct, whether overt or subtle, is demeaning, may be illegal, and undermines the integrity of the employment relationship.
Sexual harassment can include unwelcome sexual advances, requests for sexual favors, pressure to engage in a sexual relationship as a condition of employment or promotion, or conduct which creates a hostile or offensive work environment.
Discrimination can take many forms including actions, words, jokes, or comments based upon an individual’s race, citizenship, ethnicity, color, religion, sex, veteran status, national origin, age, disability, sexual orientation, marital status or other legally protected characteristic. Any Covered Person who engages in harassment or discrimination will be subject to disciplinary action, up to and including termination of employment.
3. Electronic Communications
The use of electronic mail, the Internet and other technology assets is an important part of our work at Invesco. Used improperly, this technology presents legal and business risks for the company and for individual employees. There are also important privacy issues associated with the use of technology, and related regulations are evolving.
In accordance with Invesco’s IT Systems: Acceptable Use policies, all Covered Persons are required to use information technology for proper business purposes and in a manner that does not compromise the confidentiality of sensitive or proprietary information. All communications with the public, clients, prospects and fellow employees must be conducted with dignity, integrity, and competence and in an ethical and professional manner.
We must not use information technology to: transmit or store materials which are obscene, pornographic, or otherwise offensive; engage in criminal activity; obtain unauthorized access to data or files; commit copyright violations; install personal software without permission; or make Internet statements, without permission, that suggest that the user is speaking on behalf of Invesco or its affiliates.

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4. Substance Abuse
Invesco is committed to providing a safe and healthy work place for all employees. The use, possession, sale, transfer, purchase, or being “under the influence” of drugs at any time while on company premises or on company business is prohibited. The term “drug” includes alcoholic beverages (other than in connection with entertainment events, or in other appropriate settings), prescriptions not authorized by your doctor, inhalants, marijuana, cocaine, heroin and other illegal substances.
5. Political Activities and Lobbying
Covered Persons, as private citizens, are encouraged to exercise their rights and duties in any political or civic process. For example, voting in elections for which they are eligible, or making contributions supporting candidates or parties of their choice.
Invesco does not make political contributions with corporate funds. No Covered Person may, under any circumstances, use company funds to make political contributions, nor may you represent your personal political views as being those of the company.
In the United States, Invesco does support a Political Action Committee.
D. Conflicts of Interest
Invesco and its Covered Persons must adhere to the highest standards of honest and ethical conduct. A conflict of interest exists when a Covered Person acts in a manner that is not in the best interests of Invesco, our clients, or our shareholders. Often, this is because the Covered Person or someone with whom they have a close personal relationship (e.g. a relative or friend) will benefit personally.
All Covered Persons must act in a manner that is in the best interests of Invesco, our clients, and our shareholders and must avoid any situation that gives rise to an actual or apparent conflict of interest. At no time may a Covered Person use Invesco property, information, or their position to profit personally or to assist others in profiting at the expense of the company, to compete with Invesco, or to take advantage of opportunities that are discovered in the course of serving Invesco.
All Covered Persons shall promptly communicate to the applicable member of the Legal and Compliance Department any material transaction, relationship, or situation that reasonably could be expected to give rise to a conflict of interest so that the company and the Covered Person may take steps to minimize the conflict.
While not all-inclusive, the following sections describe in more detail key areas where real or perceived conflicts of interest can arise.
1. Outside Activities and Compensation
No Covered Person shall perform work or render services for any competitor of Invesco or for any organization with which Invesco does business, or which seeks to do

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business with Invesco, outside of the normal course of his or her employment with Invesco, without the prior written approval of the company. Nor shall any such person be a director, officer, or consultant of such an organization, or permit his or her name to be used in any fashion that would tend to indicate a business connection with such organization, without such approval. Outside organizations can include public or private corporations, partnerships, charitable foundations and other not-for-profit institutions. With the above approval, Covered Persons may receive compensation for such activities.
Service with organizations outside of Invesco can, however, raise serious regulatory issues, including conflicts of interest and access to material non-public information.
As an outside board member or officer, a Covered Person may come into possession of material non-public information about the outside company or other public companies. It is critical that a proper information barrier be in place between Invesco and the outside organization, and that the Covered Person does not communicate such information to other Covered Persons in violation of the information barrier.
Similarly, Invesco may have a business relationship with the outside organization or may seek a relationship in the future. In those circumstances, the Covered Person must not be involved in any way in the business relationship between Invesco and the outside organization.
Invesco retains the right to prohibit membership by Covered Persons on any board of directors/trustees or as an officer of an outside organization where such membership might conflict with the best interests of the company. Approval will be granted on a case-by-case basis, subject to proper resolution of potential conflicts of interest. Outside activities will be approved only if these issues can be satisfactorily resolved.
2. Personal Trading
Purchasing and selling securities in a Covered Person’s own account, or accounts over which the Covered Person has access or control, particularly in securities owned by client accounts, can give rise to potential conflicts of interest. As fiduciaries, we are held to the highest standards of conduct. Improperly gaining advance knowledge of portfolio transactions, or conducting securities transactions based upon information obtained at Invesco, can be a violation of those standards.
Every Covered Person must also comply with the specific personal trading rules in effect for the Covered Person’s business unit.
3. Information Barriers and Material Non-Public Information
In the conduct of our business, Covered Persons may come into possession of material non-public information. This information could concern an issuer, a client, a portfolio, the market for a particular security, or Invesco itself. The Board of Directors of the company has adopted an Insider Trading Policy (“Insider Trading Policy”) which applies to all Covered Persons. The Insider Trading Policy prohibits all Covered Persons from

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using such information in ways that violate the law, including for personal gain. Non-public information must be kept confidential, which may include keeping it confidential from other Covered Persons. The purchase or sale of Invesco’s securities or the securities of other publicly-traded companies while aware of material nonpublic information about such company, or the disclosure of material nonpublic information to others who then trade in such company’s securities, is prohibited by this Code of Conduct and by United States and other jurisdictions’ securities laws.
With regard to Invesco securities, the Insider Trading Policy, among other provisions, prohibits directors, officers, and other Covered Persons who are deemed to have access to material, non-public information relating to the company from trading during specified Blackout Periods (as defined therein). All Covered Persons should review the Invesco Insider Trading Policy carefully and follow the policies and procedures described therein. The failure of a Covered Person to comply with the company’s Insider Trading Policy may subject him or her to company-imposed sanctions, up to and including termination for cause, whether or not the failure to comply results in a violation of law. Please contact an appropriate member of the Legal and Compliance Department on any questions regarding this subject and the company’s Insider Trading Policy.
4. Gifts and Relationships with Customers and Suppliers
Invesco seeks to do business with clients and suppliers on a fair and equitable basis. We may not accept or provide gifts of other than nominal value, or lavish entertainment, or other valuable benefits or special favors to or from customers or suppliers. We must observe any limits imposed by our business unit’s policies, local laws, or regulations with respect to the acceptance or provision of gifts and entertainment.
E. Compliance with Applicable Laws
Invesco strives to ensure that all activity by or on behalf of Invesco is in compliance with applicable laws. As Invesco operates in major countries and securities markets throughout the world, we have a duty to comply with applicable laws of the jurisdictions in which we operate. While not exhaustive, this section describes several areas where such legislation may exist.
1. Anti-Bribery and Dealings with Governmental Officials
Special care must be taken when dealing with government customers. Activities that might be appropriate when working with private sector customers may be improper and even illegal when dealing with government employees, or when providing goods and services to another customer who, in turn, will deliver the company’s product to a government end user. Many of the countries in which Invesco conducts its business prohibit the improper influencing of governmental officials or other persons by the

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payment of bribes, gifts, political contributions, lavish hospitality or by other means. Our policy requires adherence to those restrictions.
Do not directly or indirectly promise, offer or make payment in money or anything of value to anyone, including a government official, agent or employee of a government, political party, labor organization or business entity or a candidate of a political party, or their families, with the intent to induce favorable business treatment or to improperly affect business or government decisions. This policy prohibits actions intended either to influence a specific decision or merely to enhance future relationships. In general, all travel and entertainment that Covered Persons provide to governmental officials must be pre-approved within the appropriate business unit. If approved, a written confirmation that such expenses do not violate local law must be obtained from an appropriate third party (e.g., the business unit’s legal counsel or the government official’s supervisor).
Covered Persons shall comply with applicable laws governing political campaign finance and lobbying activities and shall not engage in any conduct that is intended to avoid the application of such laws to activities undertaken on Invesco’s behalf. In addition, appropriate executive officers shall monitor compliance with lobbyist registration and disclosure requirements by all individuals who act on behalf of Invesco.
These prohibitions extend to any consultants or agents we may retain on behalf of Invesco.
2. Anti-Money Laundering
In the global marketplace, the attempted use of financial institutions and instruments to launder money is a significant problem that has resulted in the passage of strict laws in many countries. Money laundering is the attempt to disguise money derived from or intended to finance illegal activity including drug trafficking, terrorism, organized crime, fraud, and many other crimes. Money launderers go to great lengths to hide the sources of their funds. Among the most common stratagems are placing cash in legitimate financial institutions, layering between numerous financial institutions, and integrating the laundered proceeds back into the economy as apparently legitimate funds.
All Covered Persons must be vigilant in the fight against money laundering, and must not allow Invesco to be used for money laundering. Each business unit has developed an anti-money laundering program that is consistent with Invesco’s policy. Each Covered Person must comply with the applicable program.
3. Antitrust
The laws of many countries are designed to protect consumers from illegal competitive actions such as price fixing and dividing markets. It is Invesco’s policy and practice to compete based on the merits of our products and services. In order to further that policy, Covered Persons must not fix or control prices with competitors, divide up territories or markets, limit the production or sale of products, boycott certain suppliers

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or customers, unfairly control or restrict trade in any way, restrict a competitor’s marketing practices, or disparage a competitor. Covered Persons must never discuss products, pricing or markets with competitors with the intent to fix prices or divide markets.
4. International Issues
If you conduct business for Invesco outside of the U.S., in addition to being familiar with the local laws of the other countries involved, be sure you are familiar with the following U.S. laws and regulations. Violations of these laws can result in substantial fines, imprisonment and severe restrictions on the company’s ability to do business.
Foreign Corrupt Practices Act
The United States Foreign Corrupt Practices Act (FCPA) and similar laws in many other countries have a variety of provisions that regulate business in other countries and with foreign citizens. In essence, these laws make it a crime to promise or give anything of value to a foreign official or political party in order to obtain or keep business or obtain any improper advantage. It is also illegal to make payments to agents, sales representatives or other third parties if you have reason to believe your gift will be used illegally. Seek advice from the appropriate member of the Legal and Compliance Department for interpretation of the FCPA or similar laws if you are involved in any business dealings that involve foreign countries.
Anti-Boycott Laws
From time to time, various countries may impose restrictions upon the ability of businesses in their jurisdiction to engage in commerce with designated individuals, countries or companies. These laws are commonly referred to as boycotts or trade embargoes. It may be against the law to cooperate in any boycotts between foreign countries not sanctioned by the laws of the place where your office is located. All requests for boycott support or boycott-related information must be reported to your supervisor and the member of the Legal and Compliance Department with responsibility for your office.
Similarly, many countries contribute the names of criminal or terrorist organizations or individuals to a common database and require financial institutions to screen customer lists against the database as part of their “Know Your Customer” obligations. We must be aware of, and where appropriate, adhere to any such restrictions.
Embargo Sanctions
The United States Treasury Department’s Office of Foreign Assets Control prohibits U.S. companies and their foreign subsidiaries from doing business with certain countries and agencies and certain individuals. The laws of other countries may have similar types of prohibitions. The regulations vary depending on the country and the

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type of transaction and often change as countries’ foreign policies change. If you are aware of any sensitive political issues with a country in which Invesco is doing or considering doing business, seek advice from the appropriate member of the Legal and Compliance Department.
F. Information Management
1. Confidential Information
Confidential information includes all non-public information that might be of use to competitors, or harmful to the company or its customers, if disclosed. All information (in any form, including electronic information) that is created or used in support of company business activities is the property of Invesco. This company information is a valuable asset and Covered Persons are expected to protect it from unauthorized disclosure. This includes Invesco customer, supplier, business partner, and employee data. United States (federal and state) and other jurisdictions’ laws may restrict the use of such information and impose penalties for impermissible use or disclosure.
Covered Persons must maintain the confidentiality of information entrusted to them by the company or its customers, vendors or consultants except when disclosure is properly authorized by the company or legally mandated. Covered Persons shall take all reasonable efforts to safeguard such confidential information that is in their possession against inadvertent disclosure and shall comply with any non-disclosure obligations imposed on Invesco in its agreements with third parties.
Information pertaining to Invesco’s competitive position or business strategies, and information relating to negotiations with Covered Persons or third parties, should be protected and shared only with Covered Persons having a need to know such information in order to perform their job responsibilities.
2. Data Privacy
Data privacy, as it relates both to our clients and our employees, has become a major political and legal issue in many jurisdictions in which we do business. A variety of laws in each of those jurisdictions governs the collection, storage, dissemination, transfer, use, access to and confidentiality of personal information and patient health information. These laws can work to limit transfers of such data across borders and even among affiliated entities within Invesco. Invesco and its Covered Persons will comply with all provisions of these laws that relate to its business, including the privacy, security and electronic transmission of financial, health and other personal information. The company expects its Covered Persons to keep all such data confidential and to protect, use and disclose information in the conduct of our business only in compliance with these laws. The company will consider and may release personal information to third parties to comply with law or to protect the rights, property or safety of Invesco and its customers. In accordance with Invesco policies, each business unit has developed

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required disclosures and data security procedures applicable to that business unit. All Covered Persons must comply with the applicable procedures.
With respect to Invesco Covered Persons, all salary, benefit, medical and other personal information relating to Covered Persons shall generally be treated as confidential. Personnel files, payroll information, disciplinary matters, and similar information are to be maintained in a manner designed to protect confidentiality in accordance with applicable laws. All Covered Persons shall exercise due care to prevent the release or sharing of such information beyond those persons who may need such information to fulfill their job functions. Notwithstanding the foregoing, all personnel information belongs solely to Invesco and may be reviewed or used by the company as needed to conduct its business.
G. Protecting Invesco’s Assets
All Covered Persons shall strive to preserve and protect the company’s assets and resources and to promote their efficient use. The standards set forth below are intended to guide Covered Persons by articulating Invesco’s expectations as they relate to activities or behaviors that may affect the company’s assets.
1. Personal Use of Corporate Assets
Theft, carelessness and waste have a direct impact on Invesco’s profitability. Covered Persons are not to convert assets of the company to personal use. Company property should be used for the company’s legitimate business purposes and the business of the company shall be conducted in a manner designed to further Invesco’s interest rather than the personal interest of an individual Covered Person. Covered Persons are prohibited from the unauthorized use or taking of Invesco’s equipment, supplies, materials or services. Prior to engaging in any activity on company time which will result in remuneration to the Covered Person or the use of Invesco’s equipment, supplies, materials or services for personal or non-work related purposes, officers and other Covered Persons shall obtain the approval of the supervisor of the appropriate business unit.
2. Use of Company Software
Covered Persons use software programs for word processing, spreadsheets, data management, and many other applications. Software products purchased by the company are covered by some form of licensing agreement that describes the terms, conditions and allowed uses. It is the company’s policy to respect copyright laws and observe the terms and conditions of any license agreements. Copyright laws in the United States and other countries impose civil and criminal penalties for illegal reproductions and use of licensed software. You must be aware of the restrictions on the use of software and abide by those restrictions. Invesco business equipment may not be used to reproduce commercial software. In addition, you may not use personal software on company equipment without prior written approval.

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3. Computer Resources/E-mail
The company’s computer resources, which include the electronic messaging systems (e-mail, SMS, etc.), belong to Invesco and not to the Covered Person. They are not intended to be used for amusement, solicitation, or other non-business purposes. While it is recognized that Covered Persons will occasionally use the system for personal communications, it is expected that such uses will be kept to a minimum and that Covered Persons will be responsible and professional in their use of these functions. The use of the computer systems to make or forward derogatory or offensive remarks about other people or groups is prohibited. E-mail/Text messages should be treated as any other written business communication.
4. Invesco Intellectual Property
Covered Persons must carefully maintain and manage the intellectual property rights of Invesco, including patents, trademarks, copyrights and trade secrets, to preserve and protect their value. Information, ideas and intellectual property assets of Invesco are important to the company’s success.
Invesco’s name, logo, trademarks, inventions, processes and innovations are intellectual property assets and their protection is vital to the success of the company’s business. The company’s and any of its subsidiaries’ names, logos and other trademarks and service marks are to be used only for authorized company business and never in connection with personal or other activities unless appropriately approved and in accordance with company policy. In addition, our Covered Persons must respect the intellectual property rights of third parties. Violation of these rights can subject both you and the company to substantial liability, including criminal penalties.
Any work product produced in the course of performing your job shall be deemed to be a “work made for hire” and shall belong to Invesco and is to be used only for the benefit of Invesco. This includes such items as marketing plans, product development plans, computer programs, software, hardware and similar materials. You must share any innovations or inventions you create with your supervisor so that the company can take steps to protect these valuable assets.
5. Retention of Books and Records
Invesco corporate records are important assets. Corporate records include essentially everything you produce as a Covered Person, regardless of its format. A corporate record may be in the form of paper, computer tapes, microfilm, e-mail, or voice mail. It may be something as obvious as a memorandum or a contract or something not as obvious, such as a desk calendar, an appointment book, or an expense record.
Invesco is required by law to maintain certain types of corporate records, usually for a specified period of time. Failure to retain such documents for such minimum periods could subject Invesco to penalties and fines, cause the loss of rights, obstruct justice, place Invesco in contempt of court, or place Invesco at a serious disadvantage in

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litigation. However, storage of voluminous records over time is costly. Therefore, Invesco has established controls to assure retention for required periods and timely destruction of retrievable records, such as paper copies and records on computers, electronic systems, microfiche, and microfilm. Even if a document is retained for the legally required period, liability could still result if a document is destroyed before its scheduled destruction date.
Invesco and its affiliates are subject to the regulatory requirements of numerous countries and regulatory agencies. Virtually all of them have specific requirements concerning the creation, maintenance and storage of business records. Invesco expects all Covered Persons to become familiar with and fully comply with the records retention/destruction schedule for the departments and office locations for which they work. If you believe documents should be retained beyond the applicable retention period, consult with the Legal and Compliance Department.
6. Sales and Marketing Materials
Invesco is committed to building sustained, open, and honest relationships with our customers, and to complying with all relevant regulatory requirements. This requires that all marketing and sales-related materials be prepared under standards approved by the Legal and Compliance Department and, prior to use, reviewed and approved by the appropriate supervisor within a business unit. Covered materials include requests for proposals, client presentations, performance summaries, advertisements, and published market commentaries.
H. Disclosure of Invesco Information
1. Integrity and Accuracy of Financial Records
The preparation and maintenance of accurate books, records and accounts is required by law and essential to the proper discharge of financial, legal and reporting obligations. All Covered Persons are prohibited from directly or indirectly falsifying or causing to be false or misleading any financial or accounting book, record or account. In addition, all financial data must be completely and accurately recorded in compliance with applicable law and Invesco’s accounting policies and procedures. A Covered Person may violate this section by acting or by failing to act when he or she becomes aware of a violation or potential violation of this section.
2. Disclosure in Reports and Documents
Filings and Public Materials. As a public company, it is important that the company’s filings with the SEC and other U.S. federal, state, domestic and international regulatory agencies are full, fair, accurate, timely and understandable. The company also makes many other filings with the SEC and other U.S. and international regulatory agencies on behalf of the funds that its subsidiaries and affiliates manage. Further, the company prepares mutual fund account statements, client investment performance information,

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prospectuses and advertising materials that are sent out to its mutual fund shareholders and clients.
Disclosure and Reporting Policy. The company’s policy is to comply with all applicable disclosure, financial reporting and accounting regulations applicable to the company. The company maintains the highest commitment to its disclosure and reporting requirements, and expects and requires all Covered Persons to record information accurately and truthfully in the books and records of the company.
Information for Filings. Depending on his or her position with the company, a Covered Person may be called upon to provide necessary information to assure that the company’s public reports and regulatory filings are full, fair, accurate, timely and understandable. The company expects all Covered Persons to be diligent in providing accurate information to the inquiries that are made related to the company’s public disclosure requirements.
Disclosure Controls and Procedures and Internal Control Over Financial Reporting. Covered Persons are required to cooperate and comply with the company’s disclosure controls and procedures and internal controls over financial reporting so that the company’s reports and documents filed with the SEC and other U.S. federal, state, domestic and international regulatory agencies comply in all material respects with applicable laws and provide full, fair, accurate, timely and understandable disclosure.
3. Improper Influence on the Conduct of Audits
Every Covered Person must deal fairly and honestly with outside accountants performing audits, reviews or examinations of Invesco’s and its subsidiaries’ financial statements. To that end, no Covered Person of Invesco may make or cause to be made a materially false or misleading statement (or omit facts necessary to make the statements made not misleading) in connection with an audit, review or examination of financial statements by independent accountants or the preparation of any document or report required to be filed with a governmental or regulatory authority. Covered Persons of Invesco also are prohibited from coercing, manipulating, misleading or fraudulently inducing any independent public or certified public accountant engaged in the performance or review of financial statements that are required to be filed with a governmental or regulatory authority if he or she knows or should have known that his or her actions could result in making those financial statements materially misleading.
4. Standards for Invesco’s Financial Officers
Invesco’s Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer (the “Financial Officers”) are required to take all reasonable steps to provide full, fair, accurate, timely and understandable disclosures in the reports and documents that Invesco files with or submits to the SEC and other regulatory bodies and in other public communications made by Invesco. In the event that a Financial Officer learns that any such report, document or communication does not meet this standard and such deviation is material, then the Financial Officers are required to review and investigate

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such deviation, advise the Board of Directors or the Audit Committee of the Board of Directors regarding the deviation and, where necessary, revise the relevant report, document or communication.
Although a particular accounting treatment for one or more of Invesco’s operations may be permitted under applicable accounting standards, the Financial Officers may not authorize or permit the use of such an accounting treatment if the effect is to distort or conceal Invesco’s true financial condition. The accounting standards and treatments utilized by Invesco must, in all instances, be determined on an objective and uniform basis and without reference to a single transaction or series of transactions and their impact on Invesco’s financial results for a particular time period. Any new or novel accounting treatment or standard that is to be utilized in the preparation of Invesco’s financial statements must be discussed with Invesco’s Audit Committee and its independent auditors.
5. Communications with the Media, Analysts and Shareholders
Invesco has a long-standing policy of co-operating with the news media and the financial community. This policy is intended to enhance respect for the company, provide accurate information, and achieve our business goals.
Invesco employs media relations professionals who are responsible for handling all contacts with the news media. Invesco’s Communications and Public Affairs Department is responsible for formulating and directing our media relations policy worldwide. Other Invesco employees may not speak to or disseminate information to the news media unless such contact has been requested and arranged by or coordinated with an Invesco media relations professional in accordance with the company’s media relations policy. Any contact from the news media should be referred promptly and without comment to an Invesco media relations professional. If you do not know the appropriate media relations professional for your unit, you can refer the contact to the Invesco Communications and Public Affairs Department.
Many countries have detailed rules with regard to the dissemination of information about public companies. In particular, a public company must have procedures for controlling the release of information that may have a material impact on its share price. The Chief Executive Officer and the Chief Financial Officer are responsible for Invesco’s relationships with the financial community, including the release of price sensitive information. Other Invesco employees may not speak to or disseminate information regarding the company to the financial community (including analysts, investors, shareholders, Company lenders, and rating agencies) unless such contact has been requested and arranged by the Chief Executive Officer, the Chief Financial Officer or the Investor Relations Group within the Finance Department.

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I. Compliance with the Code of Conduct
1. Your Responsibilities
One person’s misconduct can damage our entire company’s hard-earned reputation and compromise the public’s trust in the company. Every Covered Person should therefore be familiar with this Code and abide strictly by its provisions.
2. Reporting Violations of the Code
As part of being accountable to each other and Invesco, all Covered Persons are required to report possible violations of the Invesco Code of Conduct, laws or regulations. Such violations can include, but are not limited to:
  Ø   Violations of any laws or regulations generally involving Invesco;
 
  Ø   Questionable accounting matters, internal accounting controls, auditing matters, breaches of fiduciary duty or violations of United States or foreign securities laws or rules including, but not limited to:
    fraud or deliberate error in the preparation, evaluation, review or audit of any financial statement of Invesco;
 
    misrepresentation or false statements to or by a senior officer or accountant regarding a matter contained in the financial records, financial reports or audit reports of Invesco;
 
    deviation from full and fair reporting of Invesco’s financial condition; or
 
    fraudulent or criminal activities engaged in by officers, directors or employees of Invesco;
You may report your concerns in any of three ways:
Contact your supervisor
We encourage you to first contact your immediate supervisor, who is in turn responsible for informing Invesco’s Compliance Reporting Line (described below) of any concerns raised.
Contact the Legal and Compliance or Human Resources Departments
If you prefer not to discuss a concern with your own supervisor, you may instead contact the Legal and Compliance or Human Resources Departments directly.

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Call our Compliance Reporting Line
You may also call the Invesco Compliance Reporting Line. If you are calling from a U.S. or Canadian location, dial 1-866-297-3627 . For calls from all other locations, dial an international operator and request a collect call to 1-704-943-1136 . When asked for your name use “Invesco.”
The Compliance Reporting Line is administered by an outside vendor and is available 24 hours a day, seven days a week. For more information on the Compliance Reporting Line, please click here: Compliance Reporting Line.
Invesco will not permit retribution, harassment, or intimidation of any employee who in good faith reports a possible violation. Along with the three reporting methods described above, this also includes, but is not limited to an employee who discloses information to a government or law enforcement agency, or any other national, state or provincial securities regulatory authority where the employee has reasonable cause to believe that the information discloses a violation or possible violation of federal or state law or regulation. Invesco policy also prevents any employee from being subject to disciplinary or retaliatory action by Invesco or any of its employees or agents as a result of the employee’s good faith.
However, employees who file reports or provide evidence which they know to be false or without a reasonable belief in the truth and accuracy of such information may be subject to disciplinary action, including termination of their employment.
3. Failure to Comply
It is your responsibility at all times to comply with the law and behave in an ethical manner. Failure to obey laws and regulations violates this Code and may expose both you and the company to criminal or civil sanctions. Invesco will investigate reported violations of the Code and, if violations are found, may take disciplinary action, if appropriate, against the individuals involved up to and including termination. Invesco may also seek civil remedies from you and even refer criminal misconduct to law enforcement agencies, and may make reports, if appropriate, to regulatory authorities. Nothing in this Code restricts the company from taking any disciplinary action on any matters pertaining to the conduct of a Covered Person, whether or not expressly set forth in the Code.
4. Annual Certification
As Covered Persons, each of us is obligated to read and understand this Code of Conduct and our relevant business unit’s policies and procedures. All Covered Persons are expected to abide by both the letter and spirit of the Code and will certify their adherence on an annual basis.

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5. Other Requirements
This Code cannot anticipate every possible situation or cover every topic in detail. The company has established special policies to address specific subjects and will update this Code and those specific policies from time-to-time. Covered Persons are also expected to perform their work with honesty and integrity in any areas not specifically addressed by the Code. If you are unclear about a situation, please speak with your supervisor or an appropriate member of the Legal and Compliance Department before taking action.
6. Waivers of the Code
In certain limited situations, Invesco may waive the application of the Code to employees or Executive Officers (as defined in Rule 3b-7 under the Securities Exchange Act of 1934, “Executive Officers”). For the purposes of the Code, the term “waiver” shall mean a material departure from a provision of the Code.
For employees, other then Executive Officers, any requests for waivers must be made to the Legal and Compliance Department. The Legal and Compliance Department shall forward the request to the General Counsel of the business unit for consideration.
For Executive Officers, any requests for waivers must be made to the Legal and Compliance Department. The Legal and Compliance Department will forward the request to the Invesco Board of Directors or a committee thereof for consideration. Any such waiver granted to an Executive Officer shall be promptly disclosed to shareholders as required by the corporate governance listing standards of the New York Stock Exchange and other applicable laws.
Criteria for a Waiver:
Any employee or Executive Officer requesting a waiver of the Code must demonstrate that such a waiver:
    is necessary to alleviate undue hardship or in view of unforeseen circumstances or is otherwise appropriate under all the relevant facts and circumstances;
 
    will not be inconsistent with the purposes and objectives of the Code;
 
    will not adversely affect the interests of clients of the company or the interests of the company; and
 
    will not result in a transaction or conduct that would violate provisions of applicable laws or regulations.
7. Use and Disclosure
This Code is intended solely for the internal use by the company and does not constitute an admission, by or on behalf of the company, as to any fact, circumstance, or legal conclusion. To the extent required by law, the company shall publicly ( e.g. , in

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its Annual Report on Form 10-K and/or on its website) disclose this Code of Conduct and its application to all of the company’s Covered Persons.
8. Amendments
This Code may only be amended by Invesco’s Board of Directors or a duly authorized committee thereof. To the extent required by law, amendments to the Code of Conduct shall be disclosed publicly. As set forth in the company’s filings with the SEC, the company has elected to disclose certain amendments to the Code that affect, and any waivers of the Code granted to, Financial Officers on the company’s Web site.
Revised: September 2009

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