As filed with the Securities and Exchange Commission on April 26, 2004
1933 Act Registration No. 2-27334
1940 Act Registration No. 811-1540
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] Pre-Effective Amendment No. ____ Post-Effective Amendment No. 95 [X] and/or REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X] Amendment No. 95 [X] |
(Check appropriate box or boxes.)
Registrant's Telephone Number, including Area Code (713) 626-1919
Copy to:
Melanie Ringold, Esquire Martha J. Hays, Esquire A I M Advisors, Inc. Ballard Spahr Andrews & Ingersoll, LLP 11 Greenway Plaza, Suite 100 1735 Market Street, 51st Floor Houston, Texas 77046 Philadelphia, Pennsylvania 19103-7599 |
Approximate Date of Proposed Public Offering: As soon as practicable after the
effective date of this Amendment
It is proposed that this filing will become effective (check appropriate box)
[ ] immediately upon filing pursuant to paragraph (b)
[X] on April 30, 2004 pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date), pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date), pursuant to paragraph (a)(2) of rule 485.
If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective date for a previously filed post-effective amendment.
AIM BALANCED FUND
PROSPECTUS
APRIL 30, 2004
AIM Balanced Fund seeks to achieve as high a total return as possible, consistent with preservation of capital.
This prospectus contains important information about the Class A, B, C and R shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is to achieve as high a total return as possible, consistent with preservation of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing in a broadly diversified portfolio of common stocks, preferred stocks, convertible securities and bonds. The fund normally invests a minimum of 30% and a maximum of 70% of its total assets in equity securities and a minimum of 30% and a maximum of 70% of its total assets in non-convertible debt securities. The fund may also invest up to 25% of its total assets in convertible securities. The fund may also invest up to 25% of its total assets in foreign securities. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
In selecting the percentages of assets to be invested in equity or debt securities, the portfolio managers consider such factors as general market and economic conditions, as well as trends, yields, interest rates and changes in fiscal and monetary policies. The portfolio managers will primarily purchase equity securities for growth of capital and debt securities for income purposes. However, the portfolio managers will focus on companies whose securities have the potential for both growth of capital and income generation. The portfolio managers consider whether to sell a particular security when they believe that security no longer has that potential.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
The fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If the fund does trade in this way, it may incur increased transaction costs, which can lower the actual return on your investment. Active trading may also increase short-term gains and losses, which may affect the taxes you have to pay.
There is a risk that you could lose all or a portion of your investment in the fund and that the income you may receive from the fund may vary. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. Interest rate increases may cause the price of a debt security to decrease; the longer a debt security's duration, the more sensitive it is to this risk. The issuer of a security may default or otherwise be unable to honor a financial obligation.
The values of convertible securities in which the fund invests may also be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest or dividends, their values may fall if interest rates rise. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 1994................................................................... -5.44% 1995................................................................... 34.97% 1996................................................................... 19.25% 1997................................................................... 24.41% 1998................................................................... 12.46% 1999................................................................... 19.04% 2000................................................................... -4.21% 2001................................................................... -11.33% 2002................................................................... -17.85% 2003................................................................... 17.23% |
The Class A shares' year-to-date total return as of March 31, 2004 was 3.65%.
During the periods shown in the bar chart, the highest quarterly return was 16.22% (quarter ended December 31, 1999) and the lowest quarterly return was -12.21% (quarter ended September 30, 2001).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ----------------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR 5 YEARS 10 YEARS INCEPTION(1) DATE ----------------------------------------------------------------------------------------- Class A 03/31/78 Return Before Taxes 11.65% (1.50)% 7.04% -- Return After Taxes on Distributions 10.90 (2.48) 5.75 -- Return After Taxes on Distributions and Sale of Fund Shares 7.53 (1.82) 5.36 -- Class B 10/18/93 Return Before Taxes 11.29 (1.66) 6.88 -- Class C 08/04/97 Return Before Taxes 15.32 (1.29) -- 1.42 Class R(2) 03/31/78(2) Return Before Taxes 16.92 (0.78) 7.30 -- ----------------------------------------------------------------------------------------- S&P 500(3) 28.67 (0.57) 11.06 -- -- Custom Balanced Index(4) 19.80 5.15 10.18 -- -- Lipper Balanced Fund Index(5) 19.94 2.95 8.27 -- -- ----------------------------------------------------------------------------------------- |
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
Class A only and after-tax returns for Class B, C and R will vary.
(1) Since Inception performance is only provided for a class with less than ten
calendar years of performance.
(2) The returns shown for the one year period are the historical returns of the fund's Class R shares. The returns shown for the five and ten year periods are the blended returns of the historical performance of the fund's Class R shares since their inception and the restated historical performance of the fund's Class A shares (for periods prior to inception of the Class R shares) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Class R shares is June 3, 2002.
(3) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. The fund has also included the Custom Balanced Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Balanced Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(4) The Custom Balanced Index is an index created by A I M Advisors, Inc. to benchmark the fund. This index consists of the following indices: 60% Russell 1000(R) Value Index and 40% Lehman Brothers U.S. Aggregate Bond Index. The Russell 1000(R) Value Index measures the performance of those Russell 1000(R) Index companies with the lower price to book ratios and lower forecasted growth values. The Lehman Brothers U.S. Aggregate Bond Index measures the performance of U.S. investment-grade fixed rate bonds with components for government and corporate securities, mortgage pass-throughs and asset-backed securities of treasury issues, agency issues, corporate bond issues and mortgage-backed securities.
(5) The Lipper Balanced Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Balanced category. These funds invest to conserve principal by maintaining at all times a balanced portfolio of stocks and bonds. Typically the stock/bond ratio is approximately 60/40.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 4.75% None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% None(3) -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Management Fees 0.52% 0.52% 0.52% 0.52% Distribution and/or Service (12b-1) Fees 0.25 1.00 1.00 0.50 Other Expenses 0.33 0.33 0.33 0.33 Total Annual Fund Operating Expenses 1.10 1.85 1.85 1.35 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) If you are a retirement plan participant, you may pay a 0.75% CDSC if the
distributor paid a concession to the dealer of record and a total redemption
of the retirement plan assets occurs within 12 months from the date of the
retirement plan's initial purchase.
(4) There is no guarantee that actual expenses will be the same as those shown
in the table.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $582 $808 $1,052 $1,752 Class B 688 882 1,201 1,973 Class C 288 582 1,001 2,169 Class R 137 428 739 1,624 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $582 $808 $1,052 $1,752 Class B 188 582 1,001 1,973 Class C 188 582 1,001 2,169 Class R 137 428 739 1,624 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.52% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team (co-managers) who are primarily responsible for the management of the fund's portfolio are
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1998.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full time student.
- Jan H. Friedli, Senior Portfolio Manager, who has been responsible for the fund since 1999 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was global fixed-income portfolio manager for Nicholas-Applegate Capital Management.
- Scot W. Johnson, Senior Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 1994.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value and Investment Grade Teams. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Balanced Fund are subject to the maximum 4.75% initial sales charge as listed under the heading "CATEGORY II Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. Certain purchases of Class R shares may be subject to the contingent deferred sales charge listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist of both capital gains and ordinary income.
DIVIDENDS
The fund generally declares and pays dividends, if any, quarterly.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
The information for the fiscal years 2003, 2002, 2001 and 2000 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information for the prior fiscal years or periods was audited by other public accountants.
CLASS A ---------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------------- 2003 2002 2001 2000 1999 ---------- ---------- ---------- ---------- ---------- Net asset value, beginning of period $ 20.81 $ 25.94 $ 30.10 $ 32.69 $ 28.23 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.35(a) 0.49(a) 0.71(a)(b) 0.92(a) 0.82(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (5.09) (4.14) (2.23) 4.46 ================================================================================================================================= Total from investment operations 3.55 (4.60) (3.43) (1.31) 5.28 ================================================================================================================================= Less distributions: Dividends from net investment income (0.43) (0.53) (0.73) (0.79) (0.82) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.43) (0.53) (0.73) (1.28) (0.82) ================================================================================================================================= Net asset value, end of period $ 23.93 $ 20.81 $ 25.94 $ 30.10 $ 32.69 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 17.23% (17.85)% (11.36)% (4.18)% 19.04% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $1,297,378 $1,434,164 $2,284,776 $2,507,641 $1,800,350 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.10%(d) 1.06% 1.01% 0.96% 0.94% ================================================================================================================================= Ratio of net investment income to average net assets 1.60%(d) 2.11% 2.60%(b) 2.80% 2.81% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premiums on debt securities. Had the Fund not amortized premiums on debt securities, the net investment income per share would have been $0.73 and the ratio of net investment income to average net assets would have been 2.67%. In accordance with the AICPA Audit and Accounting Guide for Investment Companies, per share and ratios for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of $1,358,995,358.
CLASS B ------------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------------ 2003 2002 2001 2000 1999 -------- -------- ---------- ---------- ---------- Net asset value, beginning of period $ 20.77 $ 25.88 $ 30.01 $ 32.61 $ 28.18 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.17 (5.06) (4.11) (2.23) 4.45 ================================================================================================================================= Total from investment operations 3.36 (4.75) (3.61) (1.57) 5.03 ================================================================================================================================= Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================= Net asset value, end of period $ 23.87 $ 20.77 $ 25.88 $ 30.01 $ 32.61 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 16.29% (18.46)% (12.01)% (4.93)% 18.08% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $739,424 $766,330 $1,176,679 $1,358,823 $1,183,215 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================= Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.86%(b) 2.03% 2.00% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premiums on debt securities. Had the Fund not amortized premiums on debt securities, the net investment income per share would have been $0.52 and the ratio of net investment income to average net assets would have been 1.93%. In accordance with the AICPA Audit and Accounting Guide for Investment Companies, per share and ratios for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of $733,644,320.
CLASS C ------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------ 2003 2002 2001 2000 1999 -------- -------- -------- -------- -------- Net asset value, beginning of period $ 20.80 $ 25.92 $ 30.05 $ 32.65 $ 28.21 -------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) -------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.18 (5.07) (4.11) (2.23) 4.46 ================================================================================================================================ Total from investment operations 3.37 (4.76) (3.61) (1.57) 5.04 ================================================================================================================================ Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) -------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================ Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================ Net asset value, end of period $ 23.91 $ 20.80 $ 25.92 $ 30.05 $ 32.65 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Total return(c) 16.32% (18.46)% (11.99)% (4.93)% 18.09% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $264,513 $302,346 $483,644 $365,510 $200,585 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================ Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.85%(b) 2.03% 2.00% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Portfolio turnover rate 114% 78% 73% 55% 65% ________________________________________________________________________________________________________________________________ ================================================================================================================================ |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premiums on debt securities. Had the Fund not amortized premiums on debt securities, the net investment income per share would have been $0.52 and the ratio of net investment income to average net assets would have been 1.92%. In accordance with the AICPA Audit and Accounting Guide for Investment Companies, per share and ratios for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of $279,183,614.
CLASS R ------------------------------------ YEAR ENDED JUNE 3, 2002 (DATE DECEMBER SALES COMMENCED) 31, TO DECEMBER 31, 2003 2002 ----------- ------------------ Net asset value, beginning of period $20.83 $ 23.73 -------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.30(a) 0.22(a) -------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.19 (2.78) ================================================================================================== Total from investment operations 3.49 (2.56) ================================================================================================== Less distributions from net investment income (0.37) (0.34) ================================================================================================== Net asset value, end of period $23.95 $ 20.83 __________________________________________________________________________________________________ ================================================================================================== Total return(b) 16.92% (10.82)% __________________________________________________________________________________________________ ================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $3,812 $ 293 __________________________________________________________________________________________________ ================================================================================================== Ratio of expenses to average net assets 1.35%(c) 1.33%(d) ================================================================================================== Ratio of net investment income to average net assets 1.35%(c) 1.83%(d) __________________________________________________________________________________________________ ================================================================================================== Portfolio turnover rate(e) 114% 78% __________________________________________________________________________________________________ ================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $2,759,046.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
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REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--registered trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM Balanced Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com BAL-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM BASIC BALANCED FUND
PROSPECTUS
APRIL 30, 2004
AIM Basic Balanced Fund seeks to achieve long-term growth of capital and current income.
This prospectus contains important information about the Class A, B, C and R shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital and current income. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing in a broadly diversified portfolio of common stocks, preferred stocks, convertible securities and bonds. The fund invests without regard to market capitalization. The fund normally invests a minimum of 30% and a maximum of 70% of its total assets in equity securities and a minimum of 30% and a maximum of 70% of its total assets in investment-grade non-convertible debt securities. The fund may also invest up to 25% of its total assets in convertible securities and up to 25% of its total assets in foreign securities. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
In selecting the percentages of assets to be invested in equity or debt securities, the portfolio managers consider such factors as general market and economic conditions, as well as trends, yields, interest rates and changes in fiscal and monetary policies. In selecting equity investments, the portfolio managers seek to identify those companies whose stock prices are undervalued by investors due to temporary factors and that provide the potential for attractive returns. The portfolio managers will purchase debt securities for both capital appreciation and income, and to provide portfolio diversification. The portfolio managers consider whether to sell a particular security when they believe that security no longer has that potential.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
There is a risk that you could lose all or a portion of your investment in the fund and that the income you may receive from the fund may vary. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. Interest rate increases may cause the price of a debt security to decrease; the longer a debt security's duration, the more sensitive it is to this risk. The issuer of a security may default or otherwise be unable to honor a financial obligation.
The values of convertible securities in which the fund invests may also be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest or dividends, their values may fall if interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
ANNUAL TOTAL RETURNS
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURN ----------- ------- 2002................................................................... -10.97% 2003................................................................... 22.35% |
The Class A shares' year-to-date total return as of March 31, 2004 was 2.94%.
During the period shown in the bar chart, the highest quarterly return was 14.54% (quarter ended June 30, 2003) and the lowest quarterly return was -11.63% (quarter ended September 30, 2002).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ---------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR INCEPTION DATE ---------------------------------------------------------------------------------- Class A 09/28/01 Return Before Taxes 16.56% 5.14% Return After Taxes on Distributions 16.44 4.81 Return After Taxes on Distributions and Sale of Fund Shares 10.87 4.19 Class B 09/28/01 Return Before Taxes 16.64 5.53 Class C 09/28/01 Return Before Taxes 20.64 6.76 Class R(1) 09/28/01 Return Before Taxes 22.16 7.27 ---------------------------------------------------------------------------------- S&P 500(2) 28.67 4.73(5) 09/30/01(5) Custom Basic Balanced Index(3) 19.27 7.57(5) 09/30/01(5) Lipper Balanced Fund Index(4) 19.94 6.02(5) 09/30/01(5) ---------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B and C will vary.
(1) The returns shown for these periods are the restated historical performance of the fund's Class A shares at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Class R shares is April 30, 2004.
(2) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. The fund has also included the Custom Basic Balanced Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Balanced Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(3) The Custom Basic Balanced Index is an index created by A I M Advisors, Inc. to benchmark the fund. This index consists of the following indices: 60% Russell 1000--Registered Trademark-- Value and 40% Lehman Brothers U.S. Aggregate Bond. The Russell 1000--Registered Trademark-- Value Index measures the performance of those Russell 1000--Registered Trademark-- Index companies with lower price-to-book ratios and lower forecasted growth values. The Lehman Brothers U.S. Aggregate Bond Index measures the performance of U.S. investment-grade fixed rate bonds with components for government and corporate securities, mortgage pass throughs and asset backed securities of treasury issues, agency issues, corporate bond issues and mortgage-backed securities.
(4) The Lipper Balanced Fund Index is an equally weighted representation of the
30 largest funds in the Lipper Balanced category. These funds invest to
conserve principal by maintaining at all times a balanced portfolio of
stocks and bonds. Typically the stock/bond ratio is approximately 60/40.
(5) The average annual total return given is since the month end closest to the
inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES ---------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C CLASS R ---------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 4.75% None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% None(3) ---------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) ---------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C CLASS R ---------------------------------------------------------------------------- Management Fees 0.65% 0.65% 0.65% 0.65% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 0.50% Other Expenses(5) 0.57 0.57 0.57 0.57 Total Annual Fund Operating Expenses(6) 1.57 2.22 2.22 1.72 ---------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) If you are a retirement plan participant, you may pay a 0.75% CDSC if the
distributor paid a concession to the dealer of record and a total redemption
of the retirement plan assets occurs within 12 months from the date of the
retirement plan's initial purchase.
(4) There is no guarantee that actual expenses will be the same as those shown
in the table.
(5) Other Expenses for Class R shares are based on estimated average net assets for the current fiscal year.
(6) The funds advisor has voluntarily agreed to waive advisory fees or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) for the fund's Class A shares to 1.50% (e.g., if the advisor waives 0.07% of Class A share expenses, the advisor will also waive 0.07% of Class B, Class C and Class R share expenses. Total Annual Fund Operating Expenses net of this agreement for the fiscal year ended December 31, 2003 for Class A, Class B and Class C shares are 1.50%, 2.15% and 2.15%, respectively, and restated for Class R shares are 1.65%. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses to exceed the limits: (i) interest; (ii) taxes; (iii) extraordinary items (these are expenses that are not anticipated to arise from the Fund's day-to-day operations), as defined in the Financial Accounting Standard's Board's Generally Accepted Accounting Principles or as approved by the fund's Board of Trustees; (iv) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (v) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the fund benefits are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. These expense limitation agreements may be modified or discontinued without further notice to investors.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS ---------------------------------------------------------------------------- Class A $627 $947 $1,290 $2,254 Class B 725 994 1,390 2,391 Class C 325 694 1,190 2,554 Class R 175 542 933 2,030 ---------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS ---------------------------------------------------------------------------- Class A $627 $947 $1,290 $2,254 Class B 225 694 1,190 2,391 Class C 225 694 1,190 2,554 Class R 175 542 933 2,030 ---------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal period ended December 31, 2003, the advisor received compensation of 0.58% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full-time student.
- Jan H. Friedli, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was global fixed-income portfolio manager for Nicholas-Applegate Capital Management.
- Scot W. Johnson, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1994.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value and Investment Grade Teams. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Basic Balanced Fund are subject to the maximum 4.75% initial sales charge as listed under the heading "CATEGORY II Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. Certain purchases of Class R shares may be subject to the contingent deferred sales charge listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist of both capital gains and ordinary income.
DIVIDENDS
The fund generally declares and pays dividends, if any, quarterly.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's
annual report, which is available upon request.
CLASS A ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------- ------- ------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income 0.05 0.11(a) 0.03(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.05 (1.28) 0.76 ============================================================================================================ Total from investment operations 2.10 (1.17) 0.79 ============================================================================================================ Less distribution from net investment income (0.06) (0.12) (0.04) ============================================================================================================ Net asset value, end of period $ 11.50 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 22.35% (10.97)% 7.94% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $53,675 $32,414 $10,753 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 1.50%(c) 1.48% 1.43%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 1.57%(c) 1.67% 2.89%(d) ============================================================================================================ Ratio of net investment income to average net assets 0.46%(c) 1.15% 1.16%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $40,154,641.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS B ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------- ------- ------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ============================================================================================================ Total from investment operations 2.04 (1.24) 0.78 ============================================================================================================ Less distribution from net investment income (0.01) (0.05) (0.03) ============================================================================================================ Net asset value, end of period $ 11.49 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 21.64% (11.56)% 7.76% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $76,304 $47,597 $16,067 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 2.22%(c) 2.32% 3.54%(d) ============================================================================================================ Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a)Calculated using average shares outstanding.
(b)Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c)Ratios are annualized and based on average net assets of $58,717,932.
(d)Annualized.
(e)Not annualized for periods less than one year.
CLASS C ------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------- ------- ------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $10.00 --------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) --------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ========================================================================================================= Total from investment operations 2.04 (1.24) 0.78 ========================================================================================================= Less distribution from net investment income (0.01) (0.05) (0.03) ========================================================================================================= Net asset value, end of period $ 11.49 $ 9.46 $10.75 _________________________________________________________________________________________________________ ========================================================================================================= Total return(b) 21.64% (11.57)% 7.76% _________________________________________________________________________________________________________ ========================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $24,790 $15,727 $5,168 _________________________________________________________________________________________________________ ========================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) --------------------------------------------------------------------------------------------------------- Without fee waivers 2.22%(c) 2.32% 3.54%(d) ========================================================================================================= Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) _________________________________________________________________________________________________________ ========================================================================================================= Portfolio turnover rate(e) 51% 42% 7% _________________________________________________________________________________________________________ ========================================================================================================= |
(a)Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $18,476,969.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
MCF--04/04
CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
MCF--04/04
TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
MCF--04/04
PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
MCF--04/04
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
OBTAINING ADDITIONAL INFORMATION
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of 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.
If you have questions about this fund, another fund in The AIM Family of Funds--registered trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You can also review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIM Basic Balanced Fund
SEC 1940 Act file number: 811-1540
AIMinvestments.com BBA-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM EUROPEAN SMALL COMPANY FUND PROSPECTUS APRIL 30, 2004 |
AIM European Small Company Fund seeks to provide long-term growth of capital.
This prospectus contains important information about the Class A, B and C shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 2 ------------------------------------------------------ PERFORMANCE INFORMATION 3 ------------------------------------------------------ Annual Total Returns 3 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 Future Limited Fund Offering 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of AIM Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing, normally, at least 80% of its assets in securities of small European companies. In complying with this 80% investment requirement, the fund will invest primarily in marketable equity securities, including convertible securities, but its investments may include other securities, such as synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The fund considers various factors when determining whether a company is in Europe, including whether (1) it is organized under the laws of a country in Europe; (2) it has a principal office in a country in Europe; (3) it derives 50% or more of its total revenues from business in a country in Europe; or (4) its equity securities are traded principally on a stock exchange, or in an over-the-counter market, in a country in Europe. The fund considers a company to be a small company if it has a market capitalization, at the time of purchase, no larger than the largest capitalized company included in the Russell 2000--Registered Trademark-- Index during the most recent 11-month period (based on month-end data) plus the most recent data during the current month. The Russell 2000--Registered Trademark-- Index measures the performance of the 2,000 smallest companies in the Russell 3000--Registered Trademark--Index, which measures the performance of the 3,000 largest U.S. companies and is regarded as the standard for measuring U.S. stock, market performance. Under normal conditions, the top 10 holdings may comprise up to one-third of the fund's total assets.
The fund will normally invest in the securities of companies located in at least three European countries. The fund may invest up to 35% of its total assets in European companies located in developing countries, i.e., those that are in the initial stages of their industrial cycles.
The fund may invest up to 20% of its total assets in securities exchangeable for or convertible into equity securities of European companies. The fund may invest up to 20% of its assets in securities of non-European companies. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
The portfolio managers focus on companies that are experiencing strong growth and have prospects for future long-term growth. In selecting countries in which the fund will invest, the portfolio managers also consider such factors as the prospect for relative economic growth among countries or regions, economic or political conditions, currency exchange fluctuations, tax considerations and the liquidity of a particular security. The portfolio managers consider whether to sell a particular security when any of these factors materially changes.
The fund is non-diversified, which means it can invest a greater percentage of its assets in any one issuer than a diversified fund can. With respect to 50% of its assets, a non-diversified fund is permitted to invest more than 5% of its assets in the securities of any one issuer.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
The fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If the fund does trade in this way, it may incur increased transaction costs, which can lower the actual return on your investment. Active trading may also increase short-term gains and losses, which may affect the taxes you have to pay.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions, and market liquidity. This is especially true with respect to equity securities of small companies, whose prices may go up and down more than the prices of equity securities of larger, more established companies. Also, since equity securities of small companies may not be traded as often as equity securities of larger, more established companies, it may be difficult or impossible for the fund to sell securities at a desired price.
The prices of foreign securities may be further affected by other factors, including:
- Currency exchange rates--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.
- Political and economic conditions--The value of the fund's foreign investments may be adversely affected by political and social instability in their home countries and by changes in economic or taxation policies in those countries.
- Regulations--Foreign companies generally are subject to less stringent regulations, including financial and accounting controls, than are U.S. companies. As a result, there generally is less publicly available information about foreign companies than about U.S. companies.
- Markets--The securities markets of other countries are smaller than U.S. securities markets. As a result, many foreign securities may be less liquid and more volatile than U.S. securities.
These factors may affect the prices of securities issued by foreign
companies located in developing countries more than those in countries with
mature economies. For example, many developing countries have, in the past,
experienced high rates of inflation or sharply devalued their currencies against
the U.S. dollar, thereby causing the value of investments in companies located
in those
countries to decline. Transaction costs are often higher in developing countries
and there may be delays in settlement procedures.
The values of the convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying common stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Because a large percentage of the fund's assets may be invested in a limited number of securities, and because the fund is non-diversified, the value of the fund's shares may vary more widely, and the fund may be subject to greater investment and credit risk than if the fund invested more broadly or if it were diversified.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2001................................................................... -21.59% 2002................................................................... 2.50% 2003................................................................... 63.96% |
The Class A shares' year-to-date total return as of March 31, 2004 was 9.30%.
During the period shown in the bar chart, the highest quarterly return was 21.75% (quarter ended June 30, 2003) and the lowest quarterly return was -19.08% (quarter ended March 31, 2001).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ----------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR INCEPTION DATE ----------------------------------------------------------------------------------- Class A 08/31/00 Return Before Taxes 54.92% 4.23% Return After Taxes on Distributions 54.86 4.15 Return After Taxes on Distributions and Sale of Fund Shares 35.78 3.57 Class B 08/31/00 Return Before Taxes 57.86 4.50 Class C 08/31/00 Return Before Taxes 61.86 5.30 ----------------------------------------------------------------------------------- MSCI EAFE Index(1) 38.59 (4.85)(4) 08/31/00(4) MSCI European Small Cap Index(2) 57.20 3.54(4) 08/31/00(4) Lipper European Region Fund Index(3) 38.15 (5.59)(4) 08/31/00(4) ----------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B and C will vary.
(1) The Morgan Stanley Capital International Europe, Australasia and Far East Index measures performance of global stock markets in 21 developed countries. The fund has also included the Morgan Stanley Capital International European Small Cap Index, which the fund believes more closely reflects the performance of the securities in which the fund invests. In addition, the Lipper European Region Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(2) The MSCI European Small Cap Index includes approximately 500 securities from 15 eligible European countries. MSCI selects the most liquid securities relative to their market capitalization, and targets for index inclusion 40% of the full market capitalization of the eligible small cap universe within each industry group, within each country.
(3) The Lipper European Region Fund Index is an equally weighted representation of the 30 largest funds in the Lipper European Region category. The funds in this index concentrate their investments in equity securities whose primary trading markets or operations are concentrated in the European region or a single country within this region.
(4) The average annual total return given is since the month end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None (1, 2) 5.00% 1.00% Redemption/Exchange Fee (as a percentage of amount redeemed/exchanged) 2.00%(3) None None -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Management Fees 0.95% 0.95% 0.95% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 Other Expenses 1.38 1.38 1.38 Total Annual Fund Operating Expenses 2.68 3.33 3.33 Fee Waivers(5) 0.68 0.68 0.68 Net Expenses 2.00 2.65 2.65 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) You may be charged a 2.00% fee on redemptions or exchanges of Class A shares held 30 days or less. See "Shareholder Information--Redeeming Shares--Redemption Fee" for more information.
(4) There is no guarantee that actual expenses will be the same as those shown in the table.
(5) The fund's advisor has contractually agreed to waive advisory fees or reimburse expenses necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) to 2.00%, 2.65% and 2.65% on Class A, Class B and Class C shares, respectively. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses to exceed the limits: (i) interest; (ii) taxes; (iii) extraordinary items (these are expenses that are not anticipated to arise from the fund's day-to-day operations), as defined in the Financial Accounting Standard's Board's Generally Accepted Accounting Principles or as approved by the fund's Board of Trustees; (iv) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (v) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the fund benefits are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. This expense limitation agreement is in effect through December 31, 2004.
You may be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,276 $1,835 $3,350 Class B 768 1,261 1,878 3,428 Class C 368 961 1,678 3,576 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,276 $1,835 $3,350 Class B 268 961 1,678 3,428 Class C 268 961 1,678 3,576 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.27% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Jason T. Holzer, (lead manager), Senior Portfolio Manager, who has been responsible for the fund since its inception in 2000 and has been associated with the advisor and/or its affiliates since 1996.
- Borge Endresen, Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 1999. Prior to 1999, he was a full time student.
They are assisted by the Europe/Canada Team. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM European Small Company Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
FUTURE LIMITED FUND OFFERING
Due to the sometimes limited availability of common stocks of smaller companies that meet the investment criteria for the fund, the fund may limit public sales of its shares to certain investors after assets reach approximately $1 billion. Existing shareholders of the fund who maintain open accounts will be permitted to continue to make additional investments in the fund.
During this limited offering period, the Rule 12b-1 fees for Class A shares will be reduced from 0.35% to 0.25% of the fund's average daily net assets attributable to Class A shares.
The fund may resume sales of shares to new investors on a future date if the advisor determines it is appropriate and the Board of Trustees approves.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A ----------------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------- ------- ------- ---------------- Net asset value, beginning of period $ 7.37 $ 7.19 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.03)(a) (0.04)(a) (0.05)(a) (0.04)(a) ------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.74 0.22 (1.93) (0.74) =============================================================================================================================== Total from investment operations 4.71 0.18 (1.98) (0.78) =============================================================================================================================== Less distributions from net investment income (0.03) -- -- (0.05) =============================================================================================================================== Net asset value, end of period $ 12.05 $ 7.37 $ 7.19 $ 9.17 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Total return(b) 63.96% 2.50% (21.59)% (7.84)% _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $42,103 $13,597 $ 6,969 $8,606 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.00%(c) 2.01% 2.01% 2.07%(d) ------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.68%(c) 3.05% 4.65% 6.28%(d) =============================================================================================================================== Ratio of net investment income (loss) to average net assets (0.28)%(c) (0.51)% (0.61)% (1.28)%(d) _______________________________________________________________________________________________________________________________ =============================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% _______________________________________________________________________________________________________________________________ =============================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges and
is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $25,390,593.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS B ----------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------ ------ ------- ---------------- Net asset value, beginning of period $ 7.27 $ 7.15 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08)(a) (0.09)(a) (0.10)(a) (0.06)(a) ------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.65 0.21 (1.92) (0.74) =================================================================================================================== Total from investment operations 4.57 0.12 (2.02) (0.80) =================================================================================================================== Less distributions from net investment income -- -- -- (0.03) =================================================================================================================== Net asset value, end of period $11.84 $ 7.27 $ 7.15 $ 9.17 ___________________________________________________________________________________________________________________ =================================================================================================================== Total return(b) 62.86% 1.68% (22.03)% (7.99)% ___________________________________________________________________________________________________________________ =================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $9,415 $5,689 $ 2,330 $2,851 ___________________________________________________________________________________________________________________ =================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.65%(c) 2.66% 2.71% 2.77%(d) ------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 3.33%(c) 3.70% 5.36% 6.98%(d) =================================================================================================================== Ratio of net investment income (loss) to average net assets (0.93)%(c) (1.16)% (1.31)% (1.98)%(d) ___________________________________________________________________________________________________________________ =================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% ___________________________________________________________________________________________________________________ =================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges and
is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $6,013,048.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS C ----------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------ ------ ------- ---------------- Net asset value, beginning of period $ 7.27 $ 7.14 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.09)(a) (0.10)(a) (0.06)(a) ------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.66 0.22 (1.93) (0.74) =================================================================================================================== Total from investment operations 4.57 0.13 (2.03) (0.80) =================================================================================================================== Less distributions from net investment income -- -- -- (0.03) =================================================================================================================== Net asset value, end of period $11.84 $ 7.27 $ 7.14 $ 9.17 ___________________________________________________________________________________________________________________ =================================================================================================================== Total return(b) 62.86% 1.82% (22.14)% (7.99)% ___________________________________________________________________________________________________________________ =================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $6,346 $2,057 $ 1,091 $1,073 ___________________________________________________________________________________________________________________ =================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.65%(c) 2.66% 2.71% 2.77%(d) ------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 3.33%(c) 3.70% 5.36% 6.98%(d) =================================================================================================================== Ratio of net investment income (loss) to average net assets (0.93)%(c) (1.16)% (1.31)% (1.98)%(d) ___________________________________________________________________________________________________________________ =================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% ___________________________________________________________________________________________________________________ =================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges and
is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $3,260,594.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
MCF--04/04
TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
MCF--04/04
PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
MCF--04/04
GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
MCF--04/04
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM European Small Company Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com ESC-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM GLOBAL VALUE FUND PROSPECTUS APRIL 30, 2004 |
AIM Global Value Fund seeks to provide long-term growth of capital.
This prospectus contains important information about the Class A, B and C shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
--------------------- |
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 3 ------------------------------------------------------ Annual Total Returns 3 Performance Table 4 FEE TABLE AND EXPENSE EXAMPLE 5 ------------------------------------------------------ Fee Table 5 Expense Example 5 FUND MANAGEMENT 6 ------------------------------------------------------ The Advisor 6 Advisor Compensation 6 Portfolio Managers 6 OTHER INFORMATION 6 ------------------------------------------------------ Sales Charges 6 Dividends and Distributions 6 FINANCIAL HIGHLIGHTS 7 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective generally by investing in marketable equity securities of domestic issuers and foreign issuers; however, the fund may invest up to 80% of its total assets in marketable equity securities of foreign issuers. The fund invests without regard to market capitalization and will normally invest in the securities of companies located in at least four countries, including the United States. The fund will usually maintain at least 20% of its total assets in U.S. dollar denominated securities.
The fund emphasizes investment in companies in developed countries such as the United States, the countries of Western Europe and certain countries in the Pacific Basin. The fund may also invest in companies located in developing countries, i.e., those that are in the initial stages of their industrial cycles. The fund may invest in securities exchangeable for or convertible into marketable equity securities of foreign and domestic issuers.
The fund also may invest in preferred stocks and debt instruments that have prospects for growth of capital. The fund may invest up to 30% of its total assets in high-grade short-term securities and in debt securities, including U.S. Government obligations, investment-grade corporate bonds and taxable municipal securities. Under normal conditions, the top ten holdings may comprise up to 50% of the fund's total assets. For risk management or cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
The portfolio managers focus on companies that they believe trade below their intrinsic value, based on standard industry measurements and other subjective measurements considered appropriate by the portfolio managers from time to time.
The portfolio managers may invest in securities that may increase in value as the result of a catalyst such as a new product launch, a restructuring, a management change, or a divestiture of a portion of a company. The portfolio managers may sell the security once they believe that the catalyst has caused the intrinsic value of the security to be realized or they believe that the company may not realize its full market value in the form of increased equity values.
The portfolio managers focus on undervalued equity securities of (1) out-of-favor cyclical companies, (2) established companies that are undervalued compared to historical relative valuation parameters, (3) companies where there is early but tangible evidence of improving prospects that are not yet reflected in the price of the company's equity securities and (4) companies whose equity securities are selling at prices that do not reflect the current market value of their assets and where there is reason to expect realization of this market value in the form of increased equity values. The portfolio managers consider whether to sell a particular security when they believe the company no longer fits into any of the above categories.
In selecting countries in which the fund will invest, the fund's portfolio managers also consider such factors as the prospect for relative economic growth of countries or regions, economic or political conditions, currency exchange fluctuations, tax considerations and the liquidity of a particular security. The fund's portfolio managers consider whether to remain invested in a particular country when any of these factors materially changes.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
A larger position in cash or cash equivalents could detract from achieving the fund's objective, but could also reduce the fund's exposure in the event of a market downturn.
The fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If the fund does trade in this way, it may incur increased transaction costs, which can lower the actual return on your investment. Active trading may also increase short-term gains and losses, which may affect the taxes you have to pay.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. This is especially true with respect to equity securities of small- and medium-sized companies, whose prices may go up and down more than the prices of equity securities of larger, more established companies. Also, since equity securities of small- and medium-sized companies may not be traded as often as equity securities of larger, more established companies, it may be difficult or impossible for the fund to sell securities at a desired price.
The prices of foreign securities may be further affected by other factors, including:
- Currency exchange rates--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.
- Political and economic conditions--The value of the fund's foreign investments may be adversely affected by political and social instability in their home countries and by changes in economic or taxation policies in those countries.
- Regulations--Foreign companies generally are subject to less stringent regulations, including financial and accounting controls, than are U.S. companies. As a result, there generally is less publicly available information about foreign companies than about U.S. companies.
- Markets--The securities markets of other countries are smaller than U.S. securities markets. As a result, many foreign securities may be less liquid and more volatile than U.S. securities.
These factors may affect the prices of securities issued by foreign companies located in developing countries more than those in countries with mature economies. For example, many developing countries have, in the past, experienced high rates of inflation or sharply devalued their currencies against the U.S. dollar, thereby causing the value of investments in companies located in those countries to decline. Transaction costs are often higher in developing countries and there may be delays in settlement procedures.
The values of the convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying common stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
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.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
To the extent the fund holds cash or cash equivalents rather than equity securities for risk management purposes, the fund may not achieve its investment objective.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2001................................................................... -1.49% 2002................................................................... -8.08% 2003................................................................... 32.15% |
The Class A shares' year-to-date total return as of March 31, 2004 was 3.49%.
During the period shown in the bar chart, the highest quarterly return was 15.10% (quarter ended December 31, 2003) and the lowest quarterly return was -13.40% (quarter ended March 31, 2001).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS -------------------------------------------------------------------------------- SINCE INCEPTION (for the periods ended December 31, 2003) 1 YEAR INCEPTION DATE -------------------------------------------------------------------------------- Class A 12/29/00 Return Before Taxes 24.84% 4.18% Return After Taxes on Distributions 24.49 4.07 Return After Taxes on Distributions and Sale of Fund Shares 16.56 3.56 Class B 12/29/00 Return Before Taxes 26.26 4.56 Class C 12/29/00 Return Before Taxes 30.37 5.50 -------------------------------------------------------------------------------- MSCI World Index(1) 33.11 (3.92)(4) 12/31/00(4) MSCI World Value Free Index(2) 38.13 (2.02)(4) 12/31/00(4) Lipper Global Fund Index(3) 31.96 (3.30)(4) 12/31/00(4) -------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B and C will vary.
(1) The Morgan Stanley Capital International World Index measures the performance of securities listed on the stock exchanges of 23 developed countries. The fund has also included the Morgan Stanley Capital International World Value Free Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Global Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(2) MSCI World Value Free Index includes buyable opportunities from 23 developed countries and is designed to measure global development market "value" equity performance.
(3) The Lipper Global Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Global Funds category. These funds invest at least 25% of their portfolios in securities traded outside of the United States.
(4) The average annual total return given is since the month end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% Redemption/Exchange Fee (as a percentage of amount redeemed/exchanged) 2.00%(3) None None -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Management Fees 0.85% 0.85% 0.85% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 Other Expenses 1.92 1.92 1.92 Total Annual Fund Operating Expenses 3.12 3.77 3.77 Fee Waivers(5) 1.12 1.12 1.12 Net Expenses 2.00 2.65 2.65 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) You may be charged a 2.00% fee on redemptions or exchanges of Class A shares held 30 days or less. See "Shareholder Information--Redeeming Shares--Redemption Fees" for more information.
(4) There is no guarantee that actual expenses will be the same as those shown in the table.
(5) The fund's advisor has contractually agreed to waive advisory fees or reimburse expenses necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) to 2.00%, 2.65% and 2.65% on Class A, Class B and Class C shares, respectively. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses to exceed the limits: (i) interest; (ii) taxes; (iii) extraordinary items (these are expenses that are not anticipated to arise from the fund's day-to-day operations), as defined in the Financial Accounting Standard's Board's Generally Accepted Accounting Principles or as approved by the fund's Board of Trustees; (iv) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (v) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the fund benefits are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. This expense limitation agreement is in effect through December 31, 2004.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,361 $2,003 $3,718 Class B 768 1,349 2,050 3,797 Class C 368 1,049 1,850 3,939 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,361 $2,003 $3,718 Class B 268 1,049 1,850 3,797 Class C 268 1,049 1,850 3,939 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor did not receive any compensation due to a contractual expense limitation arrangement between the advisor and the Fund.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Roger J. Mortimer (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 1995.
- Glen Hilton, Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 2002. From 2001 to 2002, he was a portfolio manager and senior analyst for Montgomery Asset Management, and from 1997 to 2001 he was an analyst for the same company.
More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Global Value Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A ----------------------------------------------------------------- DECEMBER 29, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO -------------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------ ------ ------ ----------------- Net asset value, beginning of period $ 9.05 $ 9.85 $10.00 $10.00 ------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(a) (0.11)(a) (0.05)(a) -- ------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.89 (0.69) (0.10) -- =============================================================================================================================== Total from investment operations 2.90 (0.80) (0.15) -- =============================================================================================================================== Less distributions: Dividends from net investment income (0.09) (0.00) (0.00) -- ------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- -- =============================================================================================================================== Total distributions (0.21) -- -- -- =============================================================================================================================== Net asset value, end of period $11.74 $ 9.05 $ 9.85 $10.00 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Total return(b) 32.15% (8.08)% (1.49)% -- _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $9,270 $6,321 $8,725 $1,110 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.00%(c) 2.00% 1.91% 1.80%(d) ------------------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.12%(c) 2.75% 4.44% 76.90%(d) =============================================================================================================================== Ratio of net investment income (loss) to average net assets 0.14%(c) (1.16)% (0.52)% 3.91%(d) _______________________________________________________________________________________________________________________________ =============================================================================================================================== Portfolio turnover rate(e) 372% 101% 168% -- _______________________________________________________________________________________________________________________________ =============================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $6,877,159.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS B --------------------------------------------- JANUARY 2, 2001 YEAR ENDED (DATE SALES DECEMBER 31, COMMENCED TO --------------------- DECEMBER 31, 2003 2002 2001 ------ ------ --------------- Net asset value, beginning of period $ 8.94 $ 9.79 $10.00 --------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(a) (0.17)(a) (0.11)(a) --------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.83 (0.68) (0.10) ======================================================================================= Total from investment operations 2.78 (0.85) (0.21) ======================================================================================= Less distributions: Dividends from net investment income (0.03) -- (0.00) --------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- ======================================================================================= Total distributions (0.15) -- -- ======================================================================================= Net asset value, end of period $11.57 $ 8.94 $ 9.79 _______________________________________________________________________________________ ======================================================================================= Total return(b) 31.26% (8.68)% (2.09)% _______________________________________________________________________________________ ======================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $7,075 $4,624 $3,613 _______________________________________________________________________________________ ======================================================================================= Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.65% 2.57%(d) --------------------------------------------------------------------------------------- Without fee waivers 3.77%(c) 3.40% 5.10%(d) ======================================================================================= Ratio of net investment income (loss) to average net assets (0.51)%(c) (1.81)% (1.18)%(d) _______________________________________________________________________________________ ======================================================================================= Portfolio turnover rate(e) 372% 101% 168% _______________________________________________________________________________________ ======================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $5,242,214.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS C ---------------------------------------------- JANUARY 11, 2001 YEAR ENDED (DATE SALES DECEMBER 31, COMMENCED TO --------------------- DECEMBER 31, 2003 2002 2001 ------ ------ ---------------- Net asset value, beginning of period $ 8.94 $ 9.79 $10.00 ---------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(a) (0.17)(a) (0.11)(a) ---------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.84 (0.68) (0.10) ======================================================================================== Total from investment operations 2.79 (0.85) (0.21) ======================================================================================== Less distributions: Dividends from net investment income (0.03) -- (0.00) ---------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- ======================================================================================== Total distributions (0.15) -- -- ======================================================================================== Net asset value, end of period $11.58 $ 8.94 $ 9.79 ________________________________________________________________________________________ ======================================================================================== Total return(b) 31.37% (8.68)% (2.09)% ________________________________________________________________________________________ ======================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,853 $1,850 $1,312 ________________________________________________________________________________________ ======================================================================================== Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.65% 2.57%(d) ---------------------------------------------------------------------------------------- Without fee waivers 3.77%(c) 3.40% 5.10%(d) ======================================================================================== Ratio of net investment income (loss) to average net assets (0.51)%(c) (1.81)% (1.18)%(d) ________________________________________________________________________________________ ======================================================================================== Portfolio turnover rate(e) 372% 101% 168% ________________________________________________________________________________________ ======================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $1,938,794.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
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REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM Global Value Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com GLV-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM INTERNATIONAL EMERGING GROWTH FUND PROSPECTUS April 30, 2004 |
AIM International Emerging Growth Fund seeks to provide long-term growth of capital.
This prospectus contains important information about the Class A, B, and C shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 3 ------------------------------------------------------ Annual Total Returns 3 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing at least 65% of its total assets in securities of small and mid-sized international companies. The fund considers a company to be a small-capitalization or mid-capitalization company if it has a market capitalization, at the time of purchase, no larger than the largest capitalized company included in the Russell Midcap--Registered Trademark-- Index during the most recent 11-month period (based on month-end data) plus the most recent data during the current month. The Russell Midcap--Registered Trademark-- Index measures the performance of the 800 companies with the lowest market capitalization in the Russell 1000--Registered Trademark-- Index. The Russell 1000--Registered Trademark-- Index is a widely recognized, unmanaged index of common stocks of the 1000 largest companies in the Russell 3000--Registered Trademark-- Index, which measures the performance of the 3000 largest U.S. companies based on total market capitalization. These securities may include common stocks, convertible bonds, convertible preferred stocks and warrants. Under normal conditions, the top 10 holdings may comprise up to one-third of the fund's total assets.
At least 65% of the fund's total assets will be invested in securities of companies located in countries outside of the United States. The fund will normally invest in companies located in at least four countries outside of the United States. The fund may invest up to 35% of its total assets in the securities of foreign companies located in developing countries, i.e., those that are in the initial stages of their industrial cycles. The fund may invest up to 35% of its total assets in securities of U.S. companies.
The fund may invest up to 20% of its total assets in securities exchangeable for or convertible into equity securities of foreign issuers. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
The portfolio managers purchase securities of companies that have experienced, or that they believe have the potential for, above-average, long-term growth. In selecting countries in which the fund will invest, the portfolio managers also consider such factors as the prospect for relative economic growth among countries or regions, economic or political conditions, currency exchange fluctuations, tax considerations and the liquidity of a particular security. The portfolio managers consider whether to sell a particular security when any of these factors materially changes.
The fund is non-diversified, which means it can invest a greater percentage of its assets in any one issuer than a diversified fund can. With respect to 50% of its assets, a non-diversified fund is permitted to invest more than 5% of its assets in the securities of any one issuer.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. This is especially true with respect to equity securities of small companies, whose prices may go up and down more than the prices of equity securities of larger, more established companies. Also, since equity securities of small companies may not be traded as often as equity securities of larger, more established companies, it may be difficult or impossible for the fund to sell securities at a desired price.
The prices of foreign securities may be further affected by other factors, including:
- Currency exchange rates--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.
- Political and economic conditions--The value of the fund's foreign investments may be adversely affected by political and social instability in their home countries and by changes in economic or taxation policies in those countries.
- Regulations--Foreign companies generally are subject to less stringent regulations, including financial and accounting controls, than are U.S. companies. As a result, there generally is less publicly available information about foreign companies than about U.S. companies.
- Markets--The securities markets of other countries are smaller than U.S. securities markets. As a result, many foreign securities may be less liquid and more volatile than U.S. securities.
These factors may affect the prices of securities issued by foreign companies located in developing countries more than those in
countries with mature economies. For example, many developing countries have, in the past, experienced high rates of inflation or sharply devalued their currencies against the U.S. dollar, thereby causing the value of investments in companies located in those countries to decline. Transaction costs are often higher in developing countries and there may be delays in settlement procedures.
The values of the convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying common stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Because a large percentage of the fund's assets may be invested in a limited number of securities, and because the fund is non-diversified, the value of the fund's shares may vary more widely, and the fund may be subject to greater investment and credit risk than if the fund invested more broadly or if it were diversified.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2001................................................................... -10.48% 2002................................................................... -2.68% 2003................................................................... 75.10% |
The Class A shares' year-to-date total return as of March 31, 2004 was 10.18%.
During the period shown in the bar chart, the highest quarterly return was 21.67% (quarter ended June 30, 2003) and the lowest quarterly return was -17.43% (quarter ended September 30, 2002).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ---------------------------------------------------------------------------------- (for the periods ended December 31, SINCE INCEPTION 2003) 1 YEAR INCEPTION DATE ---------------------------------------------------------------------------------- Class A 08/31/00 Return Before Taxes 65.52% 4.26% Return After Taxes on Distributions 65.48 4.19 Return After Taxes on Distributions and Sale of Fund Shares 42.64 3.60 Class B 08/31/00 Return Before Taxes 68.83 4.52 Class C 08/31/00 Return Before Taxes 72.68 ---------------------------------------------------------------------------------- MSCI EAFE--Registered Trademark-- Index(1) 38.59 (4.85)(4) 08/31/00(4) MSCI AC World Free EX U.S. Growth Index(2) 34.91 (8.82)(4) 08/31/00(4) Lipper International Small Cap Fund Index(3) 55.10 0.09(4) 08/31/00(4) ---------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B and C will vary.
(1) The Morgan Stanley Capital International Europe, Australasia, and Far East Index measures performance of global stock markets in 21 developed countries. The fund has also included the Morgan Stanley Capital International All Country World Free EX U.S. Growth Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper International Small Cap Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(2) The MSCI AC World Free EX U.S. Growth Index is designed to measure growth
equity market performance in the global developed and emerging markets. This
index consists of the components of the MSCI AC World Free Index with the
exception of the United States.
(3) The Lipper International Small Cap Fund Index is an equally weighted
representation of the 10 largest funds within the Lipper International Small
Cap category. These funds invest their assets in securities whose primary
trading markets are outside the United States.
(4) The average annual total return given is since the month end closest to the inception of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% Redemption/Exchange Fee (as a percentage of amount redeemed/exchanged) 2.00%(3) None None -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Management Fees 0.95% 0.95% 0.95% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 Other Expenses 1.05 1.05 1.05 Total Annual Fund Operating Expenses 2.35% 3.00% 3.00% Fee Waivers(5) 0.35 0.35 0.35 Net Expenses 2.00 2.65 2.65 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) You may be charged a 2.00% fee on redemptions or exchanges of Class A shares held 30 days or less. See "Shareholder Information -- Redeeming Shares -- Redemption/Exchange Fees" for more information.
(4) There is no guarantee that actual expenses will be the same as those shown in the table.
(5) The fund's advisor has contractually agreed to waive advisory fees or reimburse expenses necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) to 2.00%, 2.65% and 2.65% on Class A, Class B and Class C shares, respectively. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses to exceed the limits: (i) interest; (ii) taxes; (iii) extraordinary items (these are expenses that are not anticipated to arise from the fund's day-to-day operations), as defined in the Financial Accounting Standard's Board's Generally Accepted Accounting Principles or as approved by the fund's Board of Trustees; (iv) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (v) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the fund benefits are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. This expense limitation agreement is in effect through December 31, 2004.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,212 $1,706 $3,063 Class B 768 1,195 1,746 3,141 Class C 368 895 1,546 3,293 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $742 $1,212 $1,706 $3,063 Class B 268 895 1,546 3,141 Class C 268 895 1,546 3,293 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.60% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Jason T. Holzer (lead manager), Senior Portfolio Manager, who has been responsible for the fund since its inception in 2000 and has been associated with the advisor and/or its affiliates since 1996.
- Barrett K. Sides (lead manager), Senior Portfolio Manager, who has been responsible for the fund since its inception in 2000 and has been associated with the advisor and/or its affiliates since 1990.
- Shuxin Cao, Portfolio Manager, who has been responsible for the fund since its inception in 2000 and has been associated with the advisor and/or its affiliates since 1997.
- Borge Endresen, Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 1999.
They are assisted by the Asia/Latin America and Europe/Canada Teams. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM International Emerging Growth Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
The information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.91 $ 7.10 $ 7.97 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.04)(a) (0.06)(a) (0.08)(a) (0.03)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.24 (0.13) (0.76) (2.00) ======================================================================================================================= Total from investment operations 5.20 (0.19) (0.84) (2.03) ======================================================================================================================= Less dividends from net investment income (0.03) -- (0.03) -- ======================================================================================================================= Redemption fees added to paid-in-capital 0.00 -- -- -- ======================================================================================================================= Net asset value, end of period $ 12.08 $ 6.91 $ 7.10 $ 7.97 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 75.10% (2.68)% (10.48)% (20.30)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $87,269 $9,703 $ 5,202 $ 5,625 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.00%(c) 2.01% 2.00%(d) 2.11%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 2.35%(c) 3.03% 4.53%(d) 6.83%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (0.46)%(c) (0.85)% (1.12)% (1.09)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of $33,765,767.
(d) Ratio of expenses to average net assets including interest expense were 2.02% and 4.55% with and without waivers and expense reimbursements, respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS B --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.84 $ 7.07 $ 7.95 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.10)(a) (0.11)(a) (0.13)(a) (0.05)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.15 (0.12) (0.75) (2.00) ======================================================================================================================= Total from investment operations 5.05 (0.23) (0.88) (2.05) ======================================================================================================================= Redemption fees added to paid-in-capital 0.00 -- -- -- ======================================================================================================================= Net asset value, end of period $ 11.89 $ 6.84 $ 7.07 $ 7.95 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 73.83% (3.25)% (11.07)% (20.50)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $16,543 $3,918 $ 2,016 $ 1,992 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.66% 2.70%(d) 2.81%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.00%(c) 3.68% 5.23%(d) 7.53%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.11)%(c) (1.50)% (1.83)% (1.79)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of $7,484,179.
(d) Ratio of expenses to average net assets including interest expense were 2.72% and 5.25% with and without waivers and expense reimbursements, respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS C --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.83 $ 7.07 $ 7.95 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.10)(a) (0.11)(a) (0.13)(a) (0.05)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.16 (0.13) (0.75) (2.00) ======================================================================================================================= Total from investment operations 5.06 (0.24) (0.88) (2.05) ======================================================================================================================= Redemption fees added to paid-in-capital 0.00 -- -- -- ======================================================================================================================= Net asset value, end of period $ 11.89 $ 6.83 $ 7.07 $ 7.95 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 74.09% (3.39)% (11.07)% (20.50)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 9,208 $2,849 $ 2,588 $ 2,649 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.66% 2.70%(d) 2.81%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.00%(c) 3.68% 5.23%(d) 7.53%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.11)%(c) (1.50)% (1.83)% (1.79)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of $4,346,998.
(d) Ratios of expenses to average net assets including interest expense were 2.72% and 5.25% with and without waivers and expense reimbursements, respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
MCF--04/04
CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
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exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
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REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
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Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
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REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
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February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM International Emerging Growth Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com IEG-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM MID CAP BASIC VALUE FUND
PROSPECTUS
APRIL 30, 2004
AIM Mid Cap Basic Value Fund seeks to provide long-term growth of capital.
This prospectus contains important information about the Class A, B, C and R shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing, normally, at least 80% of its assets in securities of mid-capitalization companies that offer potential for capital growth. In complying with this 80% investment requirement, the fund will invest primarily in marketable equity securities, including convertible securities, but its investments may include other securities, such as synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The fund considers a company to be a mid-capitalization company if it has a market capitalization, at the time of purchase, within the range of the largest and smallest capitalized companies included in the Russell Midcap--Registered Trademark-- Index during the most recent 11-month period (based on month-end data) plus the most recent data during the current month. The Russell Midcap--Registered Trademark-- Index measures the performance of the 800 smallest companies in the Russell 1000--Registered Trademark-- Index. The Russell 1000--Registered Trademark-- Index measures the performance of the 1000 largest companies domiciled in the United States. The companies in the Russell Midcap--Registered Trademark-- Index represent approximately 25% of the total market capitalization of the Russell 1000--Registered Trademark-- Index. Under normal conditions, the top 10 holdings may comprise at least a third of the portfolio's net assets.
The fund may also invest up to 25% of its total assets in foreign securities. The fund may also invest in debt instruments that are consistent with its investment objective of long-term growth of capital. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
The portfolio managers purchase securities of companies that they believe are undervalued in relation to long-term earning power, capital structure and cash flows, among other factors. The portfolio managers consider whether to sell a particular security when they believe the security no longer has that potential.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. This is especially true with respect to equity securities of smaller companies, whose prices may go up and down more than equity securities of larger, more- established companies. Also, since equity securities of smaller companies may not be traded as often as equity securities of larger, more-established companies, it may be difficult or impossible for the portfolio to sell securities at a desirable price. Debt securities are particularly vulnerable to credit risk and interest rate fluctuations. When interest rates rise, bond prices fall; the longer a bond's duration, the more sensitive it is to this risk.
The values of convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Also, since a large percentage of the fund's assets will be invested in a limited number of securities, any change in the value of those securities could significantly affect the value of your investment in the fund.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURN ----------- ------- 2002................................................................... -17.70% 2003................................................................... 37.06% |
The Class A shares' year-to-date total return as of March 31, 2004 was 6.03.
During the period shown in the bar chart, the highest quarterly return was 20.54% (quarter ended June 30, 2003) and the lowest quarterly return was -20.77% (quarter ended September 30, 2002).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ---------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR INCEPTION DATE ---------------------------------------------------------------------------------- Class A 12/31/01 Return Before Taxes 29.51% 3.26% Return After Taxes on Distributions 29.51 3.26 Return After Taxes on Distributions and Sale of Fund Shares 19.18 2.77 Class B 12/31/01 Return Before Taxes 31.19 3.63 Class C 12/31/01 Return Before Taxes 35.06 5.50 Class R(1) Return Before Taxes 36.86 6.05 12/31/01 ---------------------------------------------------------------------------------- S&P 500 Index(2) 28.67 0.12(5) 12/31/01(5) Russell Midcap--Registered Trademark-- Value Index(3) 38.07 11.69(5) 12/31/01(5) Lipper Mid-Cap Value Fund Index(4) 39.08 8.95(5) 12/31/01(5) ---------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B and C will vary.
(1) The returns shown for these periods are the restated historical performance of the fund's Class A shares at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Class R shares is April 30, 2004.
(2) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. The fund has also included the Russell Midcap Value--Registered Trademark-- Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Mid-Cap Value Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(3) The Russell Midcap Value--Registered Trademark-- Index measures the
performance of those Russell Midcap--Registered Trademark-- Index companies
with lower price-to-book ratios and lower forecasted growth values.
(4) The Lipper Mid-Cap Value Fund Index is an equally weighted representation of
the 30 largest funds in the Lipper Mid-Cap Value category. These funds
typically invest in stocks with market capitalizations between $1 and $5
billion at the time of purchase and have a below-average price-to-earnings
ratio, price-to-book ratio, and a three year sales-per-share growth value,
compared to the S&P MidCap 400 Index.
(5) The average annual total return given is since the month end closest to the
inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES ------------------------------------------------------------------------------------------------ (fees paid directly from your investment) CLASS A CLASS B CLASS C CLASS R ------------------------------------------------------------------------------------------------ Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% None(3) ------------------------------------------------------------------------------------------------ |
ANNUAL FUND OPERATING EXPENSES(4) ------------------------------------------------------------------------------------------------ (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C CLASS R ------------------------------------------------------------------------------------------------ Management Fees 0.80% 0.80% 0.80% 0.80% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 0.50 Other Expenses(5) 0.77 0.77 0.77 0.77 Total Annual Fund Operating Expenses(6) 1.92 2.57 2.57 2.07 ------------------------------------------------------------------------------------------------ |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) If you are a retirement plan participant, you may pay a 0.75% CDSC if the
distributor paid a concession to the dealer of record and a total redemption
of the retirement plan assets occurs within 12 months from the date of the
retirement plan's initial purchase.
(4) There is no guarantee that actual expenses will be the same as those shown
in the table.
(5) Other Expenses for Class R shares are based on estimated average net assets for the current fiscal year.
(6) The funds advisor has voluntarily agreed to waive advisory fees or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) for the fund's Class A shares to 1.80% (e.g., if the advisor waives 0.12% of Class A share expenses, the advisor will also waive 0.12% of Class B, Class C and Class R share expenses. Total Annual Fund Operating Expenses net of this agreement for the fiscal year ended December 31, 2003 for Class A, Class B and Class C shares are 1.50%, 2.15% and 2.15%, respectively, and restated Class R shares are 1.65%. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses to exceed the limits: (i) interest; (ii) taxes; (iii) extraordinary items (these are expenses that are not anticipated to arise from the Fund's day-to-day operations), as defined in the Financial Accounting Standard's Board's Generally Accepted Accounting Principles or as approved by the fund's Board of Trustees; (iv) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (v) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the fund benefits are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. These expense limitation agreements may be modified or discontinued without further notice to investors.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS ----------------------------------------------------------------------------------------------------------------- Class A $734 $1,120 $1,530 $2,670 Class B 760 1,099 1,565 2,747 Class C 360 799 1,365 2,905 Class R 210 649 1,114 2,400 ----------------------------------------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS ----------------------------------------------------------------------------------------------------------------- Class A $734 $1,120 $1,530 $2,670 Class B 260 799 1,365 2,747 Class C 260 799 1,365 2,905 Class R 210 649 1,114 2,400 ----------------------------------------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the investment advisor. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.68% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Timothy P. Beyer, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 2003. From 2001 to 2003, he served as a portfolio manager with USAA. From 1996 to 2001, he was a portfolio manager with Bank of America.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value Team. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Mid Cap Basic Value Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. Certain purchases of Class R shares may be subject to the deferred sales charge listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ------- ------- ----------------- Net asset value, beginning of period $ 8.23 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08) (0.06)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.13 (1.70) (0.01) =========================================================================================================== Total from investment operations 3.05 (1.76) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.28 $ 8.23 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 37.06% (17.62)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $55,372 $39,130 $ 400 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 1.80%(c) 1.80% 1.80%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 1.92%(c) 1.93% 199.49%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.00)%(c) (0.70)% (0.31)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $37,616,169.
(d) Annualized.
CLASS B --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ------- ------- ----------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.13) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.09 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.96 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.14 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 36.19% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $38,165 $21,204 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $26,691,192.
(d) Annualized.
CLASS C --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ------- ------- ----------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.12) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.07 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.95 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.13 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return 36.06% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $13,422 $ 8,059 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a)Calculated using average shares outstanding.
(b)Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c)Ratios are based on average daily net assets of $8,936,175.
(d)Annualized.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
MCF--04/04
TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
MCF--04/04
PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
MCF--04/04
GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
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exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
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REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
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Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
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REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
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February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
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More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of 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.
If you have questions about this fund, another fund in The AIM Family of Funds--registered trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You can also review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIM Mid Cap Basic Value Fund
SEC 1940 Act file number: 811-1540
AIMinvestments.com MCBV-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM PREMIER EQUITY FUND PROSPECTUS APRIL 30, 2004 |
AIM Premier Equity Fund seeks to achieve long-term growth of capital. Income is a secondary objective.
This prospectus contains important information about the Class A, B, C and R shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
INVESTMENT OBJECTIVES AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is to achieve long-term growth of capital. Income is a secondary objective. The investment objectives of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objectives by investing, normally, at least 80% of its assets in equity securities, including convertible securities. In complying with the 80% investment requirement, the fund's investments may include synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The portfolio managers focus on undervalued equity securities of (1) out-of-favor cyclical growth companies, (2) established growth companies that are undervalued compared to historical relative valuation parameters, (3) companies where there is early but tangible evidence of improving prospects that are not yet reflected in the price of the company's equity securities, and (4) companies whose equity securities are selling at prices that do not reflect the current market value of their assets and where there is reason to expect realization of this potential in the form of increased equity values. The portfolio managers consider whether to sell a particular security when they believe the company no longer fits into any of these categories.
The fund may invest in preferred stocks and debt instruments that have prospects for growth of capital. The fund may also invest up to 25% of its total assets in foreign securities. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objectives.
There is a risk that you could lose all or a portion of your investment in the fund and that the income you may receive from your investment in the fund may vary. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 1994................................................................... 3.28% 1995................................................................... 34.85% 1996................................................................... 14.52% 1997................................................................... 23.95% 1998................................................................... 32.76% 1999................................................................... 29.95% 2000................................................................... -14.95% 2001................................................................... -12.99% 2002................................................................... -30.91% 2003................................................................... 24.90% |
The Class A shares' year-to-date total return as of March 31, 2004 was 0.53%.
During the periods shown in the bar chart, the highest quarterly return was 27.35% (quarter ended December 31, 1998) and the lowest quarterly return was -18.61% (quarter ended June 30, 2002).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ------------------------------------------------------------------------------------------ (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR 5 YEARS 10 YEARS INCEPTION(1) DATE ------------------------------------------------------------------------------------------ Class A 05/01/84 Return Before Taxes 17.99% (4.75)% 7.49% -- Return After Taxes on Distributions 17.99 (5.46) 6.10 -- Return After Taxes on Distributions and Sale of Fund Shares 11.69 (4.07) 5.98 -- Class B 10/18/93 Return Before Taxes 18.76 (4.73) 7.41 -- Class C 08/04/97 Return Before Taxes 22.90 (4.40) -- 0.78% Class R(2) 05/01/84(2) Return Before Taxes 24.53 (3.91) 7.82 -- ------------------------------------------------------------------------------------------ S&P 500(3) 28.67 (0.57) 11.06 -- -- Lipper Large-Cap Core Fund Index(4) 24.80 (1.08) 9.27 -- -- ------------------------------------------------------------------------------------------ |
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 Class A only and after-tax returns for Class B, C and R will vary.
(1) Since Inception performance is only provided for a class with less than ten calendar years of performance.
(2) The returns shown for the one year period are the historical returns of the fund's Class R shares. The returns shown for the five and ten year periods are the blended returns of the historical performance of the fund's Class R shares since their inception and the restated historical performance of the fund's Class A shares (for periods prior to inception of the Class R shares) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Class R shares is June 3, 2002.
(3) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. In addition, the Lipper Large-Cap Core Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(4) The Lipper Large-Cap Core Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Large-Cap Core category. These funds typically invest in stocks with market capitalizations greater than $5 billion at the time of purchase and have an average price-to-earnings ratio, price-to-book ratio, and a three year sales-per-share growth value, compared to the Standard & Poor's 500 Index.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% None(3) -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Management Fees 0.63% 0.63% 0.63% 0.63% Distribution and/or Service (12b-1) Fees 0.25 1.00 1.00 0.50 Other Expenses 0.39 0.39 0.39 0.39 Total Annual Fund Operating Expenses(5) 1.27 2.02 2.02 1.52 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) If you are a retirement plan participant, you may pay a 0.75% CDSC if the
distributor paid a concession to the dealer of record and a total redemption
of the retirement plan assets occurs within 12 months from the date of the
retirement plan's initial purchase.
(4) There is no guarantee that actual expenses will be the same as those shown
in the table.
(5) The investment advisor has voluntarily agreed to waive a portion of the management fees on assets in excess of $5 billion. Total Annual Fund Operating Expenses, net of this agreement were 1.26%, 2.01%, 2.01% and 1.51% for Class A, Class B, Class C and Class R shares, respectively. Termination of this agreement requires approval by the Board of Trustees.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $672 $931 $1,209 $2,000 Class B 705 934 1,288 2,155 Class C 305 634 1,088 2,348 Class R 155 480 829 1,813 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $672 $931 $1,209 $2,000 Class B 205 634 1,088 2,155 Class C 205 634 1,088 2,348 Class R 155 480 829 1,813 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.62% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Ronald S. Sloan (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
- James G. Birdsall, Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1997.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full-time student.
- James C. Gassman, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 2000. From 1998 to 2000, he was an equity analyst with Southwest Securities, Inc.
- Geoffrey V. Keeling, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1995.
- Lanny H. Sachnowitz, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1987.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
- Robert L. Shoss, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1995.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
- Bret W. Stanley, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Premier Equity Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. Certain purchases of Class R shares may be subject to the contingent deferred sales charge listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
The information for the fiscal years 2003, 2002, 2001 and 2000 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information for prior fiscal years or periods was audited by other public accountants.
CLASS A -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ---------- ---------- ---------- ----------- ----------- Net asset value, beginning of period $ 7.51 $ 10.87 $ 12.51 $ 16.28 $ 13.40 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(b) (0.01)(b) 0.00 (0.04)(b) (0.01) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.86 (3.35) (1.63) (2.42) 3.97 ================================================================================================================================= Total from investment operations 1.87 (3.36) (1.63) (2.46) 3.96 ================================================================================================================================= Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================================= Net asset value, end of period $ 9.38 $ 7.51 $ 10.87 $ 12.51 $ 16.28 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 24.90% (30.91)% (12.99)% (14.95)% 29.95% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $5,116,444 $4,642,361 $8,502,699 $11,223,504 $12,640,073 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers 1.26%(d) 1.17% 1.08% 1.00% 1.00% --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers 1.27%(d) 1.19% 1.12% 1.04% 1.02% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.07%(d) (0.08)% (0.03)% (0.11)% (0.09)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 37% 36% 38% 67% 66% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Per share information and shares have been restated to reflect a 3 for 1 stock split, effected in the form of a 200% stock dividend on November 10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of 4,737,259,713.
CLASS B -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ---------- ---------- ---------- ----------- ----------- Net asset value, beginning of period $ 7.07 $ 10.30 $ 11.94 $ 15.73 $ 13.08 ---------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ---------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.73 (3.16) (1.54) (2.17) 3.86 ============================================================================================================================ Total from investment operations 1.68 (3.23) (1.63) (2.48) 3.73 ============================================================================================================================ Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ============================================================================================================================ Net asset value, end of period $ 8.75 $ 7.07 $ 10.30 $ 11.94 $ 15.73 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Total return(c) 23.76% (31.36)% (13.61)% (15.65)% 28.94% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $3,616,395 $4,274,489 $9,186,980 $12,491,366 $14,338,087 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ---------------------------------------------------------------------------------------------------------------------------- Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ============================================================================================================================ Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.89)% (0.88)% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Portfolio turnover rate 37% 36% 38% 67% 66% ____________________________________________________________________________________________________________________________ ============================================================================================================================ |
(a) Per share information and shares have been restated to reflect a 3 for 1 stock split, effected in the form of a 200% stock dividend on November 10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of $3,880,358,150.
CLASS C ---------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) -------- -------- -------- ---------- -------- Net asset value, beginning of period $ 7.07 $ 10.31 $ 11.95 $ 15.74 $ 13.09 ------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 1.74 (3.17) (1.54) (2.17) 3.86 ================================================================================================================== Total from investment operations 1.69 (3.24) (1.63) (2.48) 3.73 ================================================================================================================== Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================== Net asset value, end of period $ 8.76 $ 7.07 $ 10.31 $ 11.95 $ 15.74 __________________________________________________________________________________________________________________ ================================================================================================================== Total return(c) 23.90% (31.43)% (13.60)% (15.62)% 28.92% __________________________________________________________________________________________________________________ ================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $433,332 $444,901 $943,211 $1,262,192 $860,859 __________________________________________________________________________________________________________________ ================================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ------------------------------------------------------------------------------------------------------------------ Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ================================================================================================================== Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.88)% (0.88)% __________________________________________________________________________________________________________________ ================================================================================================================== Portfolio turnover rate 37% 36% 38% 67% 66% __________________________________________________________________________________________________________________ ================================================================================================================== |
(a) Per share information and shares have been restated to reflect a 3 for 1 stock split, effected in the form of a 200% stock dividend on November 10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(d) Ratios are based on average daily net assets of $424,268,449.
CLASS R -------------------------------- JUNE 3, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ------------ ------------- Net asset value, beginning of period $ 7.50 $ 9.16 ---------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.01)(a) (0.02)(a) ---------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.85 (1.64) ============================================================================================== Total from investment operations 1.84 (1.66) ============================================================================================== Net asset value, end of period $ 9.34 $ 7.50 ______________________________________________________________________________________________ ============================================================================================== Total return(b) 24.53% (18.12)% ______________________________________________________________________________________________ ============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 651 $ 207 ______________________________________________________________________________________________ ============================================================================================== Ratio of expenses to average net assets: With fee waivers 1.51%(c) 1.48%(d) ---------------------------------------------------------------------------------------------- Without fee waivers 1.52%(c) 1.50%(d) ============================================================================================== Ratio of net investment income (loss) to average net assets (0.18)%(c) (0.40)%(d) ______________________________________________________________________________________________ ============================================================================================== Portfolio turnover rate(e) 37% 36% ______________________________________________________________________________________________ ============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $465,853.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
MCF--04/04
investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
MCF--04/04
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM Premier Equity Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com PEQ-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM SELECT EQUITY FUND PROSPECTUS APRIL 30, 2004 |
AIM Select Equity Fund seeks to achieve long-term growth of capital.
This prospectus contains important information about the Class A, B and C shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 FINANCIAL HIGHLIGHTS 6 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is to achieve long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing, normally, at least 80% of its assets in equity securities, including convertible securities, with prospects for above-average market returns, without regard to market capitalization. In complying with this 80% investment requirement, the fund's investments may include synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The fund may invest up to 25% of its total assets in foreign securities. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
The fund's management committee focuses on companies that: (1) have experienced above-average, long-term growth in earnings; (2) have excellent prospects for future growth; or (3) are undervalued relative to the company's long-term earnings prospects, the current market value of the company's assets, or the equity markets generally. The fund's management committee considers whether to sell a particular security when any of these factors materially changes.
The fund generally expects to diversify the strategies that it will employ in seeking to achieve its objective by following AIM's growth, growth at a reasonable price (GARP), and value investment disciplines. The fund anticipates allocating a significant portion of its assets, generally in approximately equal amounts, among those investment disciplines.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 1994................................................................... -4.99% 1995................................................................... 34.31% 1996................................................................... 18.61% 1997................................................................... 19.54% 1998................................................................... 27.09% 1999................................................................... 41.48% 2000................................................................... -1.77% 2001................................................................... -25.64% 2002................................................................... -29.59% 2003................................................................... 29.49% |
The Class A shares' year-to-date total return as of March 31, 2004 was 4.64%.
During the periods shown in the bar chart, the highest quarterly return was 30.49% (quarter ended December 31, 1999) and the lowest quarterly return was -26.14% (quarter ended March 31, 2001).
PERFORMANCE TABLE(1)
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ------------------------------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR 5 YEARS 10 YEARS INCEPTION(2) DATE ------------------------------------------------------------------------------------------------------- Class A 12/04/67 Return Before Taxes 22.34% (2.30)% 7.43% -- Return After Taxes on Distributions 22.34 (2.91) 6.24 -- Return After Taxes on Distributions and Sale of Fund Shares 14.52 (1.93) 6.06 -- Class B 09/01/93 Return Before Taxes 23.55 (2.27) 7.31 Class C 08/04/97 Return Before Taxes 27.60 (1.95) -- 1.48 ------------------------------------------------------------------------------------------------------- S&P 500(3) 28.67 (0.57) 11.06 -- -- Russell 3000(R) Index(4) 31.06 0.37 10.78 -- -- Lipper Multi-Cap Core Fund Index (5) 31.31 1.37 9.73 -- -- ------------------------------------------------------------------------------------------------------- |
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
Class A only and after-tax returns for Class B and C will vary.
(1) A significant portion of the fund's returns during certain periods prior to
2001 was attributable to its investments in IPOs. These investments had a
magnified impact when the fund's asset base was relatively small. As the
fund's assets grow, the impact of IPO investments will decline, which may
reduce the effect of IPO investments on the fund's total return. For
additional information regarding the impact of IPO investments on the fund's
performance, please see the "Financial Highlights" section of this
prospectus.
(2) Since Inception performance is only provided for a class with less than ten
calendar years of performance.
(3) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. The fund has also included the Russell 3000--Registered Trademark-- Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Multi-Cap Core Funds Index (which may or may not include the fund) is included for comparison to a peer group.
(4) The Russell 3000--Registered Trademark-- Index measures the performance of the 3,000 largest U.S. companies and is regarded as the standard for measuring U.S. stock market performance.
(5) The Lipper Multi-Cap Core Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Multi-Cap Core category. These funds typically have an average price-to-earnings ratio, price-to-book ratio, and a three year sales-per-share growth value, compared to the S&P SuperComposite 1500 Index.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(3) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Management Fees 0.68% 0.68% 0.68% Distribution and/or Service (12b-1) Fees 0.25 1.00 1.00 Other Expenses 0.54 0.54 0.54 Total Annual Fund Operating Expenses 1.47 2.22 2.22 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) There is no guarantee that actual expenses will be the same as those shown in the table.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $691 $989 $1,309 $2,211 Class B 725 994 1,390 2,365 Class C 325 694 1,190 2,554 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $691 $989 $1,309 $2,211 Class B 225 694 1,190 2,365 Class C 225 694 1,190 2,554 -------------------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.68% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The member of the team who is primarily responsible for the management of the fund's portfolio is
- Duy Nguyen, Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 2000. From 1997 to 2000, he served as vice president and director of quantitative services of FactSet Research Systems, Inc.
He is assisted by various domestic equity teams, including the teams representing AIM's growth, value and GARP (growth at a reasonable price) disciplines. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Select Equity Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
The information for the fiscal years 2003, 2002, 2001 and 2000 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information for the prior fiscal years or periods was audited by other public accountants.
A significant portion of the fund's returns was attributable to its investments in IPOs during certain fiscal years prior to 2001, including the fiscal year ended 2000, which had a magnified impact on the fund due to its relatively small asset base during this period. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
CLASS A ------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 -------- -------- -------- -------- -------- Net asset value, beginning of period $ 11.97 $ 17.00 $ 22.88 $ 26.23 $ 19.35 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.06)(a) (0.08)(a) (0.01)(a) (0.06) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.62 (4.97) (5.79) (0.44) 8.00 ================================================================================================================================= Total from investment operations 3.53 (5.03) (5.87) (0.45) 7.94 ================================================================================================================================= Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ================================================================================================================================= Net asset value, end of period $ 15.50 $ 11.97 $ 17.00 $ 22.88 $ 26.23 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 29.49% (29.59)% (25.64)% (1.77)% 41.48% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $288,976 $250,666 $396,779 $532,042 $461,628 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.47%(c) (1.32)% 1.24% 1.07% 1.09% ================================================================================================================================= Ratio of net investment income (loss) to average net assets (0.65)%(c) (0.45)% (0.45)% (0.02)% (0.31)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 69% 86% 117% 56% 31% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(c) Ratios are based on average daily net assets of $259,403,691.
CLASS B ---------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------- 2003 2002 2001 2000 1999 -------- -------- -------- -------- -------- Net asset value, beginning of period $ 10.86 $ 15.54 $ 21.07 $ 24.57 $ 18.33 ------------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.17)(a) (0.16)(a) (0.20)(a) (0.22)(a) (0.23)(a) ------------------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 3.27 (4.52) (5.32) (0.38) 7.53 ============================================================================================================================== Total from investment operations 3.10 (4.68) (5.52) (0.60) 7.30 ============================================================================================================================== Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ============================================================================================================================== Net asset value, end of period $ 13.96 $ 10.86 $ 15.54 $ 21.07 $ 24.57 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Total return(b) 28.55% (30.12)% (26.19)% (2.50)% 40.29% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $198,148 $214,709 $432,002 $661,445 $592,555 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratio of expenses to average net assets 2.22%(c) 2.07% 2.00% 1.84% 1.90% ============================================================================================================================== Ratio of net investment income (loss) to average net assets (1.40)%(c) (1.20)% (1.21)% (0.80)% (1.12)% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Portfolio turnover rate 69% 86% 117% 56% 31% ______________________________________________________________________________________________________________________________ ============================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(c) Ratios are based on average daily net assets of $200,276,520.
CLASS C ------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2003 2002 2001 2000 1999 ------- ------- ------- ------- ------- Net asset value, beginning of period $ 10.84 $ 15.52 $ 21.05 $ 24.55 $ 18.32 -------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.17)(a) (0.16)(a) (0.20)(a) (0.22)(a) (0.23)(a) -------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.27 (4.52) (5.32) (0.38) 7.52 ========================================================================================================================== Total from investment operations 3.10 (4.68) (5.52) (0.60) 7.29 ========================================================================================================================== Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ========================================================================================================================== Net asset value, end of period $ 13.94 $ 10.84 $ 15.52 $ 21.05 $ 24.55 __________________________________________________________________________________________________________________________ ========================================================================================================================== Total return(b) 28.60% (30.15)% (26.21)% (2.50)% 40.26% __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $33,585 $32,558 $59,112 $71,989 $25,275 __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratio of expenses to average net assets 2.22%(c) 2.07% 2.00% 1.84% 1.90% ========================================================================================================================== Ratio of net investment income (loss) to average net assets (1.40)%(c) (1.20)% (1.21)% (0.80)% (1.12)% __________________________________________________________________________________________________________________________ ========================================================================================================================== Portfolio turnover rate 69% 86% 117% 56% 31% __________________________________________________________________________________________________________________________ ========================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and does not include sales charges.
(c) Ratios are based on average daily net assets of $31,684,828.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
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investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
MCF--04/04
exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
MCF--04/04
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM Select Equity Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com SEQ-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
AIM SMALL CAP EQUITY FUND
PROSPECTUS
APRIL 30, 2004
AIM Small Cap Equity Fund seeks to provide long-term growth of capital.
This prospectus contains important information about the Class A, B, C and R shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
Investments in the fund:
- are not FDIC insured;
- may lose value; and
- are not guaranteed by a bank.
As of the end of business on December 19, 2003, the fund is limiting public sales of its shares to certain investors.
INVESTMENT OBJECTIVE AND STRATEGIES 1 ------------------------------------------------------ PRINCIPAL RISKS OF INVESTING IN THE FUND 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 FUND MANAGEMENT 5 ------------------------------------------------------ The Advisor 5 Advisor Compensation 5 Portfolio Managers 5 OTHER INFORMATION 5 ------------------------------------------------------ Sales Charges 5 Dividends and Distributions 5 Limited Fund Offering 5 FINANCIAL HIGHLIGHTS 7 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Tools Used to Combat Excessive Short-Term Trading Activity A-4 Purchasing Shares A-5 Redeeming Shares A-6 Exchanging Shares A-10 Pricing of Shares A-12 Taxes A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing, normally, at least 80% of its assets in equity securities, including convertible securities, of small-capitalization companies. In complying with this 80% investment requirement, the fund's investments may include synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The fund considers a company to be a small-capitalization company if it has a market capitalization, at the time of purchase, no larger than the largest capitalized company included in the Russell 2000--Registered Trademark-- Index during the most recent 11-month period (based on month-end data) plus the most recent data during the current month. The Russell 2000--Registered Trademark-- Index is a widely recognized, unmanaged index of common stocks that measures the performance of the 2,000 smallest companies in the Russell 3000--Registered Trademark-- Index, which measures the performance of the 3,000 largest U.S. companies based on total market capitalization. Under normal conditions, the top 10 holdings may comprise up to 25% of the fund's total assets. The fund may also invest up to 25% of its total assets in foreign securities.
Among factors which the portfolio managers may consider when purchasing securities are (1) the growth prospects for a company's products; (2) the economic outlook for its industry; (3) a company's new product development; (4) its operating management capabilities; (5) the relationship between the price of the security and its estimated fundamental value; (6) relevant market, economic and political environments; and (7) financial characteristics, such as balance sheet analysis and return on assets. The portfolio managers consider whether to sell a particular security when any one of these factors materially changes or when the securities are no longer considered small-cap company securities. For cash management purposes, the fund may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of the fund are applied at the time of purchase.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the fund may not achieve its investment objective.
The fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If the fund does trade in this way, it may incur increased transaction costs, which can lower the actual return on your investment. Active trading may also increase short-term gains and losses, which may affect the taxes you have to pay.
There is a risk that you could lose all or a portion of your investment in the fund. The value of your investment in the fund will go up and down with the prices of the securities in which the fund invests. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions, and market liquidity. This is especially true with respect to equity securities of small-cap companies, whose prices may go up and down more than equity securities of larger, more- established companies. Also, since equity securities of small-cap companies may not be traded as often as equity securities of larger, more-established companies, it may be difficult or impossible for the fund to sell securities at a desirable price.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
The values of the convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying common stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
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.
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 government agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURN ----------- ------- 2001................................................................... 8.92% 2002................................................................... -19.23% 2003................................................................... 46.17% |
The Class A shares' year-to-date total return as of March 31, 2004 was 6.24%.
During the period shown in the bar chart, the highest quarterly return was 20.83% (quarter ended June 30, 2001) and the lowest quarterly return was -23.45% (quarter ended September 30, 2002).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS ------------------------------------------------------------------------------- (for the periods ended December 31, SINCE INCEPTION 2003) 1 YEAR INCEPTION DATE ------------------------------------------------------------------------------- Class A 08/31/00 Return Before Taxes 38.12% 3.94% Return After Taxes on Distributions 38.12 3.94 Return After Taxes on Distributions and Sale of Fund Shares 24.78 3.37 Class B 08/31/00 Return Before Taxes 40.13 4.20 Class C 08/31/00 Return Before Taxes 44.13 5.01 Class R(1) 08/31/00(1) Return Before Taxes 45.86 5.53 ------------------------------------------------------------------------------- S&P 500(2) 28.67 (7.49)(5) 08/31/00(5) Russell 2000--Registered Trademark-- Index(3) 47.25 2.46(5) 08/31/00(5) Lipper Small-Cap Core Fund Index(4) 40.90 3.96(5) 08/31/00(5) ------------------------------------------------------------------------------- |
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 Class A only and after-tax returns for Class B, C and R will vary.
(1) The returns shown for the one year period are the historical returns of the fund's Class R shares. The returns shown since inception are the blended returns of the historical performance of the fund's Class R shares since their inception and the restated historical performance of the fund's Class A shares (for periods prior to inception of the Class R shares) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Class R shares is June 3, 2002.
(2) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance. The fund has elected to use the Standard & Poor's 500 Index as its broad-based index rather the Russell 2000--Registered Trademark-- Index because the Standard & Poor's 500 Index is a more widely recognized gauge of U.S. stock market performance. The fund has also included the Russell 2000--Registered Trademark-- Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Small-Cap Core Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(3) The Russell 2000--Registered Trademark-- Index measures the performance of the 2,000 smallest companies in the Russell 3000--Registered Trademark-- Index. This index is widely recognized as representative of small-cap stocks.
(4) The Lipper Small-Cap Core Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Small-Cap Core category. These funds typically invest in stocks with market capitalizations below $1 billion at the time of purchase and have an above-average price-to-earnings ratio, price-to-book ratio, and a three year sales-per-share growth value, compared to the S&P Small-Cap 600 Index.
(5) The average annual total return given is since the month end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES -------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 5.50% None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1,2) 5.00% 1.00% None(3) -------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(4) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C CLASS R -------------------------------------------------------------------------------- Management Fees 0.85% 0.85% 0.85% 0.85% Distribution and/or Service (12b-1) Fees 0.35 1.00 1.00 0.50 Other Expenses 0.57 0.57 0.57 0.57 Total Annual Fund Operating Expenses 1.77 2.42 2.42 1.92 -------------------------------------------------------------------------------- |
(1) If you buy $1,000,000 or more of Class A shares and redeem these shares within 18 months from the date of purchase, you may pay a 1.00% contingent deferred sales charge (CDSC) at the time of redemption.
(2) If you are a retirement plan participant and you buy $1,000,000 or more of Class A shares, you may pay a 1.00% CDSC if a total redemption of the retirement plan assets occurs within 12 months from the date of the retirement plan's initial purchase.
(3) If you are a retirement plan participant, you may pay a 0.75% CDSC if the
distributor paid a concession to the dealer of record and a total redemption
of the retirement plan assets occurs within 12 months from the date of the
retirement plan's initial purchase.
(4) There is no guarantee that actual expenses will be the same as those shown
in the table.
You may also be charged a transaction or other fee by the financial institution managing your account.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different classes of the fund with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $720 $1,077 $1,457 $2,519 Class B 745 1,055 1,491 2,596 Class C 345 755 1,291 2,756 Class R 195 603 1,037 2,243 -------------------------------------------------------------------------------- |
You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS -------------------------------------------------------------------------------- Class A $720 $1,077 $1,457 $2,519 Class B 245 755 1,291 2,596 Class C 245 755 1,291 2,756 Class R 195 603 1,037 2,243 -------------------------------------------------------------------------------- |
THE ADVISOR
AIM Advisors, Inc. (the advisor) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.85% of average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of the fund's portfolio are
- Paul J. Rasplicka (lead manager), Senior Portfolio Manager, who has been responsible for the fund since its inception in 2000 and has been associated with the advisor and/or its affiliates since 1994.
- Michael Chapman, Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 2001. From 1999 to 2001, he was an equity analyst with Chase Manhattan Bank. During part of 1999, he was a securities analyst with Gulf Investment Management. From 1995 to 1999, he was a portfolio manager with US Global Investors, Inc.
They are assisted by the Small/Mid Cap Core Team. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
SALES CHARGES
Purchases of Class A shares of AIM Small Cap Equity Fund are subject to the maximum 5.50% initial sales charge as listed under the heading "CATEGORY I Initial Sales Charges" in the "Shareholder Information--Choosing a Share Class" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to the contingent deferred sales charge listed in that section. Purchases of Class B and Class C shares are subject to the contingent deferred sales charges listed in that section. Certain purchases of Class R shares may be subject to the contingent deferred sales charge listed in that section.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of capital gains.
DIVIDENDS
The fund generally declares and pays dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
LIMITED FUND OFFERING
Due to the sometimes limited availability of common stocks of smaller companies that meet the investment criteria for the fund, the fund is limiting public sales of its shares to certain investors, effective as of the close of business on December 19, 2003, shortly after the fund reaches $500 million in assets. Investors should note that the fund reserves the right to refuse any order that might disrupt the efficient management of the fund.
The following types of investors may continue to invest in the fund if they were invested in the fund on December 19, 2003 and remain invested in the fund after that date:
(i) Existing shareholders of the fund;
(ii) Existing shareholders of the fund who open other accounts in their
name;
(iii) The following plans and programs:
- Retirement plans maintained pursuant to Section 401 of the Internal Revenue Code ("the Code");
- Retirement plans maintained pursuant to Section 403 of the Code, to the extent they are maintained by organizations established under Section 501(c)(3) of the Code;
- Retirement plans maintained pursuant to Section 457 of the Code;
- Non qualified deferred compensation plans maintained pursuant to Section 83 of the Code; and
- Qualified Tuition Programs maintained pursuant to Section 529 of the Code.
Future investments in the fund made by existing brokerage firm wrap programs will be at the discretion of A I M Distributors, Inc. (the distributor). Please contact the distributor for approval.
The following types of investors may open new accounts in the fund, if approved by the distributor:
- Retirement plans maintained pursuant to Section 401 of the Code;
- Retirement plans maintained pursuant to Section 403 of the Code, to the extent they are maintained by organizations established under Section 501(c)(3) of the Code;
- Retirement plans maintained pursuant to Section 457 of the Code;
- Non qualified deferred compensation plans maintained pursuant to Section 83 of the Code; and
- Qualified Tuition Programs maintained pursuant to Section 529 of the Code.
Such plans and programs that are considering the fund as an investment option should contact the distributor for approval.
During this limited offering period, the Rule 12b-1 fees for Class A shares will be reduced from 0.35% to 0.25% of the fund's average daily net assets attributable to Class A shares.
The fund may resume sales of shares to other new investors if the advisor determines it is appropriate and the Board of Trustees approves.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request.
CLASS A ------------------------------------------------------------ AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO -------------------------------------- DECEMBER 31, 2003 2002 2001 2000 -------- -------- -------- --------------- Net asset value, beginning of period $ 8.23 $ 10.19 $ 9.36 $ 10.00 -------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.05)(a) (0.05)(a) (0.00)(a) -------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.89 (1.91) 0.88 (0.64) ========================================================================================================================== Total from investment operations 3.80 (1.96) 0.83 (0.64) ========================================================================================================================== Less dividends from net investment income -- -- (0.00) -- ========================================================================================================================== Net asset value, end of period $ 12.03 $ 8.23 $ 10.19 $ 9.36 __________________________________________________________________________________________________________________________ ========================================================================================================================== Total return(b) 46.17% (19.23)% 8.92% (6.40)% __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $266,284 $140,652 $105,146 $32,805 __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratio of expenses to average net assets 1.77%(c) 1.67% 1.78% 1.78%(d)(e) ========================================================================================================================== Ratio of net investment income (loss) to average net assets (0.89)%(c) (0.54)% (0.57)% (0.12)%(e) __________________________________________________________________________________________________________________________ ========================================================================================================================== Portfolio turnover rate(f) 112% 117% 123% 49% __________________________________________________________________________________________________________________________ ========================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $181,786,297.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee waivers was 2.72% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS B -------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------------- DECEMBER 31, 2003 2002 2001 2000 -------- ------- -------- --------------- Net asset value, beginning of period $ 8.11 $ 10.11 $ 9.33 $ 10.00 ---------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15)(a) (0.11)(a) (0.11)(a) (0.03)(a) ---------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.81 (1.89) 0.89 (0.64) ====================================================================================================================== Total from investment operations 3.66 (2.00) 0.78 (0.67) ====================================================================================================================== Net asset value, end of period $ 11.77 $ 8.11 $ 10.11 $ 9.33 ______________________________________________________________________________________________________________________ ====================================================================================================================== Total return(b) 45.13% (19.78)% 8.36% (6.70)% ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $177,811 $99,551 $64,012 $16,385 ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratio of expenses to average net assets 2.42%(c) 2.32% 2.44% 2.49%(d)(e) ====================================================================================================================== Ratio of net investment income (loss) to average net assets (1.54)%(c) (1.19)% (1.23)% (0.83)(%(e) ______________________________________________________________________________________________________________________ ====================================================================================================================== Portfolio turnover rate(f) 112% 117% 123% 49% ______________________________________________________________________________________________________________________ ====================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $124,762,681.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee waivers was 3.43% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS C --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ----------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------- ------- ------- --------------- Net asset value, beginning of period $ 8.11 $ 10.10 $ 9.34 $10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15)(a) (0.11)(a) (0.11)(a) (0.03)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.81 (1.88) 0.87 (0.63) ======================================================================================================================= Total from investment operations 3.66 (1.99) 0.76 (0.66) ======================================================================================================================= Net asset value, end of period $ 11.77 $ 8.11 $ 10.10 $ 9.34 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 45.13% (19.70)% 8.14% (6.60)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $75,763 $41,132 $29,548 $9,028 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets 2.42%(c) 2.32% 2.44% 2.49%(d)(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.54)%(c) (1.19)% (1.23)% (0.83)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 112% 117% 123% 49% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $52,740,332.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee waivers was 3.43% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS R -------------------------------- JUNE 3, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ------------ ------------- Net asset value, beginning of period $ 8.22 $ 10.58 ---------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.11)(a) (0.04)(a) ---------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.88 (2.32) ============================================================================================== Total from investment operations 3.77 (2.36) ============================================================================================== Net asset value, end of period $11.99 $ 8.22 ______________________________________________________________________________________________ ============================================================================================== Total return(b) 45.86% (22.31)% ______________________________________________________________________________________________ ============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,502 $ 55 ______________________________________________________________________________________________ ============================================================================================== Ratio of expenses to average net assets 1.92%(c) 1.92%(d) ============================================================================================== Ratio of net investment income (loss) to average net assets (1.04)%(c) (0.78)%(d) ______________________________________________________________________________________________ ============================================================================================== Portfolio turnover rate(e) 112% 117% ______________________________________________________________________________________________ ============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $948,635.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the AIM funds.
CHOOSING A SHARE CLASS
Many of the AIM funds have multiple classes of shares, each class representing an interest in the same portfolio of investments. When choosing a share class, you should consult your financial advisor as to which class is most suitable for you. In addition, you should consider the factors below.
CLASS A(1) CLASS A3 CLASS B(4) CLASS C CLASS R INVESTOR CLASS ---------------------------------------------------------------------------------------------------------------------------- - Initial sales - No initial sales - No initial sales - No initial sales - No initial sales - No initial sales charge charge charge charge charge charge - Reduced or waived - No contingent - Contingent - Contingent - Generally, no - No contingent initial sales deferred sales deferred sales deferred sales contingent deferred sales charge for charge charge on charge on deferred sales charge certain redemptions redemptions charge(2) purchases(2,3) within six years within one year(6) - Generally, lower - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of - 12b-1 fee of distribution and 0.35% 1.00% 1.00% 0.50% 0.25%(7) service (12b-1) fee than Class B, Class C or Class R shares (See "Fee Table and Expense Example") - Does not convert - Converts to Class - Does not convert - Does not convert - Does not convert to Class A shares A shares at the to Class A shares to Class A shares to Class A shares end of the month which is eight years after the date on which shares were purchased along with a pro rata portion of its reinvested dividends and distributions(5) - Generally more - Generally more - Purchase orders - Generally more - Generally, only - Closed to new appropriate for appropriate for limited to appropriate for available to the investors, except long-term short- term amounts less than short- term following types as described in investors investors $100,000 investors of retirement the "Purchasing plans: (i) all Shares -- Grandfathered section 401 and Investors" 457 plans, (ii) section of your section 403 plans prospectus sponsored by section 501(c)(3) organizations, and (iii) IRA rollovers from such plans if an AIM fund was offered ---------------------------------------------------------------------------------------------------------------------------- |
Certain AIM funds also offer Institutional Class shares to certain eligible institutional investors; consult the fund's Statement of Additional Information for details.
(1) As of the close of business on October 30, 2002, Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors.
(2) A contingent deferred sales charge may apply in some cases.
(3) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
(4) Effective September 30, 2003, Class B shares will not be made available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code. These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension plans and profit sharing plans. Plans that have existing accounts invested in Class B shares will continue to be allowed to make additional purchases.
(5) AIM Money Market Fund: Class B shares convert to AIM Cash Reserve Shares. AIM Global Equity Fund: If you held Class B shares on May 29, 1998 and continue to hold them, those shares will convert to Class A shares of that fund at the end of the month which is seven years after the date on which shares were purchased. If you exchange those shares for Class B shares of another AIM fund, the shares into which you exchanged will not convert to Class A shares until the end of the month which is eight years after the date on which you purchased your original shares.
(6) A contingent deferred sales charge (CDSC) does not apply to redemption of Class C shares of AIM Short Term Bond Fund unless you exchange Class C shares of another AIM fund that are subject to a CDSC into AIM Short Term Bond Fund.
DISTRIBUTION AND SERVICE (12b-1) FEES
Each AIM fund (except AIM Tax-Free Intermediate Fund with respect to its Class A shares and AIM Money Market Fund and AIM Tax-Exempt Cash Fund with respect to their Investor Class shares) has adopted 12b-1 plans that allow the AIM fund to pay distribution fees to A I M Distributors, Inc. (the distributor) for the sale and distribution of its shares and fees for services provided to shareholders, all or a substantial portion of which are paid to the dealer of record. Because the AIM fund pays these fees out of its assets on an ongoing basis, over time these fees will increase the cost of your
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investment and may cost you more than paying other types of sales charges.
SALES CHARGES
Sales charges on the AIM funds and classes of those Funds are detailed below. As used below, the term "offering price" with respect to all categories of Class A shares includes the initial sales charge.
INITIAL SALES CHARGES
The AIM funds (except AIM Short Term Bond Fund) are grouped into three
categories with respect to initial sales charges. The "Other Information"
section of your prospectus will tell you in what category your particular AIM
fund is classified.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION(1) OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 25,000 5.50% 5.82% $ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
(1) AIM Opportunities I Fund will not accept any single purchase order in excess of $250,000.
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 50,000 4.75% 4.99% $ 50,000 but less than $ 100,000 4.00 4.17 $100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56 $500,000 but less than $1,000,000 2.00 2.04 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 1.00% 1.01% $100,000 but less than $ 250,000 0.75 0.76 $250,000 but less than $1,000,000 0.50 0.50 ------------------------------------------------------------------------------ |
INVESTOR'S SALES CHARGE --------------------------- AMOUNT OF INVESTMENT AS A % OF AS A % OF IN SINGLE TRANSACTION OFFERING PRICE INVESTMENT ------------------------------------------------------------------------------ Less than $ 100,000 2.50% 2.56% $100,000 but less than $ 250,000 2.00 2.04 $250,000 but less than $ 500,000 1.50 1.52 $500,000 but less than $1,000,000 1.25 1.27 ------------------------------------------------------------------------------ |
SHARES SOLD WITHOUT A SALES CHARGE
You will not pay an initial sales charge on purchases of Class A shares of AIM
Tax-Exempt Cash Fund and AIM Cash Reserve Shares of AIM Money Market Fund.
You will not pay an initial sales charge or a contingent deferred sales charge (CDSC) on Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
You will not pay an initial sales charge or a CDSC on Investor Class shares of any AIM fund.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS A SHARES AND AIM CASH RESERVE SHARES
OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of
Category I and II AIM funds and AIM Short Term Bond Fund at net asset value.
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 III AIM fund or AIM Short Term Bond Fund and make additional purchases (through October 30, 2002 for Category III AIM funds only) at net asset value that result in account balances of $1,000,000 or more, the additional shares purchased will be subject to a CDSC (an 18-month, 1% CDSC for Category I and II AIM fund and AIM Short Term Bond Fund shares, and a 12-month, 0.25% CDSC for Category III AIM fund shares). The CDSC for Category III AIM fund shares will not apply to additional purchases made prior to November 15, 2001 or after October 30, 2002.
Some retirement plans can purchase Class A shares at their net asset value per share. If the distributor paid a concession to the dealer of record in connection with a Large Purchase of Class A shares by a retirement plan, the Class A shares may be subject to a 1% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the plan's initial purchase.
You may be charged a CDSC when you redeem AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
The distributor may pay a dealer concession and/or a service fee for Large Purchases and purchases by certain retirement plans.
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CONTINGENT DEFERRED SALES CHARGES FOR CLASS B AND CLASS C SHARES
You can purchase Class B and Class C shares at their net asset value per share.
However, when you redeem them, they are subject to a CDSC in the following
percentages:
YEAR SINCE PURCHASE MADE CLASS B CLASS C -------------------------------------------------------------------------------- First 5% 1% Second 4 None Third 3 None Fourth 3 None Fifth 2 None Sixth 1 None Seventh and following None None -------------------------------------------------------------------------------- |
You can purchase Class C shares of AIM Short Term Bond Fund at their net asset value and not subject to a CDSC. However, you may be charged a CDSC when you redeem Class C shares of AIM Short Term Bond Fund if you acquired those shares through an exchange, and the shares originally purchased were subject to a CDSC.
CONTINGENT DEFERRED SALES CHARGES FOR CLASS R SHARES
You can purchase Class R shares at their net asset value per share. If the
distributor pays a concession to the dealer of record, however, the Class R
shares are subject to a 0.75% CDSC at the time of redemption if all retirement
plan assets are redeemed within 12 months from the date of the retirement plan's
initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their
original purchase price or current market value, net of reinvested dividends and
capital gains distributions. In determining whether to charge a CDSC, we will
assume that you have redeemed shares on which there is no CDSC first and, then,
shares in the order of purchase.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or your financial consultant must provide sufficient information at the time of purchase to verify that your purchase qualifies for such treatment.
REDUCED SALES CHARGES
You may be eligible to buy Class A shares at reduced initial sales charge rates
under Rights of Accumulation or Letters of Intent under certain circumstances.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Class B and Class C shares of AIM Floating Rate Fund and Investor Class shares of any AIM or INVESCO 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 an AIM or INVESCO fund
with AIM and/or INVESCO fund shares currently owned (Class A, B, C, K or R) 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 public offering price of all
other shares you own.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount
of Class A shares of AIM and/or INVESCO funds during a 13-month period. The
amount you agree to purchase determines the initial sales charge you pay. If the
full face amount of the LOI is not invested by the end of the 13-month period,
your account will be adjusted to the higher initial sales charge level for the
amount actually invested.
INITIAL SALES CHARGE EXCEPTIONS
You will not pay initial sales charges
- on shares purchased by reinvesting dividends and distributions;
- when exchanging shares among certain AIM and INVESCO funds;
- when using the reinstatement privileges; and
- when a merger, consolidation, or acquisition of assets of an AIM or INVESCO fund occurs.
CONTINGENT DEFERRED SALES CHARGE (CDSC) EXCEPTIONS
You will not pay a CDSC
- if you redeem Class B shares you held for more than six years;
- if you redeem Class C shares you held for more than one year;
- if you redeem Class C shares of an AIM fund other than AIM Short Term Bond Fund and you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund;
- if you redeem Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM fund and the original purchase was subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, at any time, less than all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you are a participant in a retirement plan and your plan redeems, after having held them for more than one year from the date of the plan's initial purchase, all of the Class R shares held through such plan that would otherwise be subject to a CDSC;
- if you redeem shares acquired through reinvestment of dividends and distributions; and
- on increases in the net asset value of your shares.
There may be other situations when you may be able to purchase or redeem shares at reduced or without sales charges. Consult the fund's Statement of Additional Information for details.
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TOOLS USED TO COMBAT EXCESSIVE SHORT-TERM TRADING ACTIVITY
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term investors. 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. A I M Advisors, Inc. and its affiliates (collectively, the "AIM Affiliates") currently use the following tools designed to discourage excessive short-term trading in the retail funds within The AIM Family of Funds(R) and the INVESCO family of funds (together, the "funds"):
(1) trade activity monitoring;
(2) trading guidelines;
(3) redemption fee on trades in certain funds; and
(4) selective use of fair value pricing.
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. The AIM Affiliates seek to make these judgments to the best of their abilities in a manner that they believe is consistent with shareholder interests.
TRADE ACTIVITY MONITORING
The AIM 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, the AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder's accounts other than exchanges into a money market fund. In making such judgments, the AIM Affiliates seek to act in a manner that they believe is consistent with the best interests of shareholders.
The ability of the AIM Affiliates to monitor trades that are placed by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
TRADING GUIDELINES
If you exceed four exchanges out of a fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund, AIM Limited Maturity Treasury Fund and INVESCO U.S. Government Money Fund) per calendar year, or a fund or the distributor 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 discretion, reject any additional purchase and exchange orders. Each fund and the distributor reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if it believes that granting such exceptions would be consistent with the best interests of shareholders. An exchange is the movement out of (redemption) one fund and into (purchase) another fund.
The ability of the AIM Affiliates to monitor exchanges made by the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder accounts. This is one reason why this tool cannot eliminate the possibility of excessive short-term trading.
REDEMPTION FEE
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of certain funds within 30 days of purchase. The AIM Affiliates expect to charge the redemption fee on other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. See "Redeeming Shares -- Redemption Fee" for more information.
The ability of a fund to assess a redemption fee on the underlying shareholders of omnibus accounts maintained by brokers, retirement plan accounts and approved fee-based program accounts is severely limited in those instances in which the broker, retirement plan administrator or fee-based program sponsor maintains the underlying shareholder account and may be further limited by systems limitations applicable to these types of accounts. Additionally, the AIM Affiliates maintain certain retirement plan accounts on a record keeping system that is currently incapable of processing the redemption fee. The provider of this system is working to enhance the system to facilitate the processing of this fee. These are two reasons why this tool cannot eliminate the possibility of excessive short-term trading activity.
FAIR VALUE PRICING
The trading hours for most foreign securities end prior to the close of the New York Stock Exchange, the time the fund's net asset value is calculated. The occurrence of certain events after the close of foreign markets, but prior to the close of the U.S. market (such as a significant surge or decline in the U.S. market) often will result in an adjustment to the trading prices of foreign securities when foreign markets open on the following business day. If such events occur, the fund may value foreign securities at fair value, taking into account such events, when it calculates its net asset value. Fair value determinations are made in good faith in accordance with procedures adopted by the Board of Directors or Trustees of the fund. See "Pricing of Shares -- Determination of Net Asset Value" for more information.
Fair value pricing results in an estimated price and may reduce the
possibility that short-term traders could take advantage of potentially "stale"
prices of portfolio holdings. However, if cannot eliminate the possibility of
excessive short-term trading.
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PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
There are no minimum investments with respect to Class R shares for AIM fund accounts. The minimum investments with respect to Class A, A3, B and C shares and Investor Class shares for AIM fund accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ------------------------------------------------------------------------------------------------------------------------- Employer-Sponsored Retirement Plans (includes section 401, $ 0 ($25 per AIM fund investment for $50 403 and salary deferrals from Employer- 457 plans, and SEP, SARSEP and SIMPLE IRA plans) Sponsored Retirement Plans) Systematic Purchase Plan 50 50 IRA, Roth IRA or Coverdell ESA 250 50 All other accounts 1,000 50 ------------------------------------------------------------------------------------------------------------------------- |
The maximum amount for a single purchase order of AIM Opportunities I Fund is $250,000.
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same By Mail Mail completed account application and Mail your check and the remittance slip check to the transfer agent, AIM from your confirmation statement to the Investment Services, Inc., P.O. Box transfer agent. 4739, Houston, TX 77210-4739. By Wire Mail completed account application to Call the transfer agent to receive a the transfer agent. Call the transfer reference number. Then, use the wire agent at (800) 959-4246 to receive a instructions at left. reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366807 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account using one of the Select the AIM Bank methods described above. Connection--Servicemark-- option on your completed account application or complete an AIM Bank Connection form. Mail the application or form to the transfer agent. Once the transfer agent has received the form, call the transfer agent to place your purchase order. Call the AIM 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 Access your account at methods described above. www.aiminvestments.com. The proper bank instructions must have been provided on your account. You may not purchase shares in AIM prototype retirement accounts on the internet. ------------------------------------------------------------------------------------------------------------------------- |
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GRANDFATHERED INVESTORS
Investor Class shares of a fund may be purchased only by: (1) persons or
entities who had established an account, prior to April 1, 2002, in Investor
Class shares of any of the funds currently distributed by A I M Distributors,
Inc. (the "Grandfathered Funds") and have continuously maintained such account
in Investor Class shares since April 1, 2002; (2) any person or entity listed in
the account registration for any Grandfathered Funds, which account was
established prior to April 1, 2002 and continuously maintained since April 1,
2002, such as joint owners, trustees, custodians and designated beneficiaries;
(3) customers of certain financial institutions, wrap accounts or other
fee-based advisory programs, or insurance company separate accounts, which have
had relationships with A I M Distributors, Inc. and/or any of the Grandfathered
Funds prior to April 1, 2002 and continuously maintained such relationships
since April 1, 2002; (4) defined benefit, defined contribution and deferred
compensation plans; and (5) AIM and INVESCO fund trustees and directors,
employees of AMVESCAP PLC and its subsidiaries, AMVESCAP directors, and their
immediate families.
SPECIAL PLANS
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the AIM funds by authorizing
the AIM fund to withdraw the amount of your investment from your bank account on
a day or dates you specify and in an amount of at least $50. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten
days prior to your next scheduled withdrawal.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic monthly or quarterly
exchanges, if permitted, from one AIM or INVESCO fund account to one or more
other AIM or INVESCO fund accounts with the identical registration. The account
from which exchanges are to be made must have a minimum balance of $5,000 before
you can use this option. Exchanges will occur on (or about) the 10th or 25th day
of the month, whichever you specify, in the amount you specify. The minimum
amount you can exchange to another AIM or INVESCO fund is $50.
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in any
AIM or INVESCO fund at net asset value. Unless you specify otherwise, your
dividends and distributions will automatically be reinvested in the same AIM or
INVESCO fund. You may invest your dividends and distributions (1) into another
AIM or INVESCO fund in the same class of shares; or (2) from Class A shares into
AIM Cash Reserve Shares of AIM Money Market Fund, or vice versa.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of another AIM fund:
(1) Your account balance (a) in the AIM or INVESCO fund paying the dividend must be at least $5,000; and (b) in the AIM or INVESCO fund receiving the dividend must be at least $500;
(2) Both accounts must have identical registration information; and
(3) You must have completed an authorization form to reinvest dividends into another AIM or INVESCO fund.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the
Portfolio Rebalancing Program. Under this Program, you can designate how the
total value of your AIM and INVESCO fund holdings should be rebalanced, on a
percentage basis, between two and ten of your AIM and INVESCO funds on a
quarterly, semiannual or annual basis. Your portfolio will be rebalanced through
the exchange of shares in one or more of your AIM or INVESCO funds for shares of
the same class of one or more other AIM or INVESCO funds in your portfolio. If
you wish to participate in the Program, make changes or cancel the Program, the
transfer agent must receive your request to participate, changes, or
cancellation in good order at least five business days prior to the next
rebalancing date, which is normally the 28th day of the last month of the period
you choose. You may realize taxable gains from these exchanges. We may modify,
suspend or terminate the Program at any time on 60 days prior written notice.
RETIREMENT PLANS
Shares of most of the AIM funds can be purchased through tax-sheltered
retirement plans made available to corporations, individuals and employees of
non-profit organizations and public schools. A plan document must be adopted to
establish a retirement plan. You may use AIM sponsored retirement plans, which
include IRAs, Roth IRAs, SIMPLE IRA plans, SEP/SARSEP plans, 403(b) plans,
401(k) plans and Money Purchase/Profit Sharing plans, or another sponsor's
retirement plan. The plan custodian of the AIM sponsored retirement plan
assesses an annual maintenance fee of $10. Contact your financial consultant for
details.
REDEEMING SHARES
REDEMPTION FEE
You may be charged a 2% redemption fee (on total redemption proceeds) if you redeem, including redeeming by exchange, Class A, Investor Class or Institutional Class (applicable only to INVESCO S&P 500 Index Fund) shares of the following funds (either by selling or
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exchanging to another AIM fund or INVESCO fund) within 30 days of their purchase:
AIM Asia Pacific Growth Fund AIM Global Value Fund AIM Developing Markets Fund AIM High Yield Fund AIM European Growth Fund AIM International Emerging Growth Fund AIM European Small Company AIM International Growth Fund Fund AIM Trimark Fund AIM Global Aggressive Growth INVESCO International Core Equity Fund Fund INVESCO S&P 500 Index Fund AIM Global Growth Fund AIM Global Equity Fund |
The redemption fee will be retained by the fund from which you are redeeming shares (including redemptions by exchange), 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 to the extent that the number of fund shares you redeem exceeds the number of fund shares that you have held for more than 30 days. In determining whether the minimum 30 day holding period has been met, only the period during which you have held shares of the fund from which you are redeeming is counted. For this purpose, shares held longest will be treated as being redeemed first and shares held shortest as being redeemed last.
The 2% redemption fee will not be charged on transactions involving the following:
(1) total or partial redemptions of shares by omnibus accounts maintained by brokers that do not have the systematic capability to process the redemption fee;
(2) total or partial redemptions of shares by approved fee-based programs that do not have the systematic capability to process the redemption fee;
(3) total or partial redemptions of shares held through retirement plans maintained pursuant to Sections 401, 403, 408, 408A and 457 of the Internal Revenue Code (the "Code") where the systematic capability to process the redemption fee does not exist;
(4) total or partial redemptions effectuated pursuant to an automatic non-discretionary rebalancing program or a systematic withdrawal plan set up in the funds;
(5) total or partial redemptions requested within 30 days following the death or
post-purchase disability of (i) any registered shareholder on an account or
(ii) the settlor of a living trust which is the registered shareholder of an
account, of shares held in the account at the time of death or initial
determination of post-purchase disability;
(6) total or partial redemption of shares acquired through investment of dividends and other distributions; or
(7) redemptions initiated by a fund.
The AIM Affiliates' goals are to apply the redemption fee on all classes of shares regardless of the type of account in which such shares are held. This goal is not immediately achievable because of systems limitations and marketplace resistance. Currently, the redemption fee may be applied on Class A and Investor Class shares (and Institutional Shares for INVESCO S&P 500 Index Fund). AIM expects to charge the redemption fee on all other classes of shares when the funds' transfer agent system has the capability of processing the fee across these other classes. In addition, AIM intends to develop a plan to encourage brokers that maintain omnibus accounts, sponsors of fee-based program accounts and retirement plan administrators for accounts that are exempt from the redemption fee pursuant to the terms above to modify computer programs to impose the redemption fee or to develop alternate processes to monitor and restrict short-term trading activity in the funds. Lastly, the provider of AIM's retirement plan record keeping system is working to enhance the system to facilitate the processing of the redemption fee. Until such computer programs are modified or alternate processes are developed, the fund's ability to assess a redemption fee on these types of share classes and accounts is severely limited. These are reasons why the redemption fees cannot eliminate the possibility of excessive short-term trading activity.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of failing the 90% income test or losing its registered investment company qualification for tax purposes.
Your broker or financial consultant may charge service fees for handling redemption transactions. Your shares also may be subject to a contingent deferred sales charge (CDSC).
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE PRIOR TO NOVEMBER 15, 2001.
If you purchased $1,000,000 or more of Class A shares of any AIM fund at net asset value prior to November 15, 2001, or entered into a Letter of Intent prior to November 15, 2001 to purchase $1,000,000 or more of Class A shares of a Category I, II or III AIM fund at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category III - No CDSC Fund(1) Fund(1) - Class A shares of AIM Tax-Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
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REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE ON AND AFTER NOVEMBER 15, 2001
If you purchase $1,000,000 or more of Class A shares of any AIM fund on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds), or if you make additional purchases of Class A shares on and after November 15, 2001 (and through October 30, 2002 with respect to Class A shares of Category III AIM funds) at net asset value, your shares may be subject to a CDSC upon redemption, as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category I - Class A shares of Category I or - 1% if shares are redeemed or II Fund or AIM Short Term II Fund or AIM Short Term Bond within 18 months of initial Bond Fund Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(1) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category III - Class A shares of Category I or - 1% if shares are redeemed Fund II Fund or AIM Short Term Bond within 18 months of initial Fund purchase of Category III Fund shares - Class A shares of Category III - Class A shares of Category III - 0.25% if shares are redeemed Fund Fund(1) within 12 months of initial - Class A shares of AIM Tax-Exempt purchase of Category III Fund Cash Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund |
(1) Beginning on February 17, 2003, Class A shares of a Category I, II or III Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of a Category III Fund.
REDEMPTION OF CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE FOR PURCHASES MADE AFTER OCTOBER 30, 2002
If you purchase $1,000,000 or more of Class A shares of any AIM fund on or after October 31, 2002, or if you make additional purchases of Class A shares on and after October 31, 2002 at net asset value, your shares may be subject to a CDSC upon redemption as described below.
SHARES INITIALLY SHARES HELD CDSC APPLICABLE UPON PURCHASED AFTER AN EXCHANGE REDEMPTION OF SHARES --------- ----------------- -------------------- - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed I or II Fund or AIM Short or II Fund or AIM Short Term within 18 months of initial Term Bond Fund Bond Fund purchase of Category I or II - Class A shares of Category III Fund or AIM Short Term Bond Fund(2) Fund shares - AIM Cash Reserve Shares of AIM Money Market Fund - Class A shares of Category - Class A shares of Category I - 1% if shares are redeemed III Fund(1) or II Fund or AIM Short Term within 18 months of initial Bond Fund purchase of Category III Fund shares - Class A shares of Category - Class A shares of Category III - No CDSC III Fund(1) Fund(2) - Class A shares of AIM Tax- Exempt Cash Fund - AIM Cash Reserve Shares of AIM Money Market |
(1) As of the close of business on October 30, 2002, only existing shareholders
of Class A shares of a Category III Fund may purchase such shares.
(2) Beginning on February 17, 2003, Class A shares of a Category I, II or III
Fund or AIM Short Term Bond Fund may not be exchanged for Class A shares of
Category III Fund.
REDEMPTION OF CLASS B SHARES ACQUIRED BY EXCHANGE FROM AIM FLOATING RATE FUND
If you redeem Class B shares you acquired by exchange via a tender offer by AIM Floating Rate Fund, the early withdrawal charge applicable to shares of AIM Floating Rate Fund will be applied instead of the CDSC normally applicable to Class B shares.
MCF--04/04
Through a Financial Consultant Contact your financial consultant. By Mail Send a written request to the transfer agent. Requests must include (1) original signatures of all registered owners; (2) the name of the AIM fund and your account number; (3) if the transfer agent does not hold your shares, endorsed share certificates or share certificates accompanied by an executed stock power; and (4) signature guarantees, if necessary (see below). The transfer agent may require that you provide additional information, such as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA account, you must include a statement of whether or not you are at least 59 1/2 years old and whether you wish to have federal income tax withheld from your proceeds. The transfer agent may require certain other information before you can redeem from an employer-sponsored retirement plan. Contact your employer for details. By Telephone Call the transfer agent or our AIM 24-hour Automated Investor Line at 1-800-246-5463. You will be allowed to redeem by telephone if (1) the proceeds are to be mailed to the address on record (if there has been no change communicated to us within the last 30 days) or transferred electronically to a pre-authorized checking account; (2) you do not hold physical share certificates; (3) you can provide proper identification information; (4) the proceeds of the redemption do not exceed $250,000; and (5) you have not previously declined the telephone redemption privilege. Certain accounts, including retirement accounts and 403(b) plans, may not be redeemed by telephone. The transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE) in order to effect the redemption at that day's closing price. You may, with limited exceptions, redeem from an IRA account by telephone. Redemptions from other types of retirement accounts must be requested in writing. By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by internet if (1) you do not hold physical share certificates; (2) you can provide proper identification information; (3) the proceeds of the redemption do not exceed $250,000; and (4) you have already provided proper bank information. AIM prototype retirement accounts may not be redeemed on the internet. The transfer agent must confirm your transaction during the hours of the customary trading session of the NYSE in order to effect the redemption at that day's closing price. |
TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after we accept your request to redeem. If you redeem shares recently purchased by check, you will be required to wait up to ten business days before we will send your redemption proceeds. This delay is necessary to ensure that the purchase check has cleared.
REDEMPTION BY MAIL
If you mail us a request in good order to redeem your shares, we will mail you a
check in the amount of the redemption proceeds to the address on record with us.
If your request is not in good order, you may have to provide us with additional
documentation in order to redeem your shares.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will mail you a check in the amount of the
redemption proceeds to your address of record (if there has been no change
communicated to the transfer agent within the previous 30 days) or transmit them
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by telephone are genuine and are not
liable for telephone instructions that are reasonably believed to be genuine.
REDEMPTION BY INTERNET
If you redeem by internet, we will transmit your redemption proceeds
electronically to your pre-authorized bank account. We use reasonable procedures
to confirm that instructions communicated by internet are genuine and are not
liable for internet instructions that are reasonably believed to be genuine.
PAYMENT FOR SYSTEMATIC REDEMPTIONS
You may arrange for regular monthly or quarterly withdrawals from your account
of at least $100. You also may make annual withdrawals if you own Class A
shares. We will redeem enough shares from your account to cover the amount
withdrawn. You must have an account balance of at least $5,000 to establish a
Systematic Redemption Plan. You can stop this plan at any time by giving ten
days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS
(AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If we receive your redemption order before 11:30 a.m. Eastern Time, we will try
to transmit payment of redemption proceeds on that same day. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the
customary trading session of the NYSE, we generally will transmit payment on the
next business day.
MCF--04/04
REDEMPTIONS BY CHECK
(CLASS A SHARES OF AIM TAX-EXEMPT CASH FUND AND AIM CASH RESERVE SHARES OF AIM
MONEY MARKET FUND ONLY)
You may redeem shares of these AIM funds by writing checks in amounts of $250 or
more if you have completed an authorization form. Redemption by check is not
available for retirement accounts.
SIGNATURE GUARANTEES
We require a signature guarantee when you redeem by mail and
(1) the amount is greater than $250,000;
(2) you request that payment be made to someone other than the name registered on the account;
(3) you request that payment be sent somewhere other than the bank of record on the account; or
(4) you request that payment be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of financial institutions. Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees. Please check with the guarantor institution.
REINSTATEMENT PRIVILEGES
You may, within 120 days after you sell shares (except Class R shares, Class A shares of AIM Tax-Exempt Cash Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares and Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and Investor Class shares), reinvest all or part of your redemption proceeds in Class A shares of any Category I or II AIM fund or AIM Short Term Bond Fund at net asset value in an identically registered account.
You may, within 120 days after you sell some but not all of your Class A shares of a Category III AIM fund, reinvest all or part of your redemption proceeds in Class A shares of that same Category III AIM fund at net asset value in an identically registered account.
The reinvestment amount must meet the subsequent investment minimum as indicated in the section "Purchasing Shares".
If you paid an initial sales charge on any reinstated amount, you will receive credit on purchases of Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
If you paid a contingent deferred sales charge (CDSC) on any reinstated amount, you will not be subject to a CDSC if you later redeem that amount.
You must notify the transfer agent in writing at the time you reinstate that you are exercising your reinstatement privilege.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind).
REDEMPTIONS BY THE AIM FUNDS
If your account (Class A, Class A3, Class B, Class C 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 ($250 for Investor Class shares) for three consecutive months due to redemptions or exchanges (excluding retirement accounts), the AIM funds have the right to redeem the account after giving you 60 days' prior written notice. You may avoid having your account redeemed during the notice period by bringing the account value up to $500 ($250 for Investor Class shares) or by utilizing the Automatic Investment Plan.
If an AIM fund determines that you have not provided a correct Social Security or other tax ID number on your account application, or the AIM fund is not able to verify your identity as required by law, the AIM fund may, at its discretion, redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one AIM fund for those of another AIM or INVESCO fund. Before requesting an exchange, review the prospectus of the AIM or INVESCO fund you wish to acquire. Exchange privileges also apply to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
You may be charged a redemption fee on certain redemptions, including exchanges. See "Redeeming Shares -- Redemption Fee."
PERMITTED EXCHANGES
Except as otherwise stated under "Exchanges Not Permitted," you generally may exchange your shares for shares of the same class of another AIM or INVESCO fund.
You may also exchange:
(1) Class A shares of an AIM or INVESCO fund for AIM Cash Reserve Shares of AIM Money Market Fund;
(2) Class A shares of an AIM fund (excluding AIM Limited Maturity Treasury Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund for Class A3 shares of an AIM fund;
(3) Class A3 shares of an AIM fund for AIM Cash Reserve shares of AIM Money Market Fund;
(4) Class A3 shares of an AIM fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund;
(5) AIM Cash Reserve Shares of AIM Money Market Fund for Class A3 shares of an AIM fund;
(6) AIM Cash Reserve Shares of AIM Money Market Fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, effective
MCF--04/04
February 17, 2003, and AIM Tax-Exempt Cash Fund) or INVESCO fund;
(7) Investor Class shares of an AIM or INVESCO fund for Class A shares of any AIM fund (excluding AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) or INVESCO fund or Class A3 shares of an AIM fund; or
(8) Class A or A3 shares of an AIM or INVESCO fund for Investor Class shares of any AIM or INVESCO fund as long as you are eligible to purchase Investor Class shares of any AIM or INVESCO fund at the time of exchange.
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one into which you are exchanging. If you exchange 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.
EXCHANGES NOT SUBJECT TO A SALES CHARGE
You will not pay an initial sales charge when exchanging:
(1) Class A shares with an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund) for
(a) Class A shares of another AIM or INVESCO fund;
(b) AIM Cash Reserve Shares of AIM Money Market Fund; or
(c) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund.
(2) Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund with an initial sales charge for
(a) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund; or
(b) Class A shares of another AIM or INVESCO Fund, but only if
(i) you acquired the original shares before May 1, 1994; or
(ii) you acquired the original shares on or after May 1, 1994 by way of an exchange from shares with higher initial sales charges; or
(3) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for
(a) Class A shares of an AIM or INVESCO fund subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund), but only if you acquired the original shares
(i) prior to May 1, 1994 by exchange from Class A shares subject to an initial sales charge;
(ii) on or after May 1, 1994 by exchange from Class A shares subject to an initial sales charge (excluding Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund); or
(4) Class A3 shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund for
(a) AIM Cash Reserve Shares of AIM Money Market Fund; or
(b) Class A shares of AIM Tax-Exempt Cash Fund.
You will not pay a CDSC or other sales charge when exchanging:
(1) Class A shares for other Class A shares;
(2) Class B shares for other Class B shares;
(3) Class C shares for other Class C shares;
(4) Class R shares for other Class R shares.
EXCHANGES NOT PERMITTED
Certain classes of shares are not covered by the exchange privilege. You may not exchange:
(1) Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund for Class A shares of a Category III AIM fund after February 16, 2003; or
(2) Class A shares of a Category III AIM fund for Class A shares of another Category III AIM fund after February 16, 2003.
For shares purchased prior to November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM funds (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a contingent deferred sales charge (CDSC) for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of Category III AIM funds purchased at net asset value for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund;
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund;
(4) AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of a Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund that are subject to a CDSC; or
(5) on or after January 15, 2002, AIM Cash Reserve Shares of AIM Money Market Fund or Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of Category III AIM Funds that are subject to a CDSC.
For shares purchased on or after November 15, 2001, you may not exchange:
(1) Class A shares of Category I or II AIM fund, Class A shares of AIM Short Term Bond Fund or Class A shares of an INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC for Class A shares of AIM Tax-Exempt Cash Fund;
(2) Class A shares of AIM Tax-Exempt Cash Fund for Class A shares of any other AIM or INVESCO fund (i) subject to an initial sales charge or (ii) purchased at net asset value and subject to a CDSC or for AIM Cash Reserve Shares of AIM Money Market Fund; or MCF--04/04
(3) AIM Cash Reserve Shares of AIM Money Market Fund for Class B or Class C shares of any AIM or INVESCO fund or for Class A shares of any AIM or INVESCO fund that are subject to a CDSC, however, if you originally purchased Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund, and exchanged those shares for AIM Cash Reserve Shares of AIM Money Market Fund, you may further exchange the AIM Cash Reserve Shares for Class A shares of a Category I or II AIM fund or AIM Short Term Bond Fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- You must meet the minimum purchase requirements for the AIM or INVESCO fund into which you are exchanging;
- Shares of the AIM or INVESCO fund you wish to acquire must be available for sale in your state of residence;
- Exchanges must be made between accounts with identical registration information;
- The account you wish to exchange from must have a certified tax identification number (or the Fund has received an appropriate Form W-8 or W-9);
- Shares must have been held for at least one day prior to the exchange; and
- If you have physical share certificates, you must return them to the transfer agent prior to the exchange.
TERMS OF EXCHANGE
Under unusual market conditions, an AIM or INVESCO fund may delay the purchase of shares being acquired in an exchange for up to five business days if it determines that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an option or right to purchase shares. Any of the participating AIM or INVESCO funds or the distributor may modify or terminate this privilege at any time. The AIM or INVESCO fund or the distributor will provide you with notice of such modification or termination whenever it is required to do so by applicable law, but may impose changes at any time for emergency purposes.
BY MAIL
If you wish to make an exchange by mail, you must include original signatures of each registered owner exactly as the shares are registered, the account registration and account number, the dollar amount or number of shares to be exchanged and the names of the AIM or INVESCO funds from which and into which the exchange is to be made.
BY TELEPHONE
Conditions that apply to exchanges by telephone are the same as redemptions by telephone, including that the transfer agent must receive exchange requests during the hours of the customary trading session of the NYSE; however, you still will be allowed to exchange by telephone even if you have changed your address of record within the preceding 30 days.
BY INTERNET
You will be allowed to exchange by internet if you do not hold physical share certificates and you provide the proper identification information.
EXCHANGING CLASS B, CLASS C AND CLASS R SHARES
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM funds' short-term investments are valued at amortized cost when the security has 60 days or less to maturity. AIM Money Market Fund and AIM Tax-Exempt Cash Fund value all of their securities at amortized cost. AIM High Income Municipal Fund, AIM Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such securities.
The AIM funds value all other securities and assets at their fair value. Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the AIM funds' shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary
MCF--04/04
trading session of the NYSE which would not ordinarily be reflected in the computation of the AIM fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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. Because some of the AIM funds may invest in securities that are primarily listed on foreign exchanges that trade on days when the AIM funds do not price their shares, the value of those funds' assets may change on days when you will not be able to purchase or redeem fund shares.
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day. AIM Money Market Fund also determines its net asset value as of 12:00 noon Eastern Time on each day the NYSE is open for business.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary trading session of the NYSE. The AIM funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent receives an order in good order. An AIM fund may postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM or INVESCO fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
INVESTORS IN TAX-EXEMPT FUNDS SHOULD READ THE INFORMATION UNDER THE HEADING "OTHER INFORMATION -- SPECIAL TAX INFORMATION REGARDING THE FUND" IN THEIR PROSPECTUS.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
MCF--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year.
If you have questions about this fund, another fund in The AIM Family of Funds--registered trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You also can review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
---------------------------------------- AIM Small Cap Equity Fund SEC 1940 Act file number: 811-1540 ---------------------------------------- AIMinvestments.com SCE-PRO-1 YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE] --Servicemark-- --Servicemark-- |
STATEMENT OF
ADDITIONAL INFORMATION
AIM FUNDS GROUP
11 GREENWAY PLAZA
SUITE 100
HOUSTON, TEXAS 77046-1173
(713) 626-1919
THIS STATEMENT OF ADDITIONAL INFORMATION RELATES TO THE CLASS A, CLASS B, CLASS C AND CLASS R SHARES, AS APPLICABLE, OF EACH PORTFOLIO (EACH A "FUND," COLLECTIVELY THE "FUNDS") OF AIM FUNDS GROUP LISTED BELOW. THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS, AND IT SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUSES FOR THE CLASS A, CLASS B, CLASS C AND CLASS R SHARES, AS APPLICABLE, OF THE FUNDS LISTED BELOW. YOU MAY OBTAIN A COPY OF ANY PROSPECTUS FOR ANY FUND LISTED BELOW FROM AN AUTHORIZED DEALER OR BY WRITING TO:
AIM INVESTMENT SERVICES, INC.
P.O. BOX 4739
HOUSTON, TEXAS 77210-4739
OR BY CALLING (800) 347-4246
THIS STATEMENT OF ADDITIONAL INFORMATION, DATED APRIL 30, 2004, RELATES TO THE CLASS A, CLASS B AND CLASS C SHARES OF THE FOLLOWING PROSPECTUSES:
FUND DATED ---- ----- AIM European Small Company Fund April 30, 2004 AIM Global Value Fund April 30, 2004 AIM International Emerging Growth Fund April 30, 2004 AIM Select Equity Fund April 30, 2004 |
THIS STATEMENT OF ADDITIONAL INFORMATION, DATED APRIL 30, 2004, ALSO RELATES TO THE CLASS A, CLASS B, CLASS C AND CLASS R SHARES OF THE FOLLOWING PROSPECTUSES:
FUND DATED ---- ----- AIM Basic Balanced Fund April 30, 2004 AIM Balanced Fund April 30, 2004 AIM Premier Equity Fund April 30, 2004 AIM Mid Cap Basic Value Fund April 30, 2004 AIM Small Cap Equity Fund April 30, 2004 |
AIM FUNDS GROUP
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
PAGE GENERAL INFORMATION ABOUT THE TRUST............................................................................... 1 Fund History............................................................................................. 1 Shares of Beneficial Interest............................................................................ 1 DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS.......................................................... 4 Classification........................................................................................... 4 Investment Strategies and Risks.......................................................................... 4 Equity Investments.............................................................................. 8 Foreign Investments............................................................................. 8 Debt Investments................................................................................ 10 Other Investments............................................................................... 13 Investment Techniques........................................................................... 14 Derivatives..................................................................................... 18 Fund Policies............................................................................................ 24 Temporary Defensive Positions............................................................................ 27 Portfolio Turnover....................................................................................... 27 MANAGEMENT OF THE TRUST........................................................................................... 27 Board of Trustees........................................................................................ 27 Management Information................................................................................... 27 Trustee Ownership of Fund Shares................................................................ 29 Factors Considered in Approving the Investment Advisory Agreement............................... 29 Compensation............................................................................................. 29 Retirement Plan For Trustees.................................................................... 30 Deferred Compensation Agreements................................................................ 30 Purchase of Class A Shares of the Funds at Net Asset Value...................................... 30 Codes of Ethics.......................................................................................... 31 Proxy Voting Policies.................................................................................... 31 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES............................................................... 31 INVESTMENT ADVISORY AND OTHER SERVICES............................................................................ 31 Investment Advisor....................................................................................... 31 Service Agreements....................................................................................... 33 Other Service Providers.................................................................................. 34 BROKERAGE ALLOCATION AND OTHER PRACTICES.......................................................................... 35 Brokerage Transactions................................................................................... 35 Commissions.............................................................................................. 35 Brokerage Selection...................................................................................... 35 Directed Brokerage (Research Services)................................................................... 36 Regular Brokers or Dealers............................................................................... 36 Allocation of Portfolio Transactions..................................................................... 36 Allocation of Initial Public Offering ("IPO") Transactions............................................... 37 PURCHASE, REDEMPTION AND PRICING OF SHARES........................................................................ 38 Purchase and Redemption of Shares........................................................................ 38 Offering Price........................................................................................... 55 Redemption In Kind....................................................................................... 56 Backup Withholding....................................................................................... 56 |
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS.......................................................................... 57 Dividends and Distributions.............................................................................. 57 Tax Matters.............................................................................................. 58 DISTRIBUTION OF SECURITIES........................................................................................ 65 Distribution Plans....................................................................................... 65 Distributor.............................................................................................. 67 CALCULATION OF PERFORMANCE DATA................................................................................... 68 PENDING LITIGATION................................................................................................ 74 |
APPENDICES: RATINGS OF DEBT SECURITIES....................................................................................... A-1 TRUSTEES AND OFFICERS............................................................................................ B-1 TRUSTEE COMPENSATION TABLE....................................................................................... C-1 PROXY POLICIES AND PROCEDURES.................................................................................... D-1 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES.............................................................. E-1 MANAGEMENT FEES.................................................................................................. F-1 ADMINISTRATIVE SERVICES FEES..................................................................................... G-1 BROKERAGE COMMISSIONS............................................................................................ H-1 DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF SECURITIES OF REGULAR BROKERS OR DEALERS....................................................................................... I-1 AMOUNTS PAID TO A I M DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS.......................................... J-1 ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS.................................................... K-1 TOTAL SALES CHARGES.............................................................................................. L-1 PERFORMANCE DATA................................................................................................. M-1 PENDING LITIGATION............................................................................................... N-1 FINANCIAL STATEMENTS............................................................................................. FS |
GENERAL INFORMATION ABOUT THE TRUST
FUND HISTORY
AIM Funds Group (the "Trust") is a Delaware statutory trust which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company. The Trust currently consists of nine separate portfolios: AIM Balanced Fund, AIM Basic Balanced Fund, AIM European Small Company Fund, AIM Global Value Fund, AIM International Emerging Growth Fund, AIM Mid Cap Basic Value Fund, AIM Premier Equity Fund, AIM Select Equity Fund and AIM Small Cap Equity Fund (each a "Fund" and collectively, the "Funds"). Under the Amended and Restated Agreement and Declaration of Trust, dated May 15, 2002, 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.
The Trust was originally organized on October 30, 1984 as a
Massachusetts business trust. The Trust reorganized as a Delaware business trust
on October 15, 1993. The following Funds were included in the reorganization:
AIM Select Equity Fund and AIM Premier Equity Fund. In addition, on October 15,
1993, AIM Balanced Fund acquired all the assets and assumed all of the
liabilities of AIM Convertible Securities Fund, Inc., a Maryland corporation.
All historical financial and other information contained in this Statement of
Additional Information for periods prior to October 15, 1993 relating to these
Funds (or a class thereof) is that of the predecessor funds (or the
corresponding class thereof). Prior to July 13, 2001, AIM Select Equity Fund was
known as AIM Select Growth Fund, and prior to May 1, 1998, such Fund was known
as AIM Growth Fund. Each of the other Funds commenced operations as a series of
the Trust. Prior to July 1, 2002, AIM Premier Equity Fund was known as AIM Value
Fund. Prior to April 30, 2003, AIM Global Value Fund was known as AIM Worldwide
Spectrum Fund.
Effective as of the close of business on December 19, 2003, AIM Small
Cap Equity Fund limited public sales of its shares to certain investors. The
following types of investors may continue to invest in the Fund if they are
invested in the Fund as of the date on which the Fund limited public sales of
its shares to certain investors and remain invested in the Fund after that date:
existing shareholders of the Fund; existing shareholders of the Fund who open
other accounts in their name; retirement plans maintained pursuant to Section
401 of the Internal Revenue Code ("the Code"); retirement plans maintained
pursuant to Section 403 of the Code, to the extent they are maintained by
organizations established under Section 501(c)(3) of the Code; retirement plans
maintained pursuant to Section 457 of the Code; non-qualified deferred
compensation plans maintained pursuant to Section 83 of the Code; and Qualified
Tuition Programs maintained pursuant to Section 529 of the Code. Future
investments in the Fund made by existing brokerage firm wrap programs will be at
the discretion of A I M Distributors, Inc. ("AIM Distributors"). Please contact
AIM Distributors for approval. The following types of investors may open new
accounts in AIM Small Cap Equity Fund, if approved by AIM Distributors:
retirement plans maintained pursuant to Section 401 of the Code; retirement
plans maintained pursuant to Section 403 of the Code, to the extent they are
maintained by organizations established under Section 501(c)(3) of the Code;
retirement plans maintained pursuant to Section 457 of the Code; non-qualified
deferred compensation plans maintained pursuant to Section 83 of the Code; and
Qualified Tuition Programs maintained pursuant to Section 529 of the Code. Such
plans and programs that are considering AIM Small Cap Equity Fund as an
investment option should contact AIM Distributors for approval.
SHARES OF BENEFICIAL INTEREST
Shares of beneficial interest of the Trust are redeemable at their net asset value (subject, in certain circumstances, to a contingent deferred sales charge or redemption fee) at the option of the shareholder or at the option of the Trust in certain circumstances.
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 by or under the direction of 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 Fund offers separate classes of shares as follows:
INSTITUTIONAL FUND CLASS A CLASS B CLASS C CLASS R CLASS ---- ------- ------- ------- -------- ------------- AIM Balanced Fund X X X X X AIM Basic Balanced Fund X X X X X AIM European Small Company Fund X X X AIM Global Value Fund X X X AIM International Emerging Growth Fund X X X AIM Mid Cap Basic Value Fund X X X X X AIM Premier Equity Fund X X X X X AIM Select Equity Fund X X X AIM Small Cap Equity X X X X |
This Statement of Additional Information relates solely to the Class A, Class B, Class C and Class R shares, if applicable, of the Funds. The Institutional Class shares of the Funds are intended for use by certain eligible institutional investors, are discussed in a separate Statement of Additional Information and are available to the following:
- banks and trust companies acting in a fiduciary or similar capacity;
- bank and trust company common and collective trust funds;
- banks and trust companies investing for their own account;
- entities acting for the account of a public entity (e.g. Taft-Hartley funds, states, cities or government agencies);
- retirement plans; and
- platform sponsors with which A I M Distributors, Inc. ("AIM Distributors") has entered into an agreement.
Each class of shares represents interests 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.
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' distribution plan.
Because Class B shares automatically convert to Class A shares at month-end eight years after the date of purchase, the Funds' 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 A I M Advisors, Inc. ("AIM"), and an example of a matter that would be voted on separately by shareholders of each class of shares is approval of the distribution plans. 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 in situations in which 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 less 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 limitations of liability extended to shareholders of private for-profit corporations. 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 Agreement provides for indemnification by the Trust of the trustees, the officers and employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct. The Trust Agreement also authorizes the purchase of liability insurance on behalf of trustees and officers.
SHARE CERTIFICATES. Shareholders of the Funds do not have the right to demand or require the Trust to issue share certificates.
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
CLASSIFICATION
The Trust is an open-end management investment company. Each of the Funds other than AIM European Small Company Fund and AIM International Emerging Growth Fund is "diversified" for purposes of the 1940 Act.
INVESTMENT STRATEGIES AND RISKS
The table on the following pages identifies various securities and investment techniques used by AIM in managing The AIM Family of Funds --Registered Trademark--. The table has been marked to indicate those securities and investment techniques that AIM may use to manage a Fund. A Fund may not use all of these techniques at any one time. A Fund's transactions in a particular security or use of a particular technique is subject to limitations imposed by a Fund's investment objective, policies and restrictions described in that Fund's Prospectus and/or this Statement of Additional Information, as well as federal securities laws. The Funds' investment objectives, policies, strategies and practices are non-fundamental unless otherwise indicated. A more detailed description of the securities and investment techniques, as well as the risks associated with those securities and investment techniques that the Funds utilize, follows the table. The descriptions of the securities and investment techniques in this section supplement the discussion of principal investment strategies 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.
AIM FUNDS GROUP
SUMMARY OF SECURITIES AND INVESTMENT TECHNIQUES
FUND AIM ---------- EUROPEAN AIM SECURITY/ AIM AIM BASIC SMALL INTERNATIONAL AIM MID CAP INVESTMENT BALANCED BALANCED COMPANY AIM GLOBAL EMERGING BASIC VALUE AIM PREMIER AIM SELECT AIM SMALL CAP TECHNIQUE FUND FUND FUND VALUE FUND GROWTH FUND FUND EQUITY FUND EQUITY FUND EQUITY FUND ------------------------------------------------------------------------------------------------------------------------------------ EQUITY INVESTMENTS Common Stock X X X X X X X X X Preferred Stock X X X X X X X X X Convertible Securities X X X X X X X X X Alternative Entity Securities X X X X X X X X X FOREIGN INVESTMENTS Foreign Securities X X X X X X X X X Foreign Government Obligations X X X X X X X X X Foreign Exchange Transactions X X X X X X X X X DEBT INVESTMENTS U.S. Government Obligations X X X X X X X X X Mortgage-Backed and Asset-Backed Securities X X Collateralized Mortgage Obligations X Investment Grade Corporate Debt Obligations X X X X X X X X X Junk Bonds Liquid Assets X X X X X X X X X |
AIM FUNDS GROUP
SUMMARY OF SECURITIES AND INVESTMENT TECHNIQUES
FUND AIM ---------- EUROPEAN AIM SECURITY/ AIM AIM BASIC SMALL INTERNATIONAL AIM MID CAP INVESTMENT BALANCED BALANCED COMPANY AIM GLOBAL EMERGING BASIC VALUE AIM PREMIER AIM SELECT AIM SMALL CAP TECHNIQUE FUND FUND FUND VALUE FUND GROWTH FUND FUND EQUITY FUND EQUITY FUND EQUITY FUND ------------------------------------------------------------------------------------------------------------------------------------ OTHER INVESTMENTS REITs X X X X X X X X X Other Investment Companies X X X X X X X X X Defaulted Securities Municipal Forward Contracts Variable or Floating Rate Instruments Indexed Securities Zero-Coupon and Pay-in-Kind Securities Synthetic Municipal Instruments INVESTMENT TECHNIQUES Delayed Delivery Transactions X X X X X X X X X When-Issued Securities X X X X X X X X X Short Sales X X X X X X X X X Margin Transactions Swap Agreements X X X X X X X X X Interfund Loans X X X X X X X X X Borrowing X X X X X X X X X Lending Portfolio Securities X X X X X X X X X Repurchase Agreements X X X X X X X X X |
AIM FUNDS GROUP
SUMMARY OF SECURITIES AND INVESTMENT TECHNIQUES
FUND AIM ---------- EUROPEAN AIM SECURITY/ AIM AIM BASIC SMALL INTERNATIONAL AIM MID CAP INVESTMENT BALANCED BALANCED COMPANY AIM GLOBAL EMERGING BASIC VALUE AIM PREMIER AIM SELECT AIM SMALL CAP TECHNIQUE FUND FUND FUND VALUE FUND GROWTH FUND FUND EQUITY FUND EQUITY FUND EQUITY FUND ------------------------------------------------------------------------------------------------------------------------------------ Reverse Repurchase Agreements X X X X X X X X X Dollar Rolls X X Illiquid Securities X X X X X X X X X Rule 144A Securities X X X X X X X X X Unseasoned Issuers X X X X X X X X X Portfolio Transactions Sale of Money Market Securities Standby Commitments DERIVATIVES Equity-Linked Derivatives X X X X X X X X X Put Options X X X X X X X X X Call Options X X X X X X X X X Straddles X X X X X X X X X Warrants X X X X X X X X X Futures Contracts and Options on Futures Contracts X X X X X X X X X Forward Currency Contracts X X X X X X X X X Cover X X X X X X X X X |
Equity Investments
COMMON STOCK. Common stock is issued by companies principally to raise cash for business purposes and represents a residual interest in the issuing company. A Fund participates in the success or failure of any company in which it holds stock. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity.
PREFERRED STOCK. Preferred stock, unlike common stock, often offers a stated dividend rate payable from a corporation's earnings. If interest rates rise, the fixed dividend on preferred stocks may be less attractive, causing the price of preferred stocks to decline. Preferred stock may have mandatory sinking fund provisions, as well as call/redemption provisions prior to maturity, a negative feature when interest rates decline. Dividends on some preferred stock 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 also generally has a preference over common stock on the distribution of a corporation's assets in the event of liquidation of the corporation, and 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. The rights of preferred stocks on the distribution of a corporation's assets in the event of a liquidation are generally subordinate to the rights associated with a corporation's debt securities.
CONVERTIBLE SECURITIES. Convertible securities include bonds, debentures, notes, preferred stocks and other securities that may be converted into a prescribed amount of common stock or other equity securities at a specified price and time. The holder of convertible securities is entitled to receive interest paid or accrued on debt, or dividends paid or accrued on preferred stock, until the security matures or is converted.
The value of a convertible security depends on interest rates, the yield of similar nonconvertible securities, the financial strength of the issuer and the seniority of the security in the issuer's capital structure. Convertible securities may be illiquid, and may be required to convert at a time and at a price that is unfavorable to a Fund.
The Funds will invest in a convertible debt security based primarily on the characteristics of the equity security into which it converts, and without regard to the credit rating of the convertible security (even if the credit rating is below investment grade). To the extent that a Fund invests in convertible debt 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.
ALTERNATIVE ENTITY SECURITIES. Companies that are formed as limited partnerships, limited liability companies, business trusts or other non-corporate entities may issue equity securities that are similar to common or preferred stock of corporations.
Foreign Investments
FOREIGN SECURITIES. Foreign securities are equity or debt securities issued by issuers outside the United States, and include securities in the form of American Depositary Receipts ("ADRs"), European Depositary Receipts ("EDRs"), or other securities representing underlying securities of foreign issuers. Depositary Receipts are typically issued by a bank or trust company and evidence ownership of underlying securities issued by foreign corporations.
Each Fund may invest up to 25% of its total assets (at least 65% for AIM International Emerging Growth Fund, at least 80% of net assets for AIM European Small Company Fund and up to 80% of total assets for AIM Global Value Fund) in foreign securities.
Investments by a Fund in foreign securities, whether denominated in U.S. dollars or foreign currencies, may entail all of the risks set forth below. Investments by a Fund in ADRs, EDRs or similar securities also may entail some or all of the risks described below.
Currency Risk. The value of the Funds' 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 or social instability, 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 not registered with the Securities and Exchange Commission ("SEC") and are generally not subject to the regulatory controls imposed on United States issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Foreign companies are not subject to uniform accounting, auditing and financial reporting standards, corporate governance practices and requirements comparable to those applicable to domestic 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.
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 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. 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.
Risks of Developing Countries. AIM European Small Company Fund and AIM International Emerging Growth Fund may each invest up to 35%, AIM Global Value Fund may invest up to 20%, and AIM Balanced Fund, AIM Basic Balanced Fund, AIM Mid Cap Basic Value Fund, AIM Premier Equity Fund, AIM Select Equity Fund and AIM Small Cap Equity Fund may each invest up to 5% of their total assets in securities of companies located in developing countries. Developing countries are those countries which are not included in the MSCI World Index. The Funds consider various factors when determining whether a company is in a developing country, including whether (1) it is organized under the laws of a developing country; (2) it has a principal office in a developing country; (3) it derives 50% or more of its total revenues from business in a developing country; or (4) its securities are traded principally on a stock exchange, or in an over-the-counter market, in a developing country. Investments in developing countries present risks greater than, and in addition to, those presented by investments in foreign issuers in general. A number of developing countries restrict, to varying degrees, foreign investment in stocks. Repatriation of investment income, capital, and the proceeds of sales by foreign investors may require governmental registration and/or approval in some developing countries. A number of the currencies of developing countries have experienced significant declines against the U.S. dollar in recent years, and devaluation may occur subsequent to investments in these currencies by a Fund. Inflation and rapid fluctuations in inflation rates have had and may continue to have negative effects on the economies and securities markets of certain emerging market countries. Many of the developing securities markets are relatively small or less diverse, have low trading volumes, suffer periods of relative illiquidity, and are characterized by significant price volatility. 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, any of which may have a detrimental effect on a Fund's investments.
FOREIGN GOVERNMENT OBLIGATIONS. 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 with respect to 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 interests 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 government 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. Foreign exchange transactions include direct purchases of futures contracts with respect to foreign currency, and contractual agreements to purchase or sell a specified currency at a specified future date (up to one year) at a price set at the time of the contract. Such contractual commitments may be forward contracts entered into directly with another party or exchange traded futures contracts.
Each Fund has authority to deal in foreign exchange between currencies of the different countries in which it will invest as a hedge against possible variations in the foreign exchange rates between those currencies. A Fund may commit the same percentage of its assets to foreign exchange hedges as it can invest in foreign securities.
The Funds may utilize either specific transactions ("transaction hedging") or portfolio positions ("position hedging") to hedge foreign currency exposure through foreign exchange transactions. Transaction hedging is the purchase or sale of foreign currency with respect to specific receivables or payables of a Fund accruing in connection with the purchase or sale of its portfolio securities, the sale and redemption of shares of the Fund, or the payment of dividends and distributions by the Fund. Position hedging is the purchase or sale of foreign currency with respect to portfolio security positions (or underlying portfolio security positions, such as in an ADR) denominated or quoted in a foreign currency. Additionally, foreign exchange transactions may involve some of the risks of investments in foreign securities.
Debt Investments
U.S. GOVERNMENT OBLIGATIONS. Obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities include bills, notes and bonds issued by the U.S. Treasury, as well as "stripped" or "zero coupon" U.S. Treasury obligations representing future interest or principal payments on U.S. Treasury notes or bonds. Stripped securities are sold at a discount to their "face value," and may exhibit greater price volatility than interest-bearing securities since investors receive no payment until maturity. Obligations of certain agencies and instrumentalities of the U.S. Government, such as the Government National Mortgage Association ("GNMA"), are supported by the full faith and credit of the U.S. Treasury; others, such as those of the Federal National Mortgage Association ("FNMA"), are supported by the right of the issuer to borrow from the U.S. Treasury; others, such as those of the Student Loan Marketing Association ("SLMA"), are supported by the discretionary authority of the U.S. Government to purchase the agency's obligations; still others, though issued by an instrumentality chartered by the U.S. Government, like the Federal Farm Credit Bureau ("FFCB"), are supported only by the credit of the instrumentality. 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.
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 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.
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.
Other 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 or installment loan contracts, leases of various types of real and personal property, and receivables from credit card agreements. Regular payments received in respect of such 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, that portion 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. However, though 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, though, 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.
COLLATERALIZED MORTGAGE OBLIGATIONS ("CMOs"). AIM Balanced Fund may invest in CMOs. The Fund can also invest in mortgage-backed bonds and asset-backed securities. A CMO is a hybrid between a mortgage-backed bond and a mortgage pass-through security. 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 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., A, B, C, 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 order A, B, C, Z. The Series A, B, and C Bonds all bear current interest. Interest on Series Z Bond is accrued and added to principal and a like amount is paid as principal on the Series A, B, or C Bond currently being paid off. When the Series A, B, and C Bonds are paid in full, interest and principal on the Series Z Bond begins to be paid currently. 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 Fund, 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 Fund's diversification tests.
FHLMC CMOs. 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. Unlike FHLMC Participation Certificates ("PCs"), payments of principal and interest on the CMOs are made semiannually, as opposed to monthly. 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 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 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 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's minimum sinking fund obligation on the next sinking fund payment date, FHLMC agrees to make up the deficiency from its general funds.
Risks of Mortgage-Related Securities. Investment in mortgage-backed securities poses several risks, including prepayment, market, and credit risk. Prepayment risk reflects the risk that borrowers may prepay their mortgages faster than expected, thereby affecting the investment's average life and perhaps its yield. Whether or not a mortgage loan is prepaid is almost entirely controlled by the borrower. Borrowers are most likely to exercise prepayment options at the time when it is least advantageous to investors, generally prepaying mortgages as interest rates fall, and slowing payments as interest rates rise. Besides the effect of prevailing interest rates, the rate of prepayment and refinancing of mortgages may also be affected by home value appreciation, ease of the refinancing process and local economic conditions.
Market risk reflects the risk that the price of the security may fluctuate over time. The price of mortgage-backed securities may be particularly sensitive to prevailing interest rates, the length of time the security is expected to be outstanding, and the liquidity of the issue. In a period of unstable interest rates, there may be decreased demand for certain types of mortgage-backed securities, and a Fund invested in such securities wishing to sell them may find it difficult to find a buyer, which may in turn decrease the price at which they may be sold.
Credit risk reflects the risk that the Fund may not receive all or part of its principal because the issuer or credit enhancer has defaulted on its obligations. 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. With respect to GNMA
certificates, although GNMA guarantees timely payment even if homeowners delay or default, tracking the "pass-through" payments may, at times, be difficult.
INVESTMENT GRADE CORPORATE 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. Such debt obligations include, among others, bonds, notes, debentures and variable rate demand notes. In choosing corporate debt securities on behalf of a Fund, its investment adviser 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, (iii) other considerations deemed appropriate.
Description of debt securities ratings are found in Appendix A.
LIQUID ASSETS. Cash equivalents include money market instruments (such as certificates of deposit, time deposits, bankers' acceptances from U.S. or foreign banks, and repurchase agreements), shares of affiliated money market funds or high-quality debt obligations (such as U.S. Government obligations, commercial paper, master notes and other short-term corporate instruments, and municipal obligations).
Other Investments
REAL ESTATE INVESTMENT TRUSTS ("REITs"). REITs are trusts that sell equity or debt securities to investors and use the proceeds to invest in real estate or interests therein. A REIT may focus on particular projects, such as apartment complexes, or geographic regions, such as the southeastern United States, or both.
To the extent consistent with their respective investment objectives and policies, each Fund may invest up to 15% of its total assets in equity and/or debt securities issued by REITs.
To the extent that a Fund has the ability to invest in REITs, the Fund could conceivably own real estate directly as a result of a default on the securities it owns. A Fund, therefore, may be subject to certain risks associated with the direct ownership of real estate including 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, and increases in interest rates.
In addition to the risks 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. Equity and mortgage REITs are dependent upon management skill, are not diversified, and are therefore subject to the risk of financing single or a limited number of projects. Such trusts are also subject to heavy cash flow dependency, defaults by borrowers, self-liquidation, and the possibility of failing to maintain an exemption from the 1940 Act. Changes in interest rates may also affect the value of debt securities held by a Fund. By investing in REITs indirectly through a Fund, a shareholder will bear not only his/her proportionate share of the expenses of the Fund, but also, indirectly, similar expenses of the REITs.
OTHER INVESTMENT COMPANIES. With respect to a Fund's purchase of shares of another investment company, including Affiliated Money Market Funds (defined below), the Fund will indirectly bear its proportionate share of the advisory fees and other operating expenses of such investment company. The Funds have obtained an exemptive order from the SEC allowing them to invest in money market funds that have AIM or an affiliate of AIM as an investment advisor (the "Affiliated Money Market
Funds"), provided that investments in Affiliated Money Market Funds do not exceed 25% of the total assets of the investing Fund.
The following restrictions apply to investments in other investment companies other than Affiliated Money Market Funds: (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.
Investment Techniques
DELAYED DELIVERY TRANSACTIONS. Delayed delivery transactions, also referred to as forward commitments, involve commitments by a Fund to dealers or issuers to acquire or sell securities at a specified future date beyond the customary settlement for such securities. These commitments may fix the payment price and interest rate to be received or paid on the investment. A Fund may purchase securities on a delayed delivery basis to the extent it can anticipate having available cash on settlement date. Delayed delivery agreements will not be used as a speculative or leverage technique.
Investment in securities on a delayed delivery basis may increase a Fund's exposure to market fluctuation and 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 a delayed delivery commitment. Until the settlement date, a Fund will segregate liquid assets of a dollar value sufficient at all times to make payment for the 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 delayed delivery agreements or when-issued commitments (as described below) 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. Absent extraordinary circumstances, a Fund will not sell or otherwise transfer the delayed delivery basis securities prior to settlement.
A Fund may 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.
WHEN-ISSUED SECURITIES. Purchasing securities on a "when-issued" basis means that the date for delivery of and payment for the securities is not fixed at the date of purchase, but is set after the securities are issued. The payment obligation and, if applicable, the interest rate that will be received on the securities are fixed at the time the buyer enters into the commitment. A Fund will only make commitments to purchase such securities with the intention of actually acquiring such securities, but the Fund may sell these securities before the settlement date if it is deemed advisable.
Securities purchased on a when-issued basis and the securities held in a Fund's portfolio are subject to changes in market value based upon the public's perception of the creditworthiness of the issuer and, if applicable, changes in the level of interest rates. Therefore, if a Fund is to remain substantially fully invested at the same time that it has purchased securities on a when-issued basis, there will be a possibility that the market value of the Fund's assets will fluctuate to a greater degree. Furthermore, when the time comes for the Fund to meet its obligations under when-issued commitments, the Fund will do so by using then available cash flow, by sale of the segregated liquid assets, by sale of other securities or, although it would not normally expect to do so, by directing the sale of the when-issued securities themselves (which may have a market value greater or less than the Fund's payment obligation).
Investment in securities on a when-issued basis may increase a Fund's exposure to market fluctuation and may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must sell another security in order to honor a when-issued commitment. If a Fund purchases a when-issued security, the Fund's will segregate liquid assets in an amount equal to the when-issued commitment. If the market value of such segregated assets declines, additional liquid assets will be segregated on a daily basis so that the market value of the segregated assets will equal the amount of the Fund's when-issued commitments. No additional delayed delivery agreements (as described above) or when-issued commitments will be made by a Fund if, as a result, more than 25% of the Fund's total assets would become so committed.
SHORT SALES. In a short sale, a Fund does not immediately deliver the securities sold and does not receive the proceeds from the sale. A Fund is said to have a short position in the securities sold until it delivers the securities sold, at which time it receives the proceeds of the sale. A Fund will make a short sale, as a hedge, when it believes that the price of a security may decline, causing a decline in the value of a security owned by the Fund or a security convertible into or exchangeable for such security, or when the Fund does not want to sell the security it owns, because it wishes to defer recognition of gain or loss for federal income tax purposes. In such case, any future losses in a Fund's long position should be reduced by a gain in the short position. Conversely, any gain in the long position should be reduced by a loss in the short position. The extent to which such gains or losses are reduced will depend upon the amount of the security sold short relative to the amount a Fund owns, either directly or indirectly, and, in the case where the Fund owns convertible securities, changes in the conversion premium. In determining the number of shares to be sold short against a Fund's position in a convertible security, the anticipated fluctuation in the conversion premium is considered. A Fund may also make short sales to generate additional income from the investment of the cash proceeds of short sales.
A Fund will only make short sales "against the box," meaning that at all times when a short position is open, the Fund owns an equal amount of such securities or securities convertible into or exchangeable, without payment of any further consideration, for securities of the same issue as, and in an amount equal to, the securities sold short. To secure its obligation to deliver the securities sold short, a Fund will segregate with its custodian an equal amount to the securities sold short or securities convertible into or exchangeable for such securities. A Fund may pledge no more than 10% of its total assets as collateral for short sales against the box.
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 with futures or related options transactions will not be considered the purchase of a security on margin.
SWAP AGREEMENTS. Each Fund may enter into interest rate, index and currency exchange rate swap agreements for purposes of attempting to obtain a particular desired return at a lower cost to the Fund than if it had invested directly in an instrument that yielded that desired return. Swap agreements are two-party contracts entered into primarily by institutional investors for periods ranging from a few weeks to more than one year. In a standard "swap" transaction, two parties agree to exchange the returns (or differentials in rates of return) earned or realized on particular predetermined investments or instruments. The gross returns to be exchanged or "swapped" between the parties are calculated with respect to a "notional amount," i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate, in a particular foreign currency, or in a "basket" of securities representing a particular index. Commonly used swap agreements include: (i) interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or "cap"; (ii) interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified level, or "floor"; and (iii) interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels.
The "notional amount" of the swap agreement is only a fictitious basis on which to calculate the obligations that the parties to a swap agreement have agreed to exchange. Most swap agreements
entered into by a Fund would calculate the obligations on a "net basis." Consequently, a Fund's obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or received under the agreement based on the relative values of the positions held by each party to the agreement (the "net amount"). Obligations under a swap agreement will be accrued daily (offset against amounts owing to the Fund) and any accrued but unpaid net amounts owed to a swap counterparty will be covered by segregating liquid assets to avoid any potential leveraging of the Fund. A Fund will not enter into a swap agreement with any single party if the net amount owed to or to be received under existing contracts with that party would exceed 5% of the Fund's total assets. For a discussion of the tax considerations relating to swap agreements, see "Dividends, Distributions and Tax Matters - Swap Agreements."
INTERFUND LOANS. Each Fund may lend uninvested cash up to 15% of its net assets to other funds advised by AIM (the "AIM Funds") and each Fund may borrow from other AIM Funds to the extent permitted under such Fund's investment restrictions. During temporary or emergency periods, the percentage of a Fund's net assets that may be loaned to other AIM Funds may be increased as permitted by the SEC. If any interfund borrowings are outstanding, a Fund cannot make any additional investments. If a Fund has borrowed from other AIM Funds and has aggregate borrowings from all sources that exceed 10% of such Fund's total assets, such Fund will secure all of its loans from other AIM Funds. The ability of a Fund to lend its securities to other AIM Funds is subject to certain other terms and conditions.
BORROWING. Each Fund may borrow money to a limited extent for temporary or emergency purposes. If there are unusually heavy redemptions because of changes in interest rates or for any other reason, a Fund may have to sell a portion of its investment portfolio at a time when it may be disadvantageous 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. The Trust believes 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.
LENDING PORTFOLIO SECURITIES. The Funds may each lend their portfolio securities (principally to broker-dealers) where 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.
The Fund would continue to receive the income on loaned securities and would, at the same time, earn interest on the loan collateral or on the investment of any cash collateral. A Fund will not have the right to vote securities while they are lent, but it can call a loan in anticipation of an important vote. Any cash collateral pursuant to these loans would be invested in short-term money market instruments or Affiliated Money Market Funds. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned increases and the collateral is not increased accordingly or in the event of default by the borrower. The Fund could also experience delays and costs in gaining access to the collateral.
REPURCHASE AGREEMENTS. 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, however, enter into a "continuing contract" or "open" repurchase agreement under which the seller is under a continuing obligation to repurchase the underlying obligation from the Fund on demand and the effective interest rate is negotiated on a daily basis. Each of the Funds may engage in repurchase agreement transactions involving the types of securities in which it is permitted to invest.
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 losses, including a decline in the value of the underlying security and loss of income. 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 AIM 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.
REVERSE REPURCHASE AGREEMENTS. Reverse repurchase agreements are
agreements that involve the sale of securities held by a Fund to financial
institutions such as banks and broker-dealers, with an agreement that the Fund
will repurchase the securities at an agreed upon price and date. A Fund may
employ reverse repurchase agreements (i) for temporary emergency purposes, such
as to meet unanticipated net redemptions so as to avoid liquidating other
portfolio securities during unfavorable market conditions; (ii) to cover
short-term cash requirements resulting from the timing of trade settlements; or
(iii) to take advantage of market situations where the interest income to be
earned from the investment of the proceeds of the transaction is greater than
the interest expense of the transaction. At the time it enters into a reverse
repurchase agreement, a Fund will segregate liquid assets having a dollar value
equal to the repurchase price, and will subsequently continually monitor the
account to ensure that such equivalent value is maintained at all times. Reverse
repurchase agreements involve the risk that the market value of securities to be
purchased by the Fund may decline below the price at which it is obligated to
repurchase the securities, or that the other party may default on its
obligation, so that the Fund is delayed or prevented from completing the
transaction. Reverse repurchase agreements are considered borrowings by a Fund
under the 1940 Act.
DOLLAR ROLLS. A dollar roll involves the sale by a Fund of a mortgage security to a financial institution such as a broker-dealer or a bank, with an agreement to repurchase a substantially similar (i.e., same type, coupon and maturity) security at an agreed upon price and date. The mortgage securities that are purchased will bear the same interest rate as those sold, but will generally be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on the securities sold. Proceeds of the sale will be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for a Fund exceeding the yield on the sold security.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event the buyer of securities under a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. At the time the Fund enters into a dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price, and will monitor the account to ensure that such equivalent value is maintained. The Fund typically enters into dollar roll transactions to enhance the Fund's return either on an income or total return basis or mortgage pre-payment risk. Dollar rolls are considered borrowings by a Fund under the 1940 Act.
ILLIQUID SECURITIES. 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 securities that are subject to restrictions on resale because they have not been registered under the Securities Act of 1933 (the "1933 Act"). Restricted securities may, in certain circumstances, be resold pursuant to Rule 144A under the 1933 Act, and thus may or may not constitute illiquid securities.
Each Fund may invest up to 15% of its net assets in securities that are illiquid. 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. A Fund may have to bear the expense of registering such securities for resale, and the risk of substantial delays in effecting such registrations.
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. AIM, under the supervision of
the Board of Trustees, 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 AIM will consider the
trading markets for the specific security taking into account the unregistered
nature of a Rule 144A security. In addition, AIM 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). AIM will also
monitor the liquidity of Rule 144A securities and, if as a result of changed
conditions, AIM determines that a Rule 144A security is no longer liquid, AIM
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.
UNSEASONED ISSUERS. Investments in the equity securities of companies having less than three years' continuous operations (including operations of any predecessor) involve more risk than investments in the securities of more established companies because unseasoned issuers have only a brief operating history and may have more limited markets and financial resources. As a result, securities of unseasoned issuers tend to be more volatile than securities of more established companies.
Derivatives
The Funds may each invest in forward currency contracts, futures contracts, options on securities, options on indices, options on currencies, and options on futures contracts to attempt to hedge against the overall level of investment and currency risk normally associated with each Fund's investments. The Funds may also invest in equity-linked derivative products designed to replicate the composition and performance of particular indices. These instruments are often referred to as "derivatives," which may be defined as financial instruments whose performance is derived, at least in part, from the performance of another asset (such as a security, currency or an index of securities).
EQUITY-LINKED DERIVATIVES. Equity-Linked Derivatives are interests in a securities portfolio designed to replicate the composition and performance of a particular index. Equity-Linked Derivatives are exchange traded. The performance results of Equity-Linked Derivatives will not replicate exactly the performance of the pertinent index due to transaction and other expenses, including fees to service providers, borne by the Equity-Linked Derivatives. Examples of such products include S&P Depositary Receipts ("SPDRs"), World Equity Benchmark Series ("WEBs"), NASDAQ 100 tracking shares ("QQQs"), Dow Jones Industrial Average Instruments ("DIAMONDS") and Optimised Portfolios As Listed Securities ("OPALS"). Investments in Equity-Linked Derivatives involve the same risks associated with a direct investment in the types of securities included in the indices such products are designed to track. There can be no assurance that the trading price of the Equity-Linked Derivatives will equal the underlying value of the basket of securities purchased to replicate a particular index or that such basket will replicate the index. Investments in Equity-Linked Derivatives may constitute investments in other investment companies and, therefore, a Fund may be subject to the same investment restrictions with Equity-Linked Derivatives as with other investment companies. See "Other Investment Companies."
PUT AND CALL OPTIONS. A call option gives the purchaser the right to buy the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration of the option (or
on a specified date if the option is a European style option), 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 the underlying security, contract or foreign currency. A put option gives the purchaser the right to sell the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration date of the option (or on a specified date if the option is a European style option), 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. The premium paid to the writer is consideration for undertaking the obligations under the option contract. Until an option expires or is offset, the option is said to be "open." When an option expires or is offset, the option is said to be "closed."
A Fund will not write (sell) options if, immediately after such sale, the aggregate value of securities or obligations underlying the outstanding options exceeds 20% of the Fund's total assets. A Fund will not purchase options if, at any time of the investment, the aggregate premiums paid for the options will exceed 5% of the Fund's total assets.
Pursuant to federal securities rules and regulations, if a Fund writes options it may be required to set aside assets to reduce the risks associated with writing those options. This process is described in more detail below in the section "Cover."
Writing Options. A Fund may write put and call options in an attempt to realize, through the receipt of premiums, a greater current return than would be realized on the underlying security, contract, or foreign currency alone. A Fund may only write a call option on a security if it owns an equal amount of such securities or securities convertible into, or exchangeable, without payment or any further consideration, for securities of the same issue as, and equal in amount to, the securities subject to the call option. In return for the premium received for writing a call option, 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.
A Fund may write a put option without owning the underlying security if it covers the option as described below in the section "Cover." A Fund may only write a put option on a security as part of an investment strategy, and not for speculative purposes. In 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.
If an option that a Fund has written expires, it 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 during the option period. If the 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. 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. 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.
Writing call options can serve as a limited hedge because declines in the value of the hedged investment would be offset to the extent of the premium received for writing the option. Closing transactions may be effected in order to realize a profit on an outstanding call option, to prevent an underlying security, contract or currency from being called or to permit the sale of the underlying security, contract or currency. Furthermore, effecting a closing transaction will permit a Fund to write another call option on the underlying security, contract or currency with either a different exercise price or expiration date, or both.
Purchasing Options.A Fund may purchase a call option for the purpose of acquiring the underlying security, contract or currency for its portfolio. The Fund is not required to own the underlying security in order to purchase a call option, and may only cover this transaction with cash, liquid assets and/or short-term debt securities. Utilized in this fashion, the purchase of call options 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 such a call option, rather than the underlying security 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. Each of the Funds may also purchase call options on underlying securities, contracts or currencies against which it has written other call options. For example, where a Fund has written a call option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a call option with a different exercise strike and/or expiration date that would eliminate some or all of the risk associated with the written call. Used in combinations, these strategies are commonly referred to as "call spreads."
A Fund may only purchase a put option on an underlying security, contract or currency ("protective put") owned by the Fund in order to protect against an anticipated decline in the value of the security, contract or currency. Such hedge protection is provided only during the life of the put option. 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 also purchase put options on underlying securities, contracts or currencies against which it has written other put options. For example, where a Fund has written a put option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a put option with a different exercise price and/or expiration date that would eliminate some or all of the risk associated with the written put. Used in combinations, these strategies are commonly referred to as "put spreads." Likewise, a Fund may write call options on underlying securities, contracts or currencies against which it has purchased protective put options. This strategy is commonly referred to as a "collar."
Over-The-Counter Options. Options may be either listed on an exchange or traded in over-the-counter ("OTC") markets. Listed options are third-party contracts (i.e., performance of the obligations of the purchaser and seller is 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. A Fund will not purchase an OTC option unless it believes that daily valuations for such options are readily obtainable. OTC options differ from exchange-traded options in that OTC options are transacted with dealers directly and not through a clearing corporation (which guarantees performance). Consequently, there is a risk of non-performance by the dealer. Since no exchange is involved, OTC options are valued on the basis of an average of the last bid prices obtained from dealers, unless a quotation from only one dealer is available, in which case only that dealer's price will be used. 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. Because purchased OTC options in certain cases may be difficult to dispose of in a timely manner, the Fund may be required to treat some or all of these options (i.e., the market value) 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 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.
Index Options. Index options (or options on securities indices) are similar in many respects to options on securities, except that an index option gives 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 position 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 as underlie the index and, as a result, bears a risk that the value of the securities held will not be perfectly correlated with the value of the index.
Pursuant to federal securities rules and regulations, if a Fund writes index options it may be required to set aside assets to reduce the risks associated with writing those options. This process is described in more detail below in the section "Cover."
STRADDLES. The Funds, for hedging purposes, may write straddles (combinations of put and call options on the same underlying security) to adjust the risk and return characteristics of the Fund's overall position. A possible combined position would involve writing a covered call option at one strike price and buying a call option at a lower price, in order to reduce the risk of the written covered call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out.
WARRANTS. Warrants are, in effect, longer-term call options. They give the holder the right to purchase a given number of shares of a particular company at specified prices within certain periods of time. The purchaser of a warrant expects that the market price of the security will exceed the purchase price of the warrant plus the exercise price of the warrant, thus giving him a profit. Since the market price may never exceed the exercise price before the expiration date of the warrant, the purchaser of the warrant risks the loss of the entire purchase price of the warrant. Warrants generally trade in the open market and may be sold rather than exercised. Warrants are sometimes sold in unit form with other securities of an issuer. Units of warrants and common stock may be employed in financing young, unseasoned companies. The purchase price of a warrant varies with the exercise price of the warrant, the current market value of the underlying security, the life of the warrant and various other investment factors.
FUTURES CONTRACTS AND OPTIONS ON FUTURES 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 an index future) for a specified price at a designated date, time and place (collectively, "Futures Contracts"). A stock index Futures Contract 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 contract and the price agreed upon in the Futures Contract; no physical delivery of stocks comprising the index is made. 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.
A Fund will enter into Futures Contracts for hedging purposes only; that is, Futures Contracts will be sold to protect against a decline in the price of securities or currencies that the Fund owns, or Futures Contracts will be purchased to protect the Fund against an increase in the price of securities or currencies it has committed to purchase or expects to purchase. A Fund's hedging may include sales of Futures Contracts as an offset against the effect of expected increases in interest rates, and decreases in currency exchange rates and stock prices, and purchases of Futures Contracts as an offset against the effect of expected declines in interest rates, and increases in currency exchange rates or stock prices.
The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
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. For a further discussion of the risks associated with investments in foreign securities, see "Foreign Investments" in this Statement of Additional Information.
Closing out an open Futures Contract is effected 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.
"Margin" with respect to 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," to and from the futures commission merchant through which a Fund entered into the Futures Contract will be made on a daily basis as the price of the underlying security, currency or index fluctuates making the Futures Contract more or less valuable, a process known as marking-to-market.
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 and might be required to maintain the position being hedged by the Futures Contract or option or to maintain cash or securities in a segregated account.
Options on Futures Contracts. Options on Futures Contracts are similar to options on securities or currencies except that options on Futures Contracts give the purchaser the right, in return for the premium paid, to assume a position in a Futures Contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the Futures Contract position by the writer of the option to the holder of the option will be accompanied by delivery of the accumulated balance in the writer's Futures Contract margin account. The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
Limitations on Futures Contracts and Options on Futures Contracts and on Certain Options on Currencies. To the extent that a Fund enters into Futures Contracts, options on Futures Contracts and options on foreign currencies traded on a CFTC-regulated exchange, in each case other than for bona fide hedging purposes (as defined by the CFTC), the aggregate initial margin and premiums required to establish those positions (excluding the amount by which options are "in-the-money") will not exceed 5% of the total assets of the Fund, after taking into account unrealized profits and unrealized losses on any contracts it has entered into. This guideline may be modified by the Board, without a shareholder vote. This limitation does not limit the percentage of the Fund's assets at risk to 5%.
Pursuant to federal securities rules and regulations, a Fund's use of Futures Contracts and options on Futures Contracts may require that Fund to set aside assets to reduce the risks associated with using Futures Contracts and options on Futures Contracts. This process is described in more detail below in the section "Cover."
FORWARD CURRENCY CONTRACTS. A forward currency contract is an obligation, usually arranged with a commercial bank or other currency dealer, to purchase or sell a currency against another currency at a future date and price as agreed upon by the parties. A Fund either may accept or make delivery of the currency at the maturity of the forward currency contract. A Fund may also, if its contra party agrees prior to maturity, enter into a closing transaction involving the purchase or sale of an offsetting contract. Forward currency contracts are traded over-the-counter, and not on organized commodities or securities exchanges. As a result, it may be more difficult to value such contracts, and it may be difficult to enter into closing transactions.
Each of the Funds may engage in forward currency transactions in anticipation of, or to protect itself against, fluctuations in exchange rates. 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. When a Fund purchases a security denominated in a foreign currency for settlement in the near future, it may immediately purchase in the forward market the currency needed to pay for and settle the purchase. By entering into a forward currency contract with respect to the specific purchase or sale of a security denominated in a foreign currency, the Fund can secure an exchange rate between the trade and settlement dates for that purchase or sale transaction. This practice is sometimes referred to as "transaction hedging." Position hedging is the purchase or sale of foreign currency with respect to portfolio security positions denominated or quoted in a foreign currency.
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 and the market conditions then prevailing. 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. In addition, while forward currency contract sales limit the risk of loss 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.
Pursuant to federal securities rules and regulations, a Fund's use of forward currency contracts may require that Fund to set aside assets to reduce the risks associated with using forward currency contracts. This process is described in more detail below in the section "Cover."
COVER. Transactions using forward currency contracts, futures contracts and options (other than options purchased by a Fund) expose a Fund to an obligation to another party. A Fund will not enter into any such transactions unless, in addition to complying with all the restrictions noted in the disclosure above, it owns either (1) an offsetting ("covered") position in securities, currencies, or other options, forward currency contracts or futures contracts or (2) cash, liquid assets and/or short-term debt securities with a value sufficient at all times to cover its potential obligations not covered as provided in (1) above. Each Fund will comply with SEC guidelines regarding cover for these instruments and, if the guidelines so require, set aside cash or liquid securities. To the extent that a futures contract, forward currency contract or option is deemed to be illiquid, the assets used to "cover" the Fund's obligation will also be treated as illiquid for purposes of determining the Fund's maximum allowable investment in illiquid securities.
Even though options purchased by the Funds do not expose the Funds to an obligation to another party, but rather provide the Funds with a right to exercise, the Funds intend to "cover" the cost of any such exercise. To the extent that a purchased option is deemed illiquid, the Fund will treat the market value of the option (i.e., the amount at risk to the Fund) as illiquid, but will not treat the assets used as cover on such transactions as illiquid.
Assets used as cover cannot be sold while the position in the corresponding forward currency contract, futures contract or option is open, unless they are replaced with other appropriate assets. If a large portion of a Fund's assets is used for cover or otherwise set aside, it could affect portfolio management or the Fund's ability to meet redemption requests or other current obligations.
GENERAL RISKS OF OPTIONS, FUTURES AND CURRENCY STRATEGIES. The use by the Funds of options, futures contracts and forward currency contracts involves special considerations and risks, as described below. Risks pertaining to particular strategies are described in the sections that follow.
(1) Successful use of hedging transactions depends upon AIM's ability to correctly predict the direction of changes in the value of the applicable markets and securities, contracts and/or currencies. While AIM is experienced in the use of these instruments, there can be no assurance that any particular hedging strategy will succeed.
(2) There might be imperfect correlation, or even no correlation, between the price movements of an instrument (such as an option contract) and the price movements of the investments being hedged. For example, if a "protective put" is used to hedge a potential decline in a security and the security does decline in price, the put option's increased value may not completely offset the loss in the underlying security. 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.
(3) 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.
(4) There is no assurance that a liquid secondary market will exist for any particular option, futures contract or option thereon or, forward currency contract at any particular time.
(5) As described above, a Fund might be required to maintain assets as "cover," maintain segregated accounts or make margin payments when it takes positions in instruments involving obligations to third parties. If a Fund were unable to close out its positions in such instruments, it might be required to continue to maintain such assets or accounts or make such payments until the position expired or matured. The requirements might impair a Fund's ability to sell a portfolio security or make an investment at a time when it would otherwise be favorable to do so, or require that the Fund sell a portfolio security at a disadvantageous time.
(6) There is no assurance that a Fund will use hedging transactions. For example, if a Fund determines that the cost of hedging will exceed the potential benefit to the Fund, the Fund will not enter into such transaction.
FUND POLICIES
FUNDAMENTAL RESTRICTIONS. Each Fund is subject to the following
investment restrictions, which may be changed only by a vote of such Fund's
outstanding shares, except that AIM European Small Company Fund and AIM
International Emerging Growth Fund are not subject to restriction (1).
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 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) The Fund will not make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund's investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security.
(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.
(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 of Trustees has adopted non-fundamental restrictions for each of the Funds relating to certain of these restrictions which AIM must follow in managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below, require the approval of the Board of Trustees.
NON-FUNDAMENTAL RESTRICTIONS. The following non-fundamental investment restrictions apply to each of the Funds, except AIM European Small Company Fund and AIM International Emerging Growth Fund are not subject to restriction (1). They may be changed for any Fund without approval of that Fund's voting securities.
(1) In complying with the fundamental restriction regarding issuer diversification, the 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), 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 (i) purchase securities of other investment companies as permitted by Section 12(d)(1) of the 1940 Act and (ii) invest its assets in securities of other money market funds and lend money to other AIM Funds, subject to the terms and conditions of any exemptive orders issued by the SEC.
(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). The Fund may borrow from banks, broker-dealers or an AIM Fund. The Fund may not borrow for leveraging, but may borrow for temporary or emergency purposes, in anticipation of or in response to adverse market conditions, or for cash management purposes. The Fund may not purchase additional securities when any borrowings from banks exceed 5% of the Fund's total assets or when any borrowings from an AIM Fund are outstanding.
(3) In complying with the fundamental restriction regarding industry concentration, the Fund may invest up to 25% of its total assets in the securities of issuers whose principal business activities are in the same industry.
(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 AIM 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 objectives, policies and restrictions as the Fund.
(6) 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 currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
(7) 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.
ADDITIONAL NON-FUNDAMENTAL POLICIES. As non-fundamental policies:
(8) AIM European Small Company Fund normally invests at least 80% of its assets in securities of European small companies. For purposes of the foregoing sentence, "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.
(9) AIM Small Cap Equity Fund normally invests at least 80% of its assets in equity securities, including convertible securities, of small-capitalization companies. For purposes of the foregoing sentence, "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.
(10) AIM Mid Cap Basic Value Fund normally invests at least 80% of its assets in securities of mid-capitalization companies that offer potential for capital growth. For purposes of the foregoing sentence, "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.
(11) AIM Select Equity Fund normally invests at least 80% of its assets in equity securities, including convertible securities, with prospects for above-average market returns, without regard to market capitalization. For purposes of the foregoing sentence, "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.
(12) AIM Premier Equity Fund normally invests at least 80% of its assets in equity securities, including convertible securities. For purposes of the foregoing sentence, "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.
TEMPORARY DEFENSIVE POSITIONS
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the Funds may temporarily hold all or a portion of their assets in cash, cash equivalents or high-quality debt instruments. Each of the funds may also invest up to 25% of its total assets in Affiliated Money Market Funds for these purposes.
PORTFOLIO TURNOVER
The variation in the portfolio turnover rate for AIM Global Value Fund for the fiscal year 2003 as compared to the prior year was due to a name change and corresponding change to its investment strategy. In accordance with this strategy change, the managers of the Fund sold holdings that did not conform with the new investment strategy.
MANAGEMENT OF THE TRUST
BOARD OF TRUSTEES
The overall management of the business and affairs of the Funds and the Trust is vested in the Board. The Board approves all significant agreements between the Trust, on behalf of one or more of the Funds, and persons or companies furnishing services to the Funds. The day-to-day operations of each Fund are delegated to the officers of the Trust and to AIM, subject always to the objective(s), restrictions and policies of the applicable Fund and to the general supervision of the Board. Certain trustees and officers of the Trust are affiliated with AIM and A I M Management Group Inc. ("AIM Management"), the parent corporation of AIM. All of the Trust's executive officers hold similar offices with some or all of the other AIM Funds.
MANAGEMENT INFORMATION
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 B.
The standing committees of the Board are the Audit Committee, the Governance Committee, the Investments Committee, the Valuation Committee and the Special Committee Relating to Market Timing Issues.
The members of the Audit Committee are Bob R. Baker, James T. Bunch, Edward K. Dunn, Jr. (Chair), Lewis F. Pennock, Dr. Larry Soll, Dr. Prema Mathai-Davis and Ruth H. Quigley (Vice Chair). The Audit Committee is responsible for: (i) the appointment, compensation and oversight of any independent auditors employed by each Fund (including monitoring the independence, qualifications and performance of such auditors and resolution of disagreements between Fund management and the
auditors regarding financial reporting) for the purpose of preparing or issuing an audit report or performing other audit, review or attest services; (ii) overseeing the financial reporting process of each Fund; (iii) monitoring the process and the resulting financial statements prepared by management to promote accuracy and integrity of the financial statements and asset valuation; (iv) assisting the Board's oversight of each Fund's compliance with legal and regulatory requirements that relate to the Fund's accounting and financial reporting, internal control over financial reporting and independent audits; (v) to the extent required by Section 10A of the Securities Exchange Act of 1934, pre-approving, all permissible non-audit services that are provided to each Fund by its independent auditors; (vi) pre-approving, in accordance with Item 2.01(c)(7)(ii) of Regulation S-X, certain non-audit services provided by each Fund's independent auditors to the Fund's investment advisor and certain other affiliated entities; and (vii) to the extent required by Regulation 14A, preparing an audit committee report for inclusion in each Fund's annual proxy statement. During the fiscal year ended December 31, 2003, the Audit Committee held eight meetings.
The members of the Governance Committee are Frank S. Bayley, Bruce L.
Crockett (Chair), Albert R. Dowden, Jack M. Fields (Vice Chair), Gerald J. Lewis
and Lewis S. Sklar. The Governance Committee is responsible for: (i) nominating
persons who are not interested persons of the Trust for election or appointment:
(a) as additions to the Board, (b) to fill vacancies which, from time to time,
may occur in the Board and (c) for election by shareholders of the Trust at
meetings called for the election of trustees; (ii) nominating persons for
appointment as members of each committee of the Board, including, without
limitation, the Audit Committee, the Governance Committee, the Investments
Committee and the Valuation Committee, and to nominate persons for appointment
as chair and vice chair of each such committee; (iii) reviewing from time to
time the compensation payable to the trustees and making recommendations to the
Board regarding compensation; (iv) reviewing and evaluating from time to time
the functioning of the Board and the various committees of the Board; (v)
selecting independent legal counsel to the independent trustees and approving
the compensation paid to independent legal counsel; and (vi) approving the
compensation paid to independent counsel and other advisers, if any, to the
Audit Committee of the Trust.
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. During the fiscal year ended
December 31, 2003, the Governance Committee held six meetings.
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 90th 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 120th day prior to the shareholder meeting.
The members of the Investments Committee are Messrs. Baker (Vice Chair), Bayley (Vice Chair), Bunch, Crockett, Dowden (Chair), Dunn, Fields, Lewis, Pennock, Sklar and Soll, and Carl Frischling, and Dr. Mathai-Davis (Vice Chair) and Miss Quigley. The Investments Committee is responsible for: (i) overseeing AIM's investment-related compliance systems and procedures to ensure their continued adequacy; and (ii) considering and acting, on an interim basis between meetings of the full Board, on investment-related matters requiring Board consideration. During the fiscal year ended December 31, 2003, the Investments Committee held four meetings.
The members of the Valuation Committee are Messrs. Dunn and Pennock
(Chair), and Miss Quigley (Vice Chair). The Valuation Committee meets on an ad
hoc basis when the Board is not available to review matters related to
valuation. During the fiscal year ended December 31, 2003, the Valuation
Committee held one meeting.
The members of the Special Committee Relating to Market Timing Issues are Messrs. Crockett, Dowden, Dunn and Lewis (Chair). The purpose of the Special Committee Relating to Market Timing Issues is to remain informed on matters relating to alleged excessive short term trading in shares of the Fund ("market timing") and to provide guidance to special counsel for the independent trustees on market timing issues and related matters between meetings of the independent trustees. During the fiscal year ended December 31, 2003, the Special Committee Relating to Market Timing Issues 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 AIM Funds complex, is set forth in Appendix B.
Factors Considered in Approving the Investment Advisory Agreement
The advisory agreement with AIM (the "Advisory Agreement") was re-approved for each Fund by the Trust's Board at a meeting held on May 13-14, 2003. In evaluating the fairness and reasonableness of the Advisory Agreement, the Board of Trustees considered a variety of factors for each Fund, as applicable, including: the requirements of each Fund for investment supervisory and administrative services; the quality of AIM's services, including a review of each Fund's investment performance, if applicable, and AIM's investment personnel; the size of the fees in relationship to the extent and quality of the investment advisory services rendered; fees charged to AIM's other clients; fees charged by competitive investment advisors; the size of the fees in light of services provided other than investment advisory services; the expenses borne by each Fund as a percentage of its assets and in relationship to contractual limitations; any fee waivers (or payments of Fund expenses) by AIM; AIM's profitability; the benefits received by AIM from its relationship to each Fund, including soft dollar arrangements, and the extent to which each Fund shares in those benefits; the organizational capabilities and financial condition of AIM and conditions and trends prevailing in the economy, the securities markets and the mutual fund industry; and the historical relationship between each Fund and AIM.
In considering the above factors, the Board also took into account the fact that uninvested cash and cash collateral from securities lending arrangements (collectively, "cash balances") of each Fund may be invested in money market funds advised by AIM pursuant to the terms of an exemptive order. The Board found that each Fund may realize certain benefits upon investing cash balances in AIM advised money market funds, including a higher net return, increased liquidity, increased diversification or decreased transaction costs. The Board also found that each Fund will not receive reduced services if it invests its cash balances in such money market funds. The Board further determined that the proposed securities lending program and related procedures with respect to each of the lending Funds is in the best interests of each lending Fund and its respective shareholders. The Board therefore concluded that the investment of cash collateral received in connection with the securities lending program in the money market funds according to the procedures is in the best interests of each lending Fund and its respective shareholders.
After consideration of these factors, the Board found that with respect to each Fund: (i) the services provided to the Fund and its shareholders were adequate; (ii) the Advisory Agreement was fair and reasonable under the circumstances; and (iii) the fees payable under the Advisory Agreement would have been obtained through arm's length negotiations. The Board therefore concluded that the Advisory Agreement was in the best interests of each Fund and its shareholders and approved the Advisory Agreement.
COMPENSATION
Each trustee who is not affiliated with AIM is compensated for his or her services according to a fee schedule which recognizes the fact that such trustee also serves as a director or trustee of other AIM
Funds. Each such trustee receives a fee, allocated among the AIM Funds for which he or she serves as a director or trustee, which consists of an annual retainer component and a meeting fee component.
Information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with AIM during the year ended December 31, 2003 is found in Appendix C.
Retirement Plan For Trustees
The trustees have adopted a retirement plan for the trustees of the Trust who are not affiliated with AIM. The retirement plan includes a retirement policy as well as retirement benefits for the non-AIM-affiliated trustees.
The retirement policy permits each non-AIM-affiliated trustee to serve until December 31 of the year in which the trustee turns 72. 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-AIM-affiliated
trustee of the Trust and/or the other AIM Funds (each, a "Covered Fund") who has
at least five years of credited service as a trustee (including service to a
predecessor fund) for a Covered Fund. The retirement benefit will equal 75% of
the trustee's annual retainer paid or accrued by any Covered Fund 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 annual retirement benefits are
payable in quarterly installments for a number of years equal to the lesser of
(i) ten or (ii) the number of such trustee's credited years of service. A death
benefit is also available under the plan that provides a surviving spouse with a
quarterly installment of 50% of a deceased trustee's retirement benefits for the
same length of time that the trustee would have received based on his or her
service. A trustee must have attained the age of 65 (55 in the event of death or
disability) to receive any retirement benefit.
Deferred Compensation Agreements
Messrs. Dunn, Fields, Frischling and Sklar and Dr. Mathai-Davis (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. Currently, the Deferring Trustees have the option to select various AIM Funds in which all or part of their deferral accounts shall be deemed to be invested. 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. The Trust's Board of Trustees, in its sole discretion, may accelerate or extend the distribution of such deferral accounts after the Deferring Trustee's retirement benefits commence under the Plan. The Board, in its sole discretion, also may accelerate or extend the distribution of such deferral accounts after the Deferring Trustee's termination of service as a trustee of the Trust. 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 AIM 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 AIM Funds without paying an initial sales charge. AIM
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 AIM Funds, see
"Purchase, Redemption and Pricing of Shares - Purchase and Redemption of Shares
- Purchases of Class A Shares, Class A3 Shares of AIM Limited
Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund - Purchases of Class A Shares at Net Asset Value."
CODES OF ETHICS
AIM, the Trust and AIM Distributors have each adopted a Code of Ethics governing, as applicable, personal trading activities of all Directors/Trustees, officers of the Trust, persons who, in connection with their regular functions, play a role in the recommendation of any purchase or sale of a security by any of the Funds or obtain information pertaining to such purchase or sale, and certain other employees. The Codes of Ethics are intended to prohibit conflicts of interest with the Trust that may arise from personal trading. Personal trading, including personal trading involving securities that may be purchased or held by a Fund, is permitted by persons covered under the relevant Codes subject to certain restrictions; however those persons are generally required to pre-clear all security transactions with the Compliance Officer or his designee and to report all transactions on a regular basis.
PROXY VOTING POLICIES
The Board has delegated responsibility for decisions regarding proxy voting for securities held by each Fund to the Fund's investment advisor. The investment advisor will vote such proxies in accordance with its proxy policies and procedures, which have been reviewed and approved by the Board, and which are found in Appendix D.
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.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
Information about the ownership of each class of each Fund's shares by beneficial or record owners of such Fund and by trustees and officers as a group is found in Appendix E. 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 ADVISOR
AIM, the Funds' investment advisor, was organized in 1976, and along with its subsidiaries, manages or advises over 200 investment portfolios encompassing a broad range of investment objectives. AIM is a direct, wholly owned subsidiary of AIM Management, a holding company that has been engaged in the financial services business since 1976. AIM Management is an indirect wholly owned subsidiary of AMVESCAP PLC. AMVESCAP PLC and its subsidiaries are an independent global investment management group. Certain of the directors and officers of AIM are also executive officers of the Trust and their affiliations are shown under "Management Information" herein.
As investment advisor, AIM supervises all aspects of the Funds' operations and provides investment advisory services to the Funds. AIM obtains and evaluates economic, statistical and financial information to formulate and implement investment programs for the Funds.
AIM is also responsible for furnishing to the Funds, at AIM's expense, the services of persons believed to be competent to perform all supervisory and administrative services required by the Funds, in the judgment of the trustees, to conduct their respective businesses 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.
The Master Investment Advisory Agreement provides that each Fund will pay or cause to be paid all expenses of such Fund not assumed by AIM, 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.
AIM, at its own expense, furnishes to the Trust office space and facilities. AIM furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series of shares.
Pursuant to the Master Investment Advisory Agreement with the Trust, AIM receives a monthly fee from each Fund calculated at the following annual rates, based on the average daily net assets of each Fund during the year:
FUND NAME NET ASSETS ANNUAL RATE --------- ---------- ----------- AIM Balanced Fund First $150 million 0.75% Amount over $150 million 0.50% AIM Basic Balanced Fund First $1 billion 0.65% Next $4 billion 0.60% Amount over $5 billion 0.55% AIM European Small Company Fund All Assets 0.95% AIM International Emerging Growth Fund AIM Global Value Fund First $1 billion 0.85% Amount over $1 billion 0.80% AIM Mid Cap Basic Value Fund First $1 billion 0.80% Next $4 billion 0.75% Over $5 billion 0.70% AIM Select Equity Fund First $150 million 0.80% AIM Premier Equity Fund* Amount over $150 million 0.625% AIM Small Cap Equity Fund All Assets 0.85% |
* See currently effective fee schedule below.
AIM has voluntarily agreed to waive advisory fees payable by AIM Premier Equity Fund in an amount equal to 0.025% for each $5 billion increment in net assets over $5 billion, up to a maximum waiver of 0.175% on net assets in excess of $35 billion. Termination of this agreement requires approval by the Board.
AIM 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, AIM 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 AIM and the Fund.
AIM has voluntarily agreed to waive a portion of advisory fees payable by each Fund. The amount of the waiver will equal 25% of the advisory fee AIM receives from the Affiliated Money Market Funds as a result of each Fund's investment of uninvested cash in an Affiliated Money Market Fund. Termination of this agreement requires approval by the Board. See "Description of the Funds and Their Investments and Risks - Investment Strategies and Risks - Other Investments - Other Investment Companies."
AIM has contractually agreed through December 31, 2004, to waive fees and/or reimburse expenses (excluding interest, taxes, dividends on short sales, fund merger and reorganization expenses, extraordinary items, including other items designated such by the Board of Trustees, and increases in expenses due to expense offset arrangements, if any) for AIM European Small Company Fund, AIM Global Value Fund and AIM International Emerging Growth Fund for Class A, Class B and Class C shares to the extent necessary to limit the Total Annual Fund Operating Expenses of Class A to 2.00% (e.g., if AIM waives 0.75% of Class A expenses, AIM will also waive 0.75% of Class B and Class C expenses). Such contractual fee waivers or reductions are set forth in the Fee Table to the Fund's Prospectus and may not be terminated or amended to the Funds' detriment during the period stated in the agreement between AIM and the Fund.
The management fees payable by each Fund, the amounts waived by AIM and the net fees paid by each Fund for the last three fiscal years ended December 31 are found in Appendix F.
SECURITIES LENDING ARRANGEMENTS. If a Fund engages in securities lending, AIM will provide the Fund investment advisory services and related administrative services. The advisory agreement describes the administrative services to be rendered by AIM if a Fund engages in securities lending activities, as well as the compensation AIM 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 AIM'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.
AIM'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 AIM will provide, a lending Fund will pay AIM a fee equal to 25% of the net monthly interest or fee income retained or paid to the Fund from such activities. AIM currently intends to waive 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. AIM and the Trust have entered into a Master Administrative Services Agreement ("Administrative Services Agreement") pursuant to which AIM 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 AIM 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 Trust's Board of Trustees, including the independent trustees, by votes cast in person at a meeting called for such purpose. Under the Administrative Services Agreement, AIM is entitled to receive from the Funds reimbursement of its costs or such reasonable compensation as may be approved by the Board of Trustees. Currently, AIM 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 AIM by each Fund for the last three fiscal years ended December 31 are found in Appendix G.
OTHER SERVICE PROVIDERS
TRANSFER AGENT. AIM Investment Services, Inc. ("AIS") (formerly, A I M Fund Services, Inc.), 11 Greenway Plaza, Suite 100, Houston, Texas 77046, a registered transfer agent and wholly owned subsidiary of AIM, acts as transfer and dividend disbursing agent for the Funds.
The Transfer Agency and Service Agreement between the Trust and AIS provides that AIS will perform certain shareholder services for the Funds. The Transfer Agency and Service Agreement provides that AIS will receive a per account fee plus out-of-pocket expenses to process orders for purchases, redemptions and exchanges of shares; prepare and transmit payments for dividends and distributions declared by the Funds; maintain shareholder accounts and provide shareholders with information regarding the Funds and their accounts. AIS may impose certain copying charges for requests for copies of shareholder account statements and other historical account information older than the current year and the immediately preceding year.
In addition, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), 800 Scudders Mill Road, Plainsboro, New Jersey 08536, has entered into an agreement with the Trust (and certain other AIM Funds), PFPC Inc. (formerly known as First Data Investor Service Group) and Financial Data Services, Inc., pursuant to which MLPF&S is paid a per account fee to perform certain shareholder sub-accounting services for its customers who beneficially own shares of the Fund(s).
Primerica Shareholder Services, Inc. ("PSS") 3120 Breckinridge Boulevard, Duluth, Georgia 30099-0001 has also entered into an agreement with the Trust (and certain other AIM Funds) and AIS pursuant to which PSS is paid a per account fee to perform certain shareholder sub-accounting services for its customers who beneficially own shares of the Fund(s).
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. Chase Bank of Texas, N.A., 712 Main, Houston, Texas 77002, serves as sub-custodian for purchases of shares of the Funds. The Bank of New York, 100 Church Street, New York, New York 10286, also serves as sub-custodian to facilitate cash management.
The Custodian is 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. AIM 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.
AUDITORS. The Funds' independent public accountants are responsible for auditing the financial statements of the Funds. The Board has selected PricewaterhouseCoopers LLP, 1201 Louisiana Street, Suite 2900, Houston, Texas 77002, as the independent public accountants to audit the financial statements of the Funds.
COUNSEL TO THE TRUST. Legal matters for the Trust have been passed upon by Ballard Spahr Andrews & Ingersoll, LLP, 1735 Market Street, Philadelphia, Pennsylvania 19103-7599.
BROKERAGE ALLOCATION AND OTHER PRACTICES
BROKERAGE TRANSACTIONS
AIM makes decisions to buy and sell securities for each Fund, selects broker-dealers, effects the Funds' investment portfolio transactions, allocates brokerage fees in such transactions and, where applicable, negotiates commissions and spreads on transactions. AIM's primary consideration in effecting a security transaction is to obtain the most favorable execution of the order, which includes the best price on the security and a low commission rate. While AIM seeks reasonably competitive commission rates, the Funds may not pay the lowest commission or spread available. See "Brokerage Selection" below.
Some of the securities in which the Funds invest are traded in over-the-counter markets. Portfolio transactions placed in such markets may be effected at either net prices without commissions, but which include compensation to the broker-dealer 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-dealer including electronic communication networks.
Traditionally, commission rates have not been negotiated on stock markets outside the United States. Although in recent years many overseas stock markets have adopted a system of negotiated rates, a number of markets maintain an established schedule of minimum commission rates.
Brokerage commissions paid by each of the Funds for the last three fiscal years ended December 31 are found in Appendix H.
COMMISSIONS
During the last three fiscal years ended December 31, none of the Funds paid brokerage commissions to brokers affiliated with the Funds, AIM, AIM Distributors, 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 AIM Fund, provided the conditions of an exemptive order received by the AIM Funds from the SEC are met. In addition, a Fund may purchase or sell a security from or to certain other AIM Funds or accounts (and may invest in Affiliated Money Market Funds) provided the Funds follow procedures adopted by the Boards of Trustees of the various AIM 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.
BROKERAGE SELECTION
Section 28(e) of the Securities Exchange Act of 1934 provides that AIM, under certain circumstances, lawfully may cause an account to pay a higher commission than the lowest available. Under Section 28(e)(1), AIM 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 [AIM's] 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 AIM in the performance of its investment decision-making responsibilities. Accordingly, in recognition of research services provided to it, a Fund may pay a broker higher commissions than those available from another broker.
Research services received from broker-dealers supplement AIM's own research (and the research of its affiliates), and may include the following types of information: statistical and background
information on the U.S. and foreign economies, industry groups and individual companies; forecasts and interpretations with respect to the U.S. and foreign economies, industry groups and individual companies; forecasts and interpretations with respect to the U.S. and foreign economies, securities, markets, specific industry groups and individual companies; information on federal, state, local and foreign political developments; portfolio management strategies; performance information on securities, indexes and investment accounts; information concerning prices of securities; and information supplied by specialized services to AIM and to the Trust's trustees with respect to the performance, investment activities, and fees and expenses of other mutual funds. Broker-dealers may communicate such information electronically, orally, in written form or on computer software. Research services may also include providing electronic communications of trade information, providing custody services, as well as providing equipment used to communicate research information and providing specialized consultations with AIM personnel with respect to computerized systems and data furnished to AIM as a component of other research services, arranging meetings with management of companies, and providing access to consultants who supply research information.
The outside research assistance is useful to AIM since the broker-dealers used by AIM tend to provide a more in-depth analysis of follow a broader universe of securities and other matters than AIM's staff follows. In addition, the research provides AIM with a diverse perspective on financial markets. Research services provided to AIM by broker-dealers are available for the benefit of all accounts managed or advised by AIM or by its affiliates. Some broker-dealers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting concessions by AIM's clients, including the Funds. However, the Funds are not under any obligation to deal with any broker-dealer in the execution of transactions in portfolio securities.
In some cases, the research services are available only from the broker-dealer providing them. In other cases, the research services may be obtainable from alternative sources in return for cash payments. AIM believes that the research services are beneficial in supplementing AIM's research and analysis and that they improve the quality of AIM's investment advice. The advisory fee paid by the Funds is not reduced because AIM receives such services. However, to the extent that AIM would have purchased research services had they not been provided by broker-dealers, the expenses to AIM could be considered to have been reduced accordingly.
AIM may determine target levels of commission business with various brokers on behalf of its clients (including the Funds) over a certain time period. The target levels will be 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 also may be effected through broker-dealers that recommend the Funds to their clients, or that act as agent in the purchase of a Fund's shares for their clients. AIM 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 December 31, 2003 are found in Appendix I.
REGULAR BROKERS OR DEALERS
Information concerning the Funds' acquisition of securities of their regular brokers or dealers during the last fiscal year ended December 31, 2003 is found in Appendix I.
ALLOCATION OF PORTFOLIO TRANSACTIONS
AIM and its affiliates manage numerous other investment 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 of these investment accounts. However, the position of each account in the same securities and the length of time that each account
may hold its investment in the same securities may vary. The timing and amount of purchase by each account will also be determined by its cash position. If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and one or more of these accounts, and is considered at or about the same time, AIM will fairly allocate transactions in such securities among the Fund(s) and these accounts. AIM may combine such 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.
Sometimes the procedure for allocating portfolio transactions among the various investment accounts advised by AIM results in transactions which could have an adverse effect on the price or amount of securities available to a Fund. In making such allocations, AIM considers the investment objectives and policies of its advisory clients, the relative size of portfolio holdings of the same or comparable securities, the availability of cash for investment, the size of investment commitments generally held, and the judgments of the persons responsible for recommending the investment. This procedure would apply to transactions in both equity and fixed income securities.
ALLOCATION OF INITIAL PUBLIC OFFERING ("IPO") TRANSACTIONS
Certain of the AIM Funds or other accounts managed by AIM may become interested in participating in IPOs. Purchases of IPOs by one AIM fund or account may also be considered for purchase by one or more other AIM Funds or accounts. It shall be AIM's practice to specifically combine or otherwise bunch indications of interest for IPOs for all AIM Funds and accounts participating in purchase transactions for that IPO, and to allocate such transactions in accordance with the following procedures:
AIM will determine the eligibility of each AIM Fund and account that seeks to participate in a particular IPO by reviewing a number of factors, including suitability of the investment with the AIM Fund's or account's investment objective, policies and strategies, the liquidity of the AIM Fund or account if such investment is purchased, and whether the portfolio manager intends to hold the security as a long-term investment. The allocation of securities issued in IPOs will be made to eligible AIM Funds and accounts in a manner designed to be fair and equitable for the eligible AIM Funds and accounts, and so that there is equal allocation of IPOs over the longer term. Where multiple funds or accounts are eligible, rotational participation may occur, based on the extent to which an AIM Fund or account has participated in previous IPOs as well as the size of the AIM Fund or account. Each eligible AIM Fund and account will be placed in one of four tiers, depending upon each AIM Fund's or account's asset level. The AIM Funds and accounts in the tier containing funds and accounts with the smallest asset levels will participate first, each receiving a 40 basis point allocation (rounded to the nearest share round lot that approximates 40 basis points) (the "Allocation"), based on that AIM Fund's or account's net assets. This process continues until all of the AIM Funds and accounts in the four tiers receive their Allocations, or until the shares are all allocated. Should securities remain after this process, eligible AIM Funds and accounts will receive their Allocations on a straight pro rata basis. In addition, Incubator Funds, as described in AIM's Incubator and New Fund Investment Policy, and any other AIM Fund which has more than 5% of its outstanding shares owned by AIM or one of its affiliates, officers, directors or employees, will each be limited to a 40 basis point allocation only. Such allocations will be allocated to the nearest share round lot that approximates 40 basis points.
When any AIM Funds and/or accounts with substantially identical investment objectives and policies participate in IPOs, they will do so in amounts that are substantially proportionate to each other. In these cases, the net assets of the largest participating AIM Fund will be used to determine in which tier, as described in the paragraph above, such group of AIM Funds or accounts will be placed. If no AIM Fund is participating, then the net assets of the largest account will be used to determine tier placement. The price per share of securities purchased in such IPO transactions will be the same for each AIM Fund and account.
PURCHASE, REDEMPTION AND PRICING OF SHARES
PURCHASE AND REDEMPTION OF SHARES
Purchases of Class A Shares, Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund
INITIAL SALES CHARGES. Each AIM Fund (other than AIM Money Market Fund, AIM Tax-Exempt Cash Fund and and AIM Short Term Bond Fund) is grouped into one of three categories to determine the applicable initial sales charge for its Class A Shares. The sales charge is used to compensate AIM 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 AIM Tax-Exempt Cash Fund, Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund are sold without an initial sales charge.
CATEGORY I FUNDS
AIM Aggressive Allocation Fund
AIM Aggressive Growth Fund
AIM Asia Pacific Growth Fund
AIM Basic Value Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Conservative Allocation Fund
AIM Constellation Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund
AIM Emerging Growth Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Emerging Growth Fund
AIM International Growth Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Libra Fund
AIM Mid Cap Basic Value Fund
AIM Mid Cap Core Equity Fund
AIM Mid Cap Growth Fund
AIM Moderate Allocation Fund
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM Small Cap Growth Fund
AIM Trimark Endeavor Fund
AIM Trimark Fund
AIM Trimark Small Companies Fund
AIM Weingarten Fund
Dealer Investor's Sales Charge Concession -------------------------- ------------- As a As a As a Percentage Percentage Percentage of the Public of the Net of the Public Amount of Investment in Offering Amount Offering Single Transaction(1) Price Invested Price ------------------------- ------------- ---------- ------------- Less than $ 25,000 5.50% 5.82% 4.75% $ 25,000 but less than $ 50,000 5.25 5.54 4.50 $ 50,000 but less than $ 100,000 4.75 4.99 4.00 $ 100,000 but less than $ 250,000 3.75 3.90 3.00 $ 250,000 but less than $ 500,000 3.00 3.09 2.50 $ 500,000 but less than $ 1,000,000 2.00 2.04 1.60 |
(1) AIM Opportunities Fund I will not accept any single purchase in excess of $250,000
CATEGORY II FUNDS
AIM Balanced Fund
AIM Basic Balanced Fund
AIM Developing Markets Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM Global Health Care Fund
AIM Global Equity Fund
AIM High Income Municipal Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
Dealer Investor's Sales Charge Concession -------------------------- ------------- As a As a As a Percentage Percentage Percentage of the Public of the Net of the Public Amount of Investment in Offering Amount Offering Single Transaction Price Invested Price ------------------------- ------------- ---------- ------------- Less than $ 50,000 4.75% 4.99% 4.00% $ 50,000 but less than $ 100,000 4.00 4.17 3.25 $ 100,000 but less than $ 250,000 3.75 3.90 3.00 $ 250,000 but less than $ 500,000 2.50 2.56 2.00 $ 500,000 but less than $ 1,000,000 2.00 2.04 1.60 |
CATEGORY III FUNDS
AIM Limited Maturity Treasury Fund
AIM Tax-Free Intermediate Fund
Dealer Investor's Sales Charge Concession -------------------------- ------------- As a As a As a Percentage Percentage Percentage of the Public of the Net of the Public Amount of Investment in Offering Amount Offering Single Transaction Price Invested Price ------------------------- ------------- ---------- ------------- 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 |
AIM SHORT TERM BOND FUND
Dealer Investor's Sales Charge Concession -------------------------- ------------- As a As a As a Percentage Percentage Percentage of the Public of the Net of the Public Amount of Investment in Offering Amount Offering Single Transaction Price Invested Price ---------------------------------- ------------- ---------- ------------- Less than $ 100,000 2.50 2.56 2.00 $100,000 but less than $ 250,000 2.00 2.04 1.50 $250,000 but less than $ 500,000 1.50 1.52 1.25 $500,000 but less than $1,000,000 1.25 1.27 1.00 |
Beginning on October 31, 2002 Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors. Current investors must maintain a share balance in order to continue to make incremental purchases.
LARGE PURCHASES OF CLASS A SHARES. Investors who purchase $1,000,000 or more of Class A Shares of Category I, II or III Funds and Class A shares of AIM Short Term Bond Fund do not pay an initial sales charge. In addition, investors who currently own Class A shares of Category I, II, or III Funds and Class A shares of AIM Short Term Bond Fund 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 or II Fund and Class A shares of AIM Short Term Bond Fund, however, each share issued will generally be subject to a 1.00% contingent deferred sales charge ("CDSC") if the investor redeems those shares within 18 months after purchase.
AIM Distributors may pay a dealer concession and/or advance a service fee on Large Purchases, as set forth below. Exchanges between the AIM Funds may affect total compensation paid.
AIM Distributors may make the following payments to dealers of record for Large Purchases of Class A shares of Category I or II Funds or AIM Short Term Bond Fund 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 PURCHASE
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 net asset value 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, AIM 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 a Category III Fund on and after November 15, 2001 and through October 30, 2002 and exchanges those shares for Class A shares of a Category I or II Fund, AIM Distributors will pay an additional dealer concession of 0.75% upon exchange.
If an investor makes a Large Purchase of Class A shares of a Category I or II Fund or AIM Short Term Bond Fund on or after November 15, 2001 and exchanges those shares for Class A shares of a Category III or AIM Short-Term Bond Fund, AIM Distributors will not pay any additional dealer compensation upon the exchange. Beginning on February 17, 2003, Class A Shares of a Category I or II Fund or AIM Short-Term Bond Fund may not be exchanged for Class A Shares of a Category III Fund.
If an investor makes a Large Purchase of Class A3 shares of a Category III Fund on and after October 31, 2002 and exchanges those shares for Class A shares of a Category I or II Fund or AIM Short Term Bond Fund, AIM Distributors will pay 1.00% of such purchases as dealer compensation upon the exchange. The Class A Shares of the Category I or II Fund or AIM Short Term Bond 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.
If an investor makes a Large Purchase of Class A shares of a Category III Fund and exchanges those shares for Class A shares of another Category III Fund, AIM Distributors will not pay any additional dealer concession upon the exchange. Beginning on February 17, 2003, Class A Shares of a Category III Fund may not be exchanged for Class A Shares of another Category III Fund.
PURCHASES OF CLASS A SHARES BY CERTAIN RETIREMENT PLANS AT NAV. Effective November 1, 2002, for purchases of Class A shares of Category I and II Funds and AIM Short Term Bond Fund, AIM 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 Class A shares is a new investment (as defined below):
PERCENT OF PURCHASE
0.50% of the first $20 million
plus 0.25% of amounts in excess of $20 million
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 AIM Fund shares, (ii) an exchange of AIM Fund shares, or (iii) the repayment of one or more retirement plan loans that were funded through the redemption of AIM Fund shares. If AIM 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 AIM 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, AIM 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, AIM 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 AIM 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."
INDIVIDUALS
- an individual (including his or her spouse or domestic partner, and children);
- any trust established exclusively for the benefit of an individual;
- 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 AIM Funds will not accept separate contributions submitted with respect to individual participants);
b. each transmittal is accompanied by a single check or wire transfer; and
c. if the AIM Funds are expected to carry separate accounts in the names of each of the plan participants, (i) the employer or plan sponsor notifies AIM 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.
TRUSTEES AND FIDUCIARIES
- a trustee or fiduciary purchasing for a single trust, estate or fiduciary account.
OTHER GROUPS
- any organized group of persons, whether incorporated or not, purchasing AIM Fund shares through a single account, provided that:
a. the organization has been in existence for at least six months; and
b. the organization has some purpose other than the purchase at a discount of redeemable securities of a registered investment company.
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 AIM 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.
The LOI confirms the total investment in shares of the AIM 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.
- The offering price may be further reduced as described below under "Rights of Accumulation" if the Transfer Agent is advised of all other accounts at the time of the investment.
- Shares acquired through reinvestment of dividends and capital gains distributions will not be applied to the LOI.
Calculating the Number of Shares to be Purchased
- Purchases made within 90 days before signing an LOI will be applied toward completion of the LOI. The LOI effective date will be the date of the first purchase within the 90-day period.
- Purchases made more than 90 days before signing an LOI will be applied toward the completion of the LOI based on the value of the shares purchased that is calculated at the public offering price on the effective date of the LOI.
- If a purchaser meets the original obligation at any time during the 13-month period, he or she may revise the intended investment amount upward by submitting a written and signed request. 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 escrow 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 escrowed, will be registered in the purchaser's name. If the total investment specified under this LOI is completed within the 13-month period, the escrowed 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 amount actually purchased. If the purchaser does not pay such difference within 20 days of the expiration date, he or she irrevocably constitutes and appoints the Transfer Agent as his attorney to 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 AIM Distributors.
- 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 escrowed 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.
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
If an investor entered into an LOI to purchase $1,000,000 or more of Class A shares of a Category III Fund on and after November 15, 2001 and through October 30, 2002, such shares will be subject to a 12-month, 0.25% CDSC. Purchases of Class A shares of a Category III Fund made pursuant to an LOI to purchase $1,000,000 or more of shares entered into prior to November 15, 2001 or after October 30, 2002 will not be subject to this CDSC. All LOIs to purchase $1,000,000 or more of Class A shares of Category I and II Funds and AIM Short Term Bond Fund are subject to an 18-month, 1.00% 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 AIM Funds at the time of the proposed purchase. To determine whether or not a reduced initial sales charge applies to a proposed purchase, AIM Distributors takes into account not only the money which is invested upon such proposed purchase, but also the value of all shares of the AIM 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 AIM Fund with a value of $20,000 and wishes to invest an additional $20,000 in a fund with a maximum initial sales charge of 5.50%, the reduced initial sales charge of 5.25% will apply to the full $20,000 purchase and not just to the $15,000 in excess of the $25,000 breakpoint.
To qualify for obtaining the discount applicable to a particular purchase, the purchaser or 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 contract purchased on or before June 30, 1992.
If an investor's new purchase of Class A shares of a Category I or II Fund or AIM Short Term Bond 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 (12 months for Category III Funds shares). For new purchases of Class A shares of Category III Funds at net asset value made on and after November 15, 2001 and through October 30, 2002, the newly purchased shares will be subject to a CDSC if the investor redeems them prior to the end of the 12 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. AIM 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 AIM Funds without payment of the applicable sales charge other than to Qualified Purchasers.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund, Class B and Class C shares of AIM Floating Rate 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. AIM Distributors permits certain categories of persons to purchase Class A shares of AIM 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 AIM and its affiliates, and are therefore familiar with the funds, and who place unsolicited orders directly with AIM Distributors; or
- Programs for purchase that involve little expense because of the size of the transaction and shareholder records required.
AIM 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 AIM 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:
- AIM Management and its affiliates, or their clients;
- Any current or retired officer, director or employee (and members of their immediate family) of AIM Management, its affiliates or The AIM Family of Funds--Registered Trademark--, any foundation, trust or employee benefit plan established exclusively for the benefit of, or by, such persons and any deferred compensation plan for trustees of investment companies sponsored by AIM Management or its affiliates;
- Any current or retired officer, director, or employee (and members of their immediate family), of DST Systems, Inc. or Personix, a division of Fiserv Solutions, Inc.;
- Sales representatives and employees (and members of their immediate family) of selling group members of financial institutions that have arrangements with such selling group members;
- Purchases through approved fee-based programs;
- Employer-sponsored retirement plans that are Qualified Purchasers, as defined above, provided that:
a. a plan's initial investment is at least $1 million;
b. the employer or plan sponsor signs a $1 million LOI;
c. there are at least 100 employees eligible to participate in the plan;
d. all plan transactions are executed through a single omnibus account per AIM Fund and the financial institution or service organization has entered into the appropriate agreement with the distributor; further provided that
e. retirement plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares at NAV 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; and
f. purchases of AIM Opportunities I Fund by all retirement plans are subject to initial sales charges;
- Shareholders of record of Advisor Class shares of AIM International Growth Fund or AIM Worldwide Growth Fund on February 12, 1999 who have continuously owned shares of the AIM Funds;
- Shareholders of record or discretionary advised clients of any investment advisor holding shares of AIM Weingarten Fund or AIM Constellation Fund on September 8, 1986, or of AIM Charter Fund on November 17, 1986, who have continuously owned shares having a market value of at least $500 and who purchase additional shares of the same Fund;
- Unitholders of G/SET series unit investment trusts investing proceeds from such trusts in shares of AIM Weingarten Fund or AIM 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 AIM Weingarten Fund and AIM Constellation Fund is effected within 30 days of the redemption or repurchase;
- A shareholder of a fund that merges or consolidates with an AIM Fund or that sells its assets to an AIM Fund in exchange for shares of an AIM Fund;
- Shareholders of the GT Global funds as of April 30, 1987 who since that date continually have owned shares of one or more of these funds;
- Certain former AMA Investment Advisers' shareholders who became shareholders of the AIM Global Health Care Fund in October 1989, and who have continuously held shares in the GT Global funds since that time;
- Shareholders of record of Advisor Class shares of an AIM Fund on February 11, 2000 who have continuously owned shares of that AIM Fund, and who purchase additional shares of that AIM Fund;
- Shareholders of Investor Class shares of an AIM Fund;
- Qualified Tuition Programs created and maintained in accordance with
Section 529 of the Code;
- Initial purchases made by Qualified Purchasers, as defined above, within one (1) year after the registered representative who services their account(s) has become affiliated with a selling group member with which AIM Distributors has entered into a written agreement; and
- Participants in select brokerage programs for retirement plans and rollover IRAs who purchase shares through an electronic brokerage platform offered by entities with which AIM Distributors has entered into a written agreement.
As used above, immediate family includes an individual and his or her spouse or domestic partner, children, parents and parents of spouse or domestic partner.
In addition, an investor may acquire shares of any of the AIM Funds at net asset value in connection with:
- the reinvestment of dividends and distributions from a Fund;
- exchanges of shares of certain Funds;
- use of the reinstatement privilege; or
- a merger, consolidation or acquisition of assets of a Fund.
PAYMENTS TO DEALERS. AIM Distributors may elect to re-allow the entire initial sales charge to dealers for all sales with respect to which orders are placed with AIM 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.
In addition to, or instead of, amounts paid to dealers as a sales commission, AIM Distributors may, from time to time, at its expense out of its own financial resources or as an expense for which it may be compensated or reimbursed by an AIM Fund under a distribution plan, if applicable, make cash payments to dealer firms as an incentive to sell shares of the funds and/or to promote retention of their customers' assets in the funds. Such cash payments may be calculated on sales of shares of AIM 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 dealer firm during the applicable period. Such cash payments also may be calculated on the average daily net assets of the applicable AIM Fund(s) attributable to that particular dealer ("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. AIM Distributors may agree to make such cash payments to a dealer firm in the form of either or both Sales-Based Payments and Asset-Based Payments. AIM Distributors may also make other cash payments to dealer firms in addition to or in lieu of Sales-Based Payments and Asset-Based Payments, in the form of payment for travel expenses, including lodging, incurred in connection with trips taken by qualifying registered representatives of those dealer firms and their families to places within or outside the United States; meeting fees; entertainment; transaction processing and transmission charges; advertising or other promotional expenses; or other amounts as determined in AIM Distributor's discretion. In certain cases these other payments could be significant to the dealer firms. To the extent dealer firms sell more shares of the Funds or cause clients to retain their investment in the Funds, AIM benefits from management and other fees it is paid with respect to those assets. Any payments described above will not change the price paid by investors for the purchase of the applicable AIM Fund's shares or the amount that any particular AIM Fund will receive as proceeds from such sales. AIM Distributors determines the cash payments described above in its discretion in response to requests from dealer
firms, based on factors it deems relevant. Dealers may not use sales of the AIM Funds' shares to qualify for any incentives to the extent that such incentives may be prohibited by the laws of any state.
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. AIM Distributors may pay sales commissions to dealers and institutions who sell Class B shares of the AIM 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. Instead, investors may pay a CDSC if they redeem their shares within the first year after purchase (no CDSC applies to Class C shares of AIM Short Term Bond Fund unless you exchange shares of another AIM Fund that are subject to a CDSC into AIM Short Term Bond Fund). See the Prospectus for additional information regarding this CDSC. AIM Distributors may pay sales commissions to dealers and institutions who sell Class C shares of the AIM Funds (except for Class C shares of AIM Short Term Bond Fund) at the time of such sales. Payments 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%. 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 AIM Distributors grants an exemption on particular transactions.
AIM Distributors may pay dealers and institutions who sell Class C shares of AIM Short Term Bond Fund 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 immediately.
Purchases of Class R Shares
Class R shares are sold at net asset value, and are not subject to an initial sales charge. If AIM Distributors pays a concession to the dealer of record, however, the Class R shares are subject to a 0.75% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the retirement plan's initial purchase. For purchases of Class R shares of Category I or II Funds, AIM 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 AIM 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
With regard to any individual purchase of Class R shares, AIM 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 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. AIM Distributors may pay dealers and institutions an annual fee of 0.25% of average daily net assets and such payments will commence immediately.
Exchanges
TERMS AND CONDITIONS OF EXCHANGES. Normally, shares of an AIM 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.
EXCHANGES BY TELEPHONE. AIM Distributors has made arrangements with certain dealers and investment advisory firms to accept telephone instructions to exchange shares between any of the AIM Funds. AIM Distributors reserves the right to impose conditions on dealers or investment advisors who make telephone exchanges of shares of the funds, including the condition that any such dealer or investment advisor enter into an agreement (which contains additional conditions with respect to exchanges of shares) with AIM Distributors. To exchange shares by telephone, a shareholder, dealer or investment advisor who has satisfied the foregoing conditions must call AIS at (800) 959-4246. If a shareholder is unable to reach AIS by telephone, he may also request exchanges by fax, telegraph or use overnight courier services to expedite exchanges by mail, which will be effective on the business day received by AIS as long as such request is received prior to the close of the customary trading session of the New York Stock Exchange ("NYSE"). AIS and AIM Distributors may in certain cases be liable for losses due to unauthorized or fraudulent transactions if they do not follow reasonable procedures for verification of telephone transactions. Such reasonable procedures 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 transaction.
Redemptions
GENERAL. Shares of the AIM Funds may be redeemed directly through AIM Distributors or through any dealer who has entered into an agreement with AIM Distributors. In addition to the Funds' obligation to redeem shares, AIM Distributors may also repurchase shares as an accommodation to shareholders. To effect a repurchase, those dealers who have executed Selected Dealer Agreements with AIM 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 net asset value per share of the applicable Fund next determined after the repurchase order is received. Such an arrangement is subject to timely receipt by AIS, 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 AIM Distributors (other than any applicable contingent deferred sales charge) 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 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.
REDEMPTIONS BY TELEPHONE. By signing an account application form, an investor appoints AIS as his true and lawful attorney-in-fact to surrender for redemption any and all unissued shares held by AIS in the designated account(s), present or future, with full power of substitution in the premises. AIS and AIM 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. An investor acknowledges by signing the form that he understands and agrees that AIS and AIM Distributors may not be liable for any loss, expense or cost arising out of any telephone redemption 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. AIS reserves the right to cease to act as attorney-in-fact subject to this appointment, and AIM Distributors reserves the right to modify or terminate the telephone redemption 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 redemptions must be effected in writing by the investor.
SYSTEMATIC REDEMPTION PLAN. A Systematic Redemption Plan permits a shareholder of an AIM Fund to withdraw on a regular basis at least $100 per withdrawal. Under a Systematic Redemption Plan, all shares are to be held by AIS and all dividends and distributions are reinvested in shares of the applicable AIM Fund by AIS. To provide funds for payments made under the Systematic Redemption Plan, AIS 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. Since 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. 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 AIM 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 and II Funds and AIM Short Term Bond Fund, or upon the redemption of Class B shares or Class C shares (no CDSC applies to Class C shares of AIM Short Term Bond Fund unless you exchange shares of another AIM Fund that are subject to a CDSC into AIM Short Term Bond Fund), and, in certain circumstances, upon the redemption of Class K or Class R shares.
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, III Fund or AIM Short Term Bond Fund will not be subject to a CDSC upon the redemption of those shares in the following situations:
- Redemptions of shares of Category I or II Funds or AIM Short Term Bond Fund held more than 18 months;
- Redemptions of shares of Category III Funds purchased prior to November 15, 2001 or after October 30, 2002;
- Redemptions of shares of Category III Funds purchased on or after November 15, 2001 and through October 30, 2002 and held for more than 12 months;
- Redemptions of shares held by retirement plans in cases where (i) the plan has remained invested in Class A shares of an AIM Fund for at least 12 months, or (ii) the redemption is not a complete redemption of shares held by the plan;
- Redemptions from private foundations or endowment funds;
- 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;
- Redemptions of shares of Category I, II or III Funds, AIM Cash Reserve Shares of AIM Money Market Fund or AIM Short Term Bond Fund acquired by exchange from Class A shares of a Category I or II Fund or AIM Short Term Bond Fund, unless the shares acquired by exchange (on or after November 15, 2001 and through October 30, 2002 with respect to Category III Funds) are redeemed within 18 months of the original purchase of the exchanges of Category I or II Fund or AIM Short Term Bond Fund shares;
- Redemptions of shares of Category III Funds, shares of AIM Tax-Exempt Cash Fund or AIM Cash Reserve Shares of AIM Money Market Fund acquired by exchange from Class A shares of a Category III Fund purchased prior to November 15, 2001;
- Redemptions of shares of Category I or II Funds or AIM Short Term Bond Fund acquired by exchange from Class A shares of a Category III Fund purchased on and after November 15, 2001 and through October 30, 2002, unless the shares acquired by exchange are redeemed within 18 months of the original purchase of the exchanged Category III Fund shares;
- Redemption of shares of Category III Funds, shares of AIM Tax-Exempt Cash Fund or AIM Cash Reserve Shares of AIM Money Market Fund acquired by exchange from Class A shares of a Category III Fund purchased on and after November 15, 2001 and through October 30, 2002, unless the shares acquired by exchange are redeemed within 12 months of the original purchase of the exchanged Category III Fund shares;
- Redemptions of shares of Category I or II Funds or AIM Short Term Bond Fund acquired by exchange on and after November 15, 2001 from AIM Cash Reserve Shares of AIM Money Market Fund if the AIM Cash Reserve Shares were acquired by exchange from a Category I or II Fund or AIM Short Term Bond Fund, unless the Category I or II Fund or AIM Short Term Bond Fund shares acquired by exchange are redeemed within 18 months of the original purchase of the exchanged Category I or II Funds or AIM Short Term Bond Fund shares;
- Redemptions of Category I or II Funds or AIM Short Term Bond Fund by retirement plan participants resulting from a total redemption of the plan assets that occurs more than one year from the date of the plan's initial purchase; and
- Redemption of shares of Category I or II Funds or AIM Short Term Bond Fund held by an Investor Class shareholder.
CONTINGENT DEFERRED SALES CHARGE EXCEPTIONS FOR CLASS B AND C SHARES. Investors who purchased former GT Global funds Class B shares before June 1, 1998 are subject to the following waivers from the CDSC otherwise due upon redemption:
- Total or partial redemptions resulting from a distribution following retirement in the case of a tax-qualified employer-sponsored retirement;
- 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 pursuant to distributions from a tax-qualified employer-sponsored retirement plan, which is invested in the former GT Global funds, which are permitted to be made without penalty pursuant to the Code, other than tax-free rollovers or transfers of assets, and the proceeds of which are reinvested in the former GT Global funds;
- Redemptions made in connection with participant-directed exchanges between options in an employer-sponsored benefit plan;
- Redemptions made for the purpose of providing cash to fund a loan to a participant in a tax-qualified retirement plan;
- Redemptions made in connection with a distribution from any retirement plan or account that is permitted in accordance with the provisions of Section 72(t)(2) of the Code, and the regulations promulgated thereunder;
- Redemptions made in connection with a distribution from a qualified profit-sharing or stock bonus plan described in Section 401(k) of the Code to a participant or beneficiary under Section 401(k)(2)(B)(IV) of the Code upon hardship of the covered employee (determined pursuant to Treasury Regulation Section 1.401(k)-1(d)(2)); and
- Redemptions made by or for the benefit of certain states, counties or cities, or any instrumentalities, departments or authorities thereof where such entities are prohibited or limited by applicable law from paying a sales charge or commission.
CDSCs will not apply to the following redemptions of Class B or Class C shares, as applicable:
- Additional purchases of Class C shares of AIM International Core Equity Fund (formerly known as AIM International Value Fund) and AIM Real Estate Fund by shareholders of record on April 30, 1995, of these Funds, except that shareholders whose broker-dealers maintain a single omnibus account with AIS 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;
- 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 AIM 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 AIM 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 Systematic Redemption Plan of up to an annual amount of 12% of the account value on a per fund basis, at the time the withdrawal plan is established, provided the investor reinvests his dividends;
- Liquidation by the AIM Fund when the account value falls below the minimum required account size of $500; and
- Investment account(s) of AIM and its affiliates.
CDSCs will not apply to the following redemptions of Class C shares:
- A total or partial redemption of shares where the investor's dealer of record notified the distributor prior to the time of investment that the dealer would waive the upfront payment otherwise payable to him;
- A total or partial redemption which is necessary to fund a distribution requested by a participant in a retirement plan maintained pursuant to Section 401, 403, or 457 of the Code;
- Redemptions of Class C shares of an AIM Fund other than AIM Short Term Bond Fund if you received such Class C shares by exchanging Class C shares of AIM Short Term Bond Fund; and
- Redemptions of Class C shares of AIM Short Term Bond Fund unless you received such Class C shares by exchanging Class C shares of another AIM Fund and the original purchase was subject to a CDSC.
CDSCs will not apply to the following redemptions of Class R shares:
- Class R shares where the retirement plan's dealer of record notifies the distributor prior to the time of investment that the dealer waives the upfront payment otherwise payable to him; and
- Redemptions of shares held by retirement plans in cases where (i) the plan has remained invested in Class R shares of an AIM Fund for at least 12 months, or (ii) the redemption is not a complete redemption of all Class R shares held by the plan.
General Information Regarding Purchases, Exchanges and Redemptions
GOOD ORDER. Purchase, exchange and redemption orders must be received in good order. To be in good order, an investor must supply AIS 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 AIS in its sole discretion.
TIMING OF PURCHASE ORDERS. It is the responsibility of the dealer or other financial intermediary to ensure that all orders are transmitted on a timely basis to AIS. Any loss resulting from the failure of the dealer or financial intermediary or financial intermediary's failure to submit an order within the prescribed time frame will be borne by that dealer or financial intermediary. 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 to an AIM Fund or to AIM Distributors.
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; and (4) written redemptions or exchanges of shares previously reported as lost, whether or not the redemption amount is under $250,000 or the proceeds are to be sent to the address of record. AIM 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 AIS' current Signature Guarantee Standards and Procedures, such as certain domestic banks, credit unions, securities dealers, or securities exchanges. AIS 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 in either event, the amount of the 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," an investor should contact the Client Services Department of AIS.
TRANSACTIONS BY TELEPHONE. By signing an account application form, an investor appoints AIS as his true and lawful attorney-in-fact to surrender for redemption any and all unissued shares held by AIS in the designated account(s), or in any other account with any of the AIM Funds, present or future, which has the identical registration as the designated account(s), with full power of substitution in the premises. AIS and AIM 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 AIM 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 AIS and AIM 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. AIS 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 AIS nor AIM 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 AIM Funds.
ABANDONED PROPERTY. It is the responsibility of the investor to ensure that AIS 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 AIS. Upon receiving returned mail, AIS will attempt to locate the investor or rightful owner of the account. If unsuccessful, AIS will retain a shareholder locator service with a national information database to conduct periodic searches for the investor. If the search firm is unable to locate the investor, the search firm will determine whether the investor's account has legally been abandoned. AIS 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.
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, 2003, AIM Premier Equity Fund - Class A shares had a net asset value per share of $9.38. The offering price, assuming an initial sales charge of 5.50%, therefore was $9.93.
Calculation of Net Asset Value
Each Fund determines its net asset value per share once daily as of the close of the customary trading session of the NYSE (generally 4:00 p.m. Eastern time) on each business day of the Fund. In the event the NYSE closes early (i.e., before 4:00 p.m. Eastern time) on a particular day, each Fund determines its net asset value per share as of the close of the NYSE on such day. For purposes of determining net asset value per share, the Fund will generally use futures and options contract closing prices which are available fifteen (15) minutes after the close of the customary trading session of the NYSE. The Funds determine net asset value per share by dividing the value of a 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 a Fund's net asset value per share is made in accordance with generally accepted accounting principles. The net asset value for shareholder transactions may be different than the net asset value reported in the Fund's financial statements due to adjustments required by generally accepted accounting principles made to the net assets of the Fund at period end.
Each security (excluding convertible bonds) held by a Fund is valued at its last sales price on the exchange where the security is principally traded or, lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not including securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") or absent a NOCP, at the closing bid price on that day; option contracts are valued at the mean between the closing bid and asked prices on the exchange where the contracts are principally traded; futures contracts are valued at final settlement price quotations from the primary exchange on which they are traded. Debt securities (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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 are valued based upon quotes furnished by independent sources and valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and ask prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized by the Board of Trustees. Short-term investments are valued at amortized cost when the security has 60 days or less to maturity.
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times
prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of the effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
Fund securities primarily traded in foreign markets may be traded in such markets on days which are not business days of the Fund. Because the net asset value per share of each Fund is determined only on business days of the Fund, the net asset value per share of a Fund may be significantly affected on days when an investor cannot exchange or redeem shares of the Fund.
REDEMPTION IN KIND
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind). A fund may make a redemption in kind, for instance, if a cash redemption would disrupt its operations or performance. Securities delivered as payment in redemptions in kind will be valued at the same value assigned to them in computing the applicable Fund's net asset value per share. 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. If a fund has made an election under Rule 18f-1 under the 1940 Act, the Fund is obligated to redeem for cash all shares presented to such Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1% of that Fund's net assets in any 90-day period.
BACKUP WITHHOLDING
Accounts submitted without a correct, certified taxpayer identification number or, alternatively, a completed Internal Revenue Service ("IRS") Form W-8 (for non-resident aliens) or Form W-9 (certifying exempt status) accompanying the registration information will generally be subject to backup withholding.
Each AIM Fund, and other payers, generally must withhold 28% of redemption payments and reportable dividends (whether paid or accrued) in the case of any shareholder who fails to provide the Fund with a taxpayer identification number ("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 Fund;
2. the IRS notifies the Fund that the investor furnished an incorrect TIN;
3. the investor or the 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 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 and long-term gain distributions 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. AIM or AIS 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 AIM 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 are not subject to the backup withholding previously discussed, but must certify their foreign status by attaching IRS Form W-8 to their application. 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.
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS
DIVIDENDS AND DISTRIBUTIONS
It is the present policy of each Fund to declare and pay annually net investment income dividends and capital gain distributions, except for AIM Balanced Fund and AIM Basic Balanced Fund. It is each Fund's intention to distribute substantially all of its net investment income and realized net capital gains. In determining the amount of capital gains, if any, available for distribution, capital gains will be offset against available net capital losses, if any, carried forward from previous fiscal periods. All dividends and distributions will be automatically reinvested in additional shares of the same class of each 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 AIM Fund, subject to the terms and conditions set forth in the Prospectus under the caption "Special Plans - Automatic Dividend Investment." Such dividends and distributions will be reinvested at the net asset value per share determined on the ex-dividend date. If a shareholder's account does not have any shares in it on a dividend or capital gain distribution payment date, the dividend or distribution will be paid in cash whether or not the shareholder has elected to have such dividends or distributions reinvested.
It is the present policy of the AIM Balanced Fund and AIM Basic Balanced Fund to declare and pay quarterly net investment income dividends and declare and pay annually capital gain distributions.
Distributions paid by a Fund, other than daily dividends, have the effect of reducing the net asset value per share on the ex-dividend date by the amount of the dividend or distribution. Therefore, a dividend or distribution declared shortly after a purchase of shares by an investor would represent, in substance, a return of capital to the shareholder with respect to such shares even though it would be subject to income tax.
Dividends on Class B and Class C shares are expected to be lower than those for Class A shares because of higher distribution fees paid by Class B and Class C shares. Dividends on Class R shares may be lower than those for Class A shares, depending on whether the Class R shares pay higher distribution fees than those for Class A shares. Other class-specific expenses may also affect dividends on shares of those classes. Expenses attributable to a particular class ("Class Expenses") include distribution plan expenses, which must be allocated to the class for which they are incurred. Other expenses may be allocated as Class Expenses, consistent with applicable legal principles under the 1940 Act and the Code.
TAX MATTERS
The following is only a summary of certain additional tax considerations generally affecting the Funds and their shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of each Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
QUALIFICATION AS A REGULATED INVESTMENT COMPANY. Each Fund has elected to be taxed under Subchapter M of the Code as a regulated investment company and intends to maintain its qualification as such in each of its taxable years. As a regulated investment company, each Fund is not subject to federal income tax on the portion of its net investment income (i.e., taxable interest, dividends and other taxable ordinary income, net of expenses) and capital gain net income (i.e., the excess of capital gains over capital losses) that it distributes to shareholders, provided that it distributes an amount equal to (i) at least 90% of its investment company taxable income (i.e., net investment income, net foreign currency ordinary gain or loss and the excess of net short-term capital gain over net long-term capital loss) and (ii) at least 90% of the excess of its tax-exempt interest income under Code Section 103(a) over its deductions disallowed under Code Sections 265 and 171(a)(2) for the taxable year (the "Distribution Requirement"), and satisfies certain other requirements of the Code that are described below. Distributions by a Fund made during the taxable year or, under specified circumstances, within twelve months after the close of the taxable year, will be considered distributions of income and gain of the taxable year and can therefore satisfy the Distribution Requirement.
Each Fund may use "equalization accounting" in determining the portion of its net investment income and capital gain net income that has been distributed. A Fund that elects to use equalization accounting will allocate a portion of its realized investment income and capital gain to redemptions of Fund shares and will reduce the amount of such income and gain that it distributes in cash. However, each 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. The Internal Revenue Service has not published any guidance concerning the methods to be used in allocating investment income and capital gain to redemptions of shares. In the event that the Internal Revenue Service determines that a Fund is using an improper method of allocation and has underdistributed its net investment income and capital gain net income for any taxable year, such Fund may be liable for additional federal income tax.
In addition to satisfying the Distribution Requirement, a regulated investment company must derive at least 90% of its gross income from dividends, interest, certain payments with respect to securities loans, gains from the sale or other disposition of stock, securities or foreign currencies (to the extent such currency gain is directly related to the regulated investment company's principal business of investing in stock or securities) and 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 (the "Income Requirement"). Under certain circumstances, a fund may be required to sell portfolio holdings to meet this requirement.
In addition to satisfying the requirements described above, each Fund must satisfy an asset diversification test in order to qualify as a regulated investment company (the "Asset Diversification Test"). Under this test, at the close of each quarter of each Fund's taxable year, 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 such issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of such issuer, and no more than 25% of the value of its 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.
For purposes of the Asset Diversification Test, the IRS has ruled that the issuer of a purchased listed call option on stock is the issuer of the stock underlying the option. The IRS has also informally ruled that, in general, the issuers of purchased or written call and put options on securities, of long and short positions on futures contracts on securities and of options on such future contracts are the issuers of the securities underlying such financial instruments where the instruments are traded on an exchange.
Where the writer of a listed call option owns the underlying securities, the IRS has ruled that the Asset Diversification Test will be applied solely to such securities and not to the value of the option itself. With respect to options on securities indexes, futures contracts on securities indexes and options on such futures contracts, the IRS has informally ruled that the issuers of such options and futures contracts are the separate entities whose securities are listed on the index, in proportion to the weighing of securities in the computation of the index. It is unclear under present law who should be treated as the issuer of forward foreign currency exchange contracts, of options on foreign currencies, or of foreign currency futures and related options. It has been suggested that the issuer in each case may be the foreign central bank or the foreign government backing the particular currency. Due to this uncertainty and because the Funds may not rely on informal rulings of the IRS, the Funds may find it necessary to seek a ruling from the IRS as to the application of the Asset Diversification Test to certain of the foregoing types of financial instruments or to limit its holdings of some or all such instruments in order to stay within the limits of such test.
If for any taxable year a Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) will be subject to tax at regular corporate rates without any deduction for distributions to shareholders, and such distributions will be taxable as ordinary dividends to the extent of such Fund's current and accumulated earnings and profits. Such distributions generally will be eligible for the dividends received deduction (to the extent discussed below) in the case of corporate shareholders and will be included in the qualified dividend income of non-corporate shareholders. See "Fund Distributions" below.
DETERMINATION OF TAXABLE INCOME OF A REGULATED INVESTMENT COMPANY. In general, gain or loss recognized by a Fund on the disposition of an asset will be a capital gain or loss. However, 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 which accrued during the period of time the Fund held the debt obligation unless the Fund made an election to accrue market discount into income. 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 which accrues during such year. In addition, under the rules of Code Section 988, gain or loss recognized on the disposition of a debt obligation denominated in a foreign currency or an option with respect thereto (but only to the extent attributable to changes in foreign currency exchange rates), and gain or loss recognized on the disposition of a foreign currency forward contract or of foreign currency itself, will generally be treated as ordinary income or loss. In certain cases, a fund may make an election to treat such gain or loss as capital.
Certain hedging transactions that may be engaged in by certain of the Funds (such as short sales "against the box") may be subject to special tax treatment as "constructive sales" under Section 1259 of the Code if a Fund holds certain "appreciated financial positions" (defined generally as any interest (including a futures or forward contract, short sale or option) with respect to stock, certain debt instruments, or partnership interests if there would be a gain were such interest sold, assigned, or otherwise terminated at its fair market value). Upon entering into a constructive sales transaction with respect to an appreciated financial position, a Fund will generally be deemed to have constructively sold
such appreciated financial position and will recognize gain as if such position were sold, assigned, or otherwise terminated at its fair market value on the date of such constructive sale (and will take into account any gain for the taxable year which includes such date).
Some of the forward foreign currency exchange contracts, options and
futures contracts that certain of the Funds may enter into will be subject to
special tax treatment as "Section 1256 contracts." Section 1256 contracts that a
Fund holds are treated as if they are sold for their fair market value on the
last business day of the taxable year, regardless of whether a taxpayer's
obligations (or rights) under such contracts have terminated (by delivery,
exercise, entering into a closing transaction or otherwise) as of such date. Any
gain or loss recognized as a consequence of the year-end deemed disposition of
Section 1256 contracts is combined with any other gain or loss that was
previously recognized upon the termination of Section 1256 contracts during that
taxable year. The net amount of such gain or loss for the entire taxable year
(including gain or loss arising as a consequence of the year-end deemed sale of
such contracts) is deemed to be 60% long-term and 40% short-term gain or loss.
However, in the case of Section 1256 contracts that are forward foreign currency
exchange contracts, the net gain or loss is separately determined and (as
discussed above) generally treated as ordinary income or loss. If such a future
or option is held as an offsetting position and can be considered a straddle
under Section 1092 of the Code, such a straddle will constitute a mixed
straddle. A mixed straddle will be subject to both Section 1256 and Section 1092
unless certain elections are made by the Fund.
Other hedging transactions in which the Funds may engage may result in "straddles" or "conversion transactions" for U.S. federal income tax purposes. The straddle and conversion transaction rules may affect the character of gains (or in the case of the straddle rules, losses) realized by the Funds. In addition, losses realized by the Funds on positions that are part of a straddle may be deferred under the straddle rules, rather than being taken into account in calculating the taxable income for the taxable year in which the losses are realized. Because only a few regulations implementing the straddle rules and the conversion transaction rules have been promulgated, the tax consequences to the Funds of hedging transactions are not entirely clear. The hedging transactions may increase the amount of short-term capital gain realized by the Funds (and, if they are conversion transactions, the amount of ordinary income) which is taxed as ordinary income when distributed to shareholders.
Because application of any of the foregoing rules governing Section 1256 contracts, constructive sales, straddle and conversion transactions may affect the character of gains or losses, defer losses and/or accelerate the recognition of gains or losses from the affected investment or straddle positions, the taxable income of a Fund may exceed its book income. Accordingly, the amount which must be distributed to shareholders and which will be taxed to shareholders as ordinary income, qualified dividend income, or long-term capital gain may also differ from the book income of a Fund and may be increased or decreased as compared to a fund that did not engage in such transactions.
EXCISE TAX ON REGULATED INVESTMENT COMPANIES. A 4% non-deductible excise tax is imposed on a regulated investment company that fails to distribute in each calendar year an amount equal to 98% of ordinary taxable income for the calendar year and 98% of capital gain net income (excess of capital gains over capital losses) 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 (a "taxable year election")). The balance of such income must be distributed during the next calendar year. For the foregoing purposes, a regulated investment company is treated as having distributed any amount on which it is subject to income tax for any taxable year ending in such calendar year.
For purposes of the excise tax, a regulated investment company shall
(1) reduce its capital gain net income (but not below its net capital gain) by
the amount of any net ordinary loss for the calendar year and (2) exclude
Section 988 foreign currency gains and losses incurred after October 31 (or
after the end of its taxable year if it has made a taxable year election) in
determining the amount of ordinary taxable income for the current calendar year
(and, instead, include such gains and losses in determining ordinary taxable
income for the succeeding calendar year).
Each Fund generally intends to make sufficient distributions or deemed distributions of its ordinary taxable income and capital gain net income prior to the end of each calendar year to avoid liability for the excise tax. However, in the event that the Internal Revenue Service determines that a Fund is using an improper method of allocation for purposes of equalization accounting (as discussed above), such Fund may be liable for excise tax. Moreover, investors should note that a Fund may in certain circumstances be required to liquidate portfolio investments to make sufficient distributions to avoid excise tax liability. In addition, under certain circumstances, a Fund may elect to pay a minimal amount of excise tax.
PFIC INVESTMENTS. The Funds are permitted to invest in foreign equity securities and thus may invest in stocks of foreign companies that are classified under the Code as passive foreign investment companies ("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.
The application of the PFIC rules may affect, among other things, the character of gain, the amount of gain or loss and the timing of the recognition and character of income with respect to PFIC stock, as well as subject the Funds themselves to tax on certain income from PFIC stock. For these reasons the amount that must be distributed to shareholders, and which will be taxed to shareholders as ordinary income or long-term capital gain, may be increased or decreased substantially as compared to a fund that did not invest in PFIC stock.
SWAP AGREEMENTS. Each Fund may enter into swap agreements. The rules governing the tax aspects of swap agreements are in a developing stage and are not entirely clear in certain respects. Accordingly, while a Fund intends to account for such transactions in a manner deemed to be appropriate, the IRS might not accept such treatment. If it did not, the status of a Fund as a regulated investment company might be affected. Each Fund intends to monitor developments in this area. Certain requirements that must be met under the Code in order for a Fund to qualify as a regulated investment company may limit the extent to which a Fund will be able to engage in swap agreements.
FUND DISTRIBUTIONS. Each Fund anticipates distributing substantially all of its investment company taxable income for each taxable year. Such distributions will be taxable to shareholders as ordinary income and treated as dividends for federal income tax purposes, but they will qualify for the 70% dividends received deduction for corporations and as qualified dividend income for individuals and other non-corporate taxpayers to the extent discussed below.
A Fund may either retain or distribute to shareholders its net capital gain (net long-term capital gain over net short-term capital loss) for each taxable year. Each Fund currently intends to distribute any such amounts. If net capital gain is distributed and designated as a capital gain dividend, it will be taxable to shareholders as long-term capital gain (currently taxable at a maximum rate of 15% for non-corporate shareholders) regardless of the length of time the shareholder has held his shares or whether such gain was recognized by the Fund prior to the date on which the shareholder acquired his shares. Conversely, if a Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carry forwards) at the 35% corporate tax rate. If a 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.
Ordinary income dividends paid by a Fund with respect to a taxable year will qualify for the 70% dividends received deduction generally available to corporations (other than corporations, such as "S" corporations, which are not eligible for the deduction because of their special characteristics and other than for purposes of special taxes such as the accumulated earnings tax and the personal holding company tax) to the extent of the amount of qualifying dividends received by the Fund from domestic corporations for the taxable year. However, the alternative minimum tax applicable to corporations may reduce the value of the dividends received deduction.
Ordinary income dividends paid by a Fund to individuals and other noncorporate taxpayers will be treated as qualified dividend income that is subject to tax at a maximum rate of 15% to the extent of the amount of qualifying dividends received by the Fund from domestic corporations and from foreign corporations that are either incorporated in a possession of the United States, or are eligible for benefits under certain income tax treaties with the United States that include an exchange of information program. In addition, qualifying dividends include dividends paid with respect to stock of a foreign corporation that is readily tradable on an established securities market in the United States. However, dividends received by the Fund from foreign personal holding companies, foreign investment companies or PFICs are not qualifying dividends. If the qualifying dividend income received by a 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.
Alternative minimum tax ("AMT") is imposed in addition to, but only to the extent it exceeds, the regular tax and is computed at a maximum rate of 28% for non-corporate taxpayers and 20% for corporate taxpayers on the excess of the taxpayer's alternative minimum taxable income ("AMTI") over an exemption amount. However, the AMT on capital gain dividends and qualified dividend income paid by a Fund to a non-corporate shareholder may not exceed a maximum rate of 15%. The corporate dividends received deduction is not itself an item of tax preference that must be added back to taxable income or is otherwise disallowed in determining a corporation's AMTI. However, corporate shareholders will generally be required to take the full amount of any dividend received from the Fund into account (without a dividends received deduction) in determining their adjusted current earnings, which are used in computing an additional corporate preference item (i.e., 75% of the excess of a corporate taxpayer's adjusted current earnings over its AMTI (determined without regard to this item and the AMTI net operating loss deduction)) that is includable in AMTI. However, certain small corporations are wholly exempt from the AMT.
Distributions by a Fund that do not constitute 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.
Distributions by a Fund will be treated in the manner described above regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another Fund). Shareholders receiving a distribution in the form of additional shares will be treated as receiving a distribution in an amount equal to the fair market value of the shares received, determined as of the reinvestment date.
Ordinarily, shareholders are required to take distributions by a 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.
If the net asset value of shares is reduced below a shareholder's cost as a result of a distribution by a Fund, such distribution generally will be taxable even though it represents a return of invested capital. Investors should be careful to consider the tax implications of buying shares of a Fund just prior to a distribution. The price of shares purchased at this time may reflect the amounts of the forthcoming distribution. Those purchasing just prior to a distribution will receive a distribution which generally will be taxable to them.
SALE OR REDEMPTION OF SHARES. A shareholder will recognize gain or loss on the sale or redemption of shares of a 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. 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. In general, any gain or loss arising from (or treated as arising from) the sale or redemption of shares of a Fund 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. Currently, any long-term capital gain recognized by a non-corporate shareholder will be subject to tax at a maximum rate of 15%. However, 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. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a non-corporate taxpayer, $3,000 of ordinary income.
If a shareholder (a) incurs a sales load in acquiring shares of a 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 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.
BACKUP WITHHOLDING. The Funds may be required to withhold 28% of taxable distributions and/or redemption payments. For more information refer to "Purchase, Redemption and Pricing of Shares - Backup Withholding."
FOREIGN SHAREHOLDERS. Taxation of a shareholder who, as to the United States, is a nonresident alien individual, foreign trust or estate, foreign corporation, or foreign partnership ("foreign shareholder"), depends on whether the income from a Fund is "effectively connected" with a U.S. trade or business carried on by such shareholder. If the income from a Fund is not effectively connected with a U.S. trade or business carried on by a foreign shareholder, distributions (other than distributions of long-term capital gain) will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution. Such a foreign shareholder would generally be exempt from U.S. federal income tax on gain realized on the redemption of shares of a Fund, capital gain dividends and amounts retained by a Fund that are designated as undistributed net capital gain.
If the income from a 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.
In the case of foreign non-corporate shareholders, a Fund may be required to withhold U.S. federal income tax at a rate of 28% on distributions that are otherwise exempt from withholding tax (or taxable at a reduced treaty rate) unless such shareholders furnish the Fund with proper notification of their foreign status.
Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from the Fund's election to treat any foreign income tax paid by it as paid by its 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.
Foreign persons who file a United States tax return to obtain a U.S. tax refund and who are not eligible to obtain a social security number must apply to the IRS for an individual taxpayer identification number, using IRS Form W-7. For a copy of the IRS Form W-7 and accompanying instructions, please contact your tax adviser or the IRS.
Transfers by gift of shares of a 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. In the absence of a treaty, there is a $13,000 statutory estate tax credit.
The tax consequences to a foreign shareholder entitled to claim the benefits of an applicable tax treaty may be different from those described herein. Foreign shareholders are urged to consult their own tax advisers with respect to the particular tax consequences to them of an investment in a Fund, including the applicability of foreign tax.
FOREIGN INCOME TAX. Investment income received by each Fund from sources within foreign countries may be subject to foreign income tax withheld at the source. The United States has entered into tax treaties with many foreign countries which entitle the Funds 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 a Fund's assets to be invested in various countries is not known.
If more than 50% of the value of a 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"). 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 taxes 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 non-corporate shareholder who does not itemize deductions or who is subject to alternative minimum tax.
Unless certain requirements are met, a credit for foreign tax is subject to the limitation that it may not exceed the shareholder's U.S. tax (determined without regard to the availability of the credit) attributable to the shareholder's foreign source taxable income. In determining the source and character of distributions received from a Fund for this purpose, shareholders will be required to allocate Fund distributions according to the source of the income realized by the Fund. Each Fund's gain from the sale of stock and securities and certain currency fluctuation gain and loss will generally be treated as derived from U.S. sources. In addition, the limitation on the foreign tax credit is applied separately to foreign source "passive" income, such as dividend income, and the portion of foreign source income consisting of qualified dividend income is reduced by approximately 57% to account for the tax rate differential. Individuals who have no more than $300 ($600 for married persons filing jointly) of creditable foreign tax included on Form 1099 and whose foreign source income is all "qualified passive income" may elect each year to be exempt from the foreign tax credit limitation and will be able to claim a foreign tax credit without filing Form 1116 with its corresponding requirement to report income and tax by country. Moreover, no foreign tax credit will be allowable to any shareholder who has not held his shares of the Fund for at least 16 days during the 30-day period beginning 15 days before the day such shares become ex-dividend with respect to any Fund distribution to which foreign income taxes are attributed (taking into account certain holding period reduction requirements of the Code). Because of these limitations, shareholders may be unable to claim a credit for the full amount of their proportionate shares of the foreign income tax paid by a Fund.
EFFECT OF FUTURE LEGISLATION; LOCAL TAX CONSIDERATIONS. The foregoing general discussion of U.S. federal income tax consequences is based on the Code and the regulations issued thereunder as in effect on April 30, 2004. Future legislative or administrative changes or court decisions may significantly change the conclusions expressed herein, and any such changes or decisions may have a retroactive effect with respect to the transactions contemplated herein.
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. Non-U.S. shareholders may be subject to U.S. tax rules that differ significantly from those summarized above. Shareholders are urged to consult their tax advisers as to the consequences of these and other state and local tax rules affecting investment in the Funds.
DISTRIBUTION OF SECURITIES
DISTRIBUTION PLANS
The Trust has adopted distribution plans pursuant to Rule 12b-1 under the 1940 Act with respect to each Fund's Class A shares, Class B shares, Class C shares and, if applicable, Class R shares (collectively the "Plans"). Each Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate, shown immediately below, of the Fund's average daily net assets of the applicable class.
FUND CLASS A CLASS B CLASS C CLASS R ---- ------- ------- ------- ------- AIM Balanced Fund 0.25% 1.00% 1.00% 0.50% AIM Basic Balanced Fund 0.35 1.00 1.00 0.50 AIM European Small Company Fund 0.35 1.00 1.00 N/A AIM Global Value Fund 0.35 1.00 1.00 N/A AIM International Emerging Growth Fund 0.35 1.00 1.00 N/A AIM Mid Cap Basic Value Fund 0.35 1.00 1.00 0.50 AIM Premier Equity Fund 0.25 1.00 1.00 0.50 AIM Select Equity Fund 0.25 1.00 1.00 N/A AIM Small Cap Equity Fund 0.35 1.00 1.00 0.50 |
All of the Plans compensate AIM Distributors for the purpose of financing any activity which 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 Plans need not be directly related to the expenses actually incurred by AIM Distributors on behalf of each Fund. The Plans do not obligate the Funds to reimburse AIM Distributors for the actual expenses AIM Distributors may incur in fulfilling its obligations under the Plans. Thus, even if AIM Distributors' actual expenses exceed the fee payable to AIM Distributors at any given time, the Funds will not be obligated to pay more than that fee. If AIM Distributors' expenses are less than the fee it receives, AIM Distributors will retain the full amount of the fee.
AIM Distributors may from time to time waive or reduce any portion of its 12b-1 fee for Class A shares, Class C shares or Class R 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, AIM 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 AIM 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 or Class R shares attributable to the customers of selected dealers and financial institutions to such dealers and financial institutions, including AIM Distributors, acting as 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.
AIM 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 AIM 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. AIM Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class R shares which are attributable to shareholders for whom the dealers and institutions are designated as dealers of record.
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 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. AIM 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 AIM Distributors.
Payments pursuant to the Plans are subject to any applicable limitations imposed by rules of the National Association of Securities Dealers, Inc. ("NASD").
See Appendix J for a list of the amounts paid by each class of shares of each Fund to AIM Distributors pursuant to the Plans for the year, or period, ended December 31, 2003 and Appendix K 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 December 31, 2003.
As required by Rule 12b-1, the Plans and related forms of Shareholder Service Agreements were approved by the Board of Trustees, 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 of Trustees, 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 AIM 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 AIM 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 AIM Distributors to assign, transfer or pledge its rights to payments pursuant to the Class B Plan.
DISTRIBUTOR
The Trust has entered into master distribution agreements, as amended, relating to the Funds (the "Distribution Agreements") with AIM Distributors, a registered broker-dealer and a wholly owned subsidiary of AIM, pursuant to which AIM Distributors acts as the distributor of shares of the Funds. The address of AIM Distributors is P.O. Box 4739, Houston, Texas 77210-4739. Certain trustees and officers of the Trust are affiliated with AIM Distributors. See "Management of the Trust."
The Distribution Agreements provide AIM Distributors with the exclusive right to distribute shares of the Funds on a continuous basis directly and through other broker-dealers with whom AIM Distributors has entered into selected dealer agreements. AIM Distributors has not undertaken to sell any specified number of shares of any classes of the Funds.
AIM Distributors expects to pay sales commissions from its own resources to dealers and institutions who sell Class B, Class C and Class R shares of the Funds at the time of such sales.
Payments with respect to Class B shares will equal 4.00% of the purchase price of the Class B shares sold by the dealer or institution, and will consist 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% with respect to such shares. The portion of the payments to AIM Distributors under the Class B Plan which constitutes an asset-based sales charge (0.75%) is intended in part to permit AIM Distributors to recoup a portion of such sales commissions plus financing costs. In the future, if multiple distributors serve a Fund, each such distributor (or its assignee or transferee) would receive a share of the payments under the Class B Plan based on the portion of the Fund's Class B shares sold by or attributable to the distribution efforts of that distributor.
AIM Distributors may pay sales commissions to dealers and institutions who sell Class C shares of the AIM Funds at the time of such sales. Payments with respect to Class C shares will equal 1.00% of the purchase price of the Class C shares sold by the dealer or institution, and will consist of a sales commission of 0.75% of the purchase price of the Class C shares sold plus an advance of the first year service fee of 0.25% with respect to such shares. AIM Distributors will retain all payments received by it relating to Class C shares for the first year after they are purchased. The portion of the payments to AIM Distributors under the Class A, Class C and Class R Plan attributable to Class C shares which constitutes an asset-based sales charge (0.75%) is intended in part to permit AIM Distributors to recoup a portion of the sales commissions to dealers plus financing costs, if any. After the first full year, AIM Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class C shares which 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%.
AIM 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 AIM 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. AIM Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class R shares which 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 AIM 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, AIM 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 AIM 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 AIM 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 contingent deferred sales charges.
Total sales charges (front end and contingent deferred sales charges) paid in connection with the sale of shares of each class of each Fund, if applicable, for the last three fiscal years ended December 31 are found in Appendix L.
CALCULATION OF PERFORMANCE DATA
Although performance data may be useful to prospective investors when comparing a Fund's performance with other funds and other potential investments, investors should note that the methods of computing performance of other potential investments are not necessarily comparable to the methods employed by a Fund.
Average Annual Total Return Quotation
The standard formula for calculating average annual total return is as
follows:
n
P(1+T) =ERV
Where P = a hypothetical initial payment of $1,000; T = average annual total return (assuming the applicable maximum sales load is deducted at the beginning of the one, five or ten year periods); n = number of years; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the one, five or ten year periods (or fractional portion of such period). |
The average annual total returns for each Fund, with respect to its Class A, Class B, Class C and Class R shares, if applicable, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix M.
Total returns quoted in advertising reflect all aspects of a Fund's return, including the effect of reinvesting dividends and capital gain distributions, and any change in the Fund's net asset value per share over the period. Cumulative total return reflects the performance of a Fund over a stated period of time. Average annual total returns are calculated by determining the growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period.
Each Fund's total return is calculated in accordance with a standardized formula for computation of annualized total return. Standardized total return for: (1) Class A shares reflects the deduction of a Fund's maximum front-end sales charge at the time of purchase; (2) Class B and Class C shares reflects
the deduction of the maximum applicable CDSC on a redemption of shares held for the period; and (3) Class R shares does not reflect a deduction of any sales charge since that class is generally sold and redeemed at net asset value.
A Fund's total return shows its overall change in value, including changes in share price and assuming all the Fund's dividends and capital gain distributions are reinvested. A cumulative total return reflects the Fund's performance over a stated period of time. An average annual total return reflects the hypothetical compounded annual rate of return that would have produced the same cumulative total return if the Fund's performance had been constant over the entire period. Because average annual returns tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its cumulative and average annual returns into income results and capital gains or losses.
Alternative Total Return Quotations
Standard total return quotes may be accompanied by total return figures
calculated by alternative methods. For example, average annual total return may
be calculated without assuming payment of the full sales load according to the
following formula:
n
P(1+U) =ERV
Where P = a hypothetical initial payment of $1,000; U = average annual total return assuming payment of only a stated portion of, or none of, the applicable maximum sales load at the beginning of the stated period; n = number of years; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the stated period. |
Cumulative total return across a stated period may be calculated as follows:
P(1+V)=ERV
Where P = a hypothetical initial payment of $1,000; V = cumulative total return assuming payment of all of, a stated portion of, or none of, the applicable maximum sales load at the beginning of the stated period; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the stated period. |
The cumulative total returns for each Fund, with respect to its Class A, Class B, Class C and Class R shares, if applicable, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix M.
Calculation of Certain Performance Data
AIM Balanced Fund, AIM Premier Equity Fund and AIM Small Cap Equity Fund may use a restated or a blended performance calculation to derive certain performance data shown in this Statement of Additional Information and in the Funds' advertisements and other sales material. If the Funds' Class R shares were not offered to the public during the performance period covered, the performance data shown will be the restated historical performance of the Funds' Class A shares at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. If the Funds' Class R shares were offered to the public only during a portion of the performance period covered, the performance data shown will be the blended returns of the historical performance of the Funds' Class R shares since their inception and the restated historical performance of the Funds' Class A shares (for periods prior to inception of the Class R shares) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares. If the Funds' Class R shares were offered to the public
during the entire performance period covered, the performance data shown will be the historical performance of the Funds' Class R shares.
A restated or blended performance calculation may be used to derive (i)
each Fund's standardized average annual total returns over a stated period and
(ii) each Fund's non-standardized cumulative total returns over a stated period.
Average Annual Total Return (After Taxes on Distributions) Quotation
A Fund's average annual total return (after taxes on distributions) shows its overall change in value, including changes in share price and assuming all the Fund's dividends and capital gain distributions are reinvested. It reflects the deduction of federal income taxes on distributions, but not on redemption proceeds. Average annual total returns (after taxes on distributions) are calculated by determining the after-tax growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. Because average annual total returns (after taxes on distributions) tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its average annual total returns (after taxes on distributions) into income results and capital gains or losses.
The standard formula for calculating average annual total return (after
taxes on distributions) is:
n
P(1+T) = ATV
D
Where P = a hypothetical initial payment of $1,000; T = average annual total return (after taxes on distributions); n = number of years; and ATV = ending value of a hypothetical $1,000 payment made D at the beginning of the one, five or ten-year periods (or since inception, if applicable) at the end of the one, five or ten year periods (or since inception, if applicable), after taxes on fund distributions but not after taxes on redemption. |
Standardized average annual total return (after taxes on distributions) for: (1) Class A shares reflects the deduction of a Fund's maximum front-end sales charge at the time of purchase; and (2) Class B and Class C shares reflect the deduction of the maximum applicable CDSC on a redemption of shares held for the period.
The after-tax returns assume all distributions by a Fund, less the taxes due on such distributions, are reinvested at the price calculated as stated in the prospectus on the reinvestment dates during the period. Taxes on a Fund's distributions are calculated by applying to each component of the distribution (e.g., ordinary income and long-term capital gain) the highest corresponding individual marginal federal income tax rates in effect on the reinvestment date. The taxable amount and tax character of each distribution is as specified by the Fund on the dividend declaration date, but reflects any subsequent recharacterizations of distributions. The effect of applicable tax credits, such as the foreign tax credit, are also taken into account. The calculations only reflect federal taxes, and thus do not reflect state and local taxes or the impact of the federal alternative minimum tax.
The average annual total returns (after taxes on distributions) for each Fund, with respect to its Class A, Class B and Class C shares for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix M
Average Annual Total Return (After Taxes on Distributions and Sale of Fund Shares) Quotation
A Fund's average annual total return (after taxes on distributions and sale of Fund shares) shows its overall change in value, including changes in share price and assuming all the Fund's dividends and
capital gain distributions are reinvested. It reflects the deduction of federal income taxes on both distributions and proceeds. Average annual total returns (after taxes on distributions and redemption) are calculated by determining the after-tax growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. Because average annual total returns (after taxes on distributions and redemption) tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its average annual total returns (after taxes on distributions and redemption) into income results and capital gains or losses.
The standard formula for calculating average annual total return (after taxes on distributions and redemption) is:
n
P(1+T) = ATV
DR
Where P = a hypothetical initial payment of $1,000; T = average annual total return (after taxes on distributions and redemption); n = number of years; and ATV = ending value of a hypothetical $1,000 payment made DR at the beginning of the one, five, or ten year periods (or since inception, if applicable) at the end of the one, five, or ten year periods (or since inception, if applicable), after taxes on fund distributions and redemption. |
Standardized average annual total return (after taxes on distributions and redemption) for: (1) Class A shares reflects the deduction of a Fund's maximum front-end sales charge at the time of purchase; and (2) Class B and Class C shares reflect the deduction of the maximum applicable CDSC on a redemption of shares held for the period.
The after-tax returns assume all distributions by a Fund, less the taxes due on such distributions, are reinvested at the price calculated as stated in the prospectus on the reinvestment dates during the period. Taxes due on a Fund's distributions are calculated by applying to each component of the distribution (e.g., ordinary income and long-term capital gain) the highest corresponding individual marginal federal income tax rates in effect on the reinvestment date. The taxable amount and tax character of each distribution is as specified by the Fund on the dividend declaration date, but reflects any subsequent recharacterizations of distributions. The effect of applicable tax credits, such as the foreign tax credit, are also taken into account. The calculations only reflect federal taxes, and thus do not reflect state and local taxes or the impact of the federal alternative minimum tax.
The ending values for each period assume a complete liquidation of all shares. The ending values for each period are determined by subtracting capital gains taxes resulting from the sale of Fund shares and adding the tax benefit from capital losses resulting from the sale of Fund shares. The capital gain or loss upon sale of Fund shares is calculated by subtracting the tax basis from the proceeds. Capital gains taxes (or the benefit resulting from tax losses) are calculated using the highest federal individual capital gains tax rate for gains of the appropriate character (e.g., ordinary income or long-term) in effect on the date of the sale of Fund shares and in accordance with federal tax law applicable on that date. The calculations assume that a shareholder may deduct all capital losses in full.
The basis of shares acquired through the $1,000 initial investment are tracked separately from subsequent purchases through reinvested distributions. The basis for a reinvested distribution is the distribution net of taxes paid on the distribution. Tax basis is adjusted for any distributions representing returns of capital and for any other tax basis adjustments that would apply to an individual taxpayer.
The amount and character (i.e., short-term or long-term) of capital gain or loss upon sale of Fund shares is determined separately for shares acquired through the $1,000 initial investment and each subsequent purchase through reinvested distributions. The tax character is determined by the length of
the measurement period in the case of the initial $1,000 investment and the length of the period between reinvestment and the end of the measurement period in the case of reinvested distributions.
The average annual total returns (after taxes on distributions and redemption) for each Fund, with respect to its Class A, Class B and Class C shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix M.
Yield Quotation
Yield is a function of the type and quality of a Fund's investments, the maturity of the securities held in a Fund's portfolio and the operating expense ratio of the Fund. Yield is computed in accordance with standardized formulas described below and can be expected to fluctuate from time to time and is not necessarily indicative of future results. Accordingly, yield information may not provide a basis for comparison with investments which pay a fixed rate of interest for a stated period of time.
A Fund may quote its distribution rate, which uses the most recent dividend paid annualized as a percentage of the Fund's offering price.
Income calculated for purposes of calculating a Fund's yield differs from income as determined for other accounting purposes. Because of the different accounting methods used, and because of the compounding assumed in yield calculations, the yield quoted for a Fund may differ from the rate of distributions from the Fund paid over the same period or the rate of income reported in the Fund's financial statements.
The standard formula for calculating yield for each Fund is as follows:
Where a = dividends and interest earned during a stated 30-day period. For purposes of this calculation, dividends are accrued rather than recorded on the ex-dividend date. Interest earned under this formula must generally be calculated based on the yield to maturity of each obligation (or, if more appropriate, based on yield to call date); b = expenses accrued during period (net of reimbursements); c = the average daily number of shares outstanding during the period that were entitled to receive dividends; and d = the maximum offering price per share on the last day of the period. |
The yields and distribution rates for the AIM Balanced Fund and AIM Basic Balanced Fund for the 30 day period ended December 31, 2003 are found in Appendix M.
Performance Information
All advertisements of the Funds will disclose the maximum sales charge (including deferred sales charges) imposed on purchases of a Fund's shares. If any advertised performance data does not reflect the maximum sales charge (if any), such advertisement will disclose that the sales charge has not been deducted in computing the performance data, and that, if reflected, the maximum sales charge would reduce the performance quoted. Further information regarding each Fund's performance is contained in that Fund's annual report to shareholders, which is available upon request and without charge.
From time to time, AIM or its affiliates may waive all or a portion of their fees and/or assume certain expenses of any Fund. Fee waivers or reductions or commitments to reduce expenses will have the effect of increasing that Fund's yield and total return.
Certain Funds may participate in the initial public offering (IPO) market in some market cycles. Because of these Funds' small asset bases, any investment the Funds may make in IPOs may
significantly affect these Funds' total returns. As the Funds' assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the Funds' total returns.
The performance of each Fund will vary from time to time and past results are not necessarily indicative of future results.
Total return and yield figures for the Funds are neither fixed nor guaranteed. The Funds may provide performance information in reports, sales literature and advertisements. The Funds may also, from time to time, quote information about the Funds published or aired by publications or other media entities which contain articles or segments relating to investment results or other data about one or more of the Funds. The following is a list of such publications or media entities:
Advertising Age Forbes Nation's Business Barron's Fortune New York Times Best's Review Hartford Courant Pension World Bloomberg Inc. Pensions & Investments Broker World Institutional Investor Personal Investor Business Week Insurance Forum Philadelphia Inquirer Changing Times Insurance Week The Bond Buyer Christian Science Monitor Investor's Business Daily USA Today Consumer Reports Journal of the American U.S. News & World Report Economist Society of CLU & ChFC Wall Street Journal FACS of the Week Kiplinger Letter Washington Post Financial Planning Money CNN Financial Product News Mutual Fund Forecaster CNBC Financial Services Week PBS Financial World |
Each Fund may also compare its performance to performance data of similar mutual funds as published by the following services:
Bank Rate Monitor Morningstar, Inc. Bloomberg Standard & Poor's FactSet Date Systems Strategic Insight Lipper, Inc. Thompson Financial |
Each Fund's performance may also be compared in advertising to the performance of comparative benchmarks such as the following:
Dow Jones Global Utilities Index Russell 3000 --Registered Trademark-- Index Dow Jones Industrial Average Russell Midcap --Registered Trademark-- Value Index Lehman Brothers U.S.Aggregate Bond Index MSCI AC World Free Index Lipper Balanced Fund Index MSCI All Country World Free ex-USA Lipper European Fund Index Growth Index Lipper Global Fund Index MSCI EAFE Index Lipper International Small Cap Fund Index MSCI Europe Index Lipper Mid Cap Value Fund Index MSCI Europe Small Cap Index Lipper Multi Cap Core Fund Index MSCI World Index Lipper Small Cap Core Fund Index MSCI World Value Free Index Lipper Small Cap Growth Fund Index Standard & Poor's 500 Index Lipper Large Cap Core Fund Index Wilshire 5000 Index Russell 1000 --Registered Trademark-- Value Index NASDAQ Index Russell 2000 --Registered Trademark-- Index |
Each Fund may also compare its performance to rates on Certificates of Deposit and other fixed rate investments such as the following:
10 year Treasury Notes
90 day Treasury Bills
Advertising for the Funds may from time to time include discussions of general economic conditions and interest rates. Advertising for such Funds may also include references to the use of those Funds as part of an individual's overall retirement investment program. From time to time, sales literature and/or advertisements for any of the Funds may disclose: (i) the largest holdings in the Funds' portfolios; (ii) certain selling group members; (iii) certain institutional shareholders; (iv) measurements of risk, including standard deviation, Beta and Sharpe ratios; and/or (v) capitalization and sector analyses of holdings in the Funds' portfolios.
From time to time, the Funds' sales literature and/or advertisements may discuss generic topics pertaining to the mutual fund industry. This includes, but is not limited to, literature addressing general information about mutual funds, discussions regarding investment styles, such as the growth, value or GARP (growth at a reasonable price) styles of investing, variable annuities, dollar-cost averaging, stocks, bonds, money markets, certificates of deposit, retirement, retirement plans, asset allocation, tax-free investing, college planning and inflation.
PENDING LITIGATION
A number of civil lawsuits, including purported class action and shareholder derivative suits, have been filed that involve one or more AIM or INVESCO Funds, their former and/or current investment adviser and/or certain other related parties and that are related to the claims filed by the SEC and/or the New York Attorney General against these parties. A list of such lawsuits that have been served or for which service of process has been waived, as of March 18, 2004 is set forth in Appendix N.
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
Moody's corporate ratings are as follows:
Aaa: Bonds and preferred stock which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt-edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.
Aa: Bonds and preferred stock which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. These are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risk in Aa rated bonds appear somewhat larger than those securities rated Aaa.
A: Bonds and preferred stock which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future.
Baa: Bonds and preferred stock which are rated Baa are considered as medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.
Ba: Bonds and preferred stock which are rated Ba are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.
B: Bonds and preferred stock which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.
Caa: Bonds and preferred stock which are rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.
Ca: Bonds and preferred stock which are rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.
C: Bonds and preferred stock which are rated C are the lowest rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.
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
Moody's short-term ratings are opinions of the ability of issuers to honor senior financial obligations and contracts. Such obligations generally have an original maturity not exceeding one year, unless explicitly noted.
Moody's employs the following designations, all judged to be investment grade , to indicate the relative repayment ability of rated issuers.
PRIME-1: Issuers (or supporting institutions) rated Prime-1 have a superior
ability for repayment of senior short-term obligations. Prime-1 repayment
ability will often be evidenced by many of the following characteristics:
leading market positions in well-established industries; high rates of return on
funds employed; conservative capitalization structure with moderate reliance on
debt and ample asset protection; broad margins in earnings coverage of fixed
financial charges and high internal cash generation; and well-established access
to a range of financial markets and assured sources of alternate liquidity.
PRIME-2: Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay senior short-term debt obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, may be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.
PRIME-3: Issuers (or supporting institutions) rated Prime-3 have an acceptable ability for repayment of senior short-term debt obligations. The effect of industry characteristics and market compositions may be more pronounced. Variability in earnings and profitability may result in changes in the level of debt protection measurements and may require relatively high financial leverage. Adequate alternate liquidity is maintained.
NOT PRIME: Issuers rated Not Prime do not fall within any of the Prime rating categories.
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 applies 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.
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.
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.
NR: Not Rated.
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 note 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
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 dependant 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.
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.
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.
APPENDIX B
TRUSTEES AND OFFICERS
As of April 30, 2004
The address of each trustee and officer is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 112 portfolios in the AIM Funds and INVESCO Funds complex, except for Messrs. Baker, Bunch, Lewis and Soll who oversee 111 portfolios in the AIM and 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. Column two below includes length of time served with predecessor entities, if any.
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR POSITION(S) HELD WITH OFFICER OTHER TRUSTEESHIP(S) THE TRUST SINCE PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS HELD BY TRUSTEE ------------------------- ------- -------------------------------------------- -------------------- INTERESTED PERSONS Robert H. Graham (1) -- 1992 Director and Chairman, A I M Management None 1946 Group Inc. (financial services holding Trustee, Chairman and company); Director and Vice Chairman, President AMVESCAP PLC and Chairman of AMVESCAP PLC - AIM Division (parent of AIM and a global investment management firm) Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); and Chief Executive Officer, AMVESCAP PLC - Managed Products Mark H. Williamson (2) -- 2003 Director, President and Chief Executive None 1951 Officer, A I M Management Group Inc. Trustee and Executive (financial services holding company); Vice President Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director, A I M Capital Management, Inc. (registered investment advisor) and A I M Distributors, Inc. (registered broker dealer); Director and Chairman, AIM Investment Services, Inc. (registered transfer agent), and Fund Management Company (registered broker dealer); and Chief Executive Officer, AMVESCAP PLC - AIM Division (parent of AIM and a global investment management firm) Formerly: Director, Chairman, President and Chief Executive Officer, INVESCO Funds Group, Inc.; and INVESCO Distributors, Inc.; Chief Executive Officer, AMVESCAP PLC - Managed Products; Chairman and Chief Executive Officer of NationsBanc Advisors, Inc.; and Chairman of NationsBanc Investments, Inc. |
(1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust.
(2) Mr. Williamson is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust.
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR POSITION(S) HELD WITH OFFICER OTHER TRUSTEESHIP(S) THE TRUST SINCE PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS HELD BY TRUSTEE ------------------------- ------- -------------------------------------------- -------------------- INDEPENDENT TRUSTEES Bob R. Baker - 1936 2003 Retired None Trustee Formerly: President and Chief Executive Officer, AMC Cancer Research Center; and Chairman and Chief Executive Officer, First Columbia Financial Corporation Frank S. Bayley -- 1939 2001 Of Counsel, law firm of Baker & McKenzie Badgley Funds, Inc. Trustee (registered Formerly: Partner, law firm of Baker & investment company) McKenzie James T. Bunch - 1942 2003 Co-President and Founder, Green, Manning & None Trustee Bunch, Ltd. (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation Bruce L. Crockett -- 1944 1987 Chairman, Crockett Technology Associates ACE Limited Trustee (technology consulting company) (insurance company); and Captaris, Inc. (unified messaging provider) Albert R. Dowden -- 1941 2000 Director of a number of public and private Cortland Trust, Inc. Trustee business corporations, including the Boss (Chairman) (registered Group, Ltd. (private investment and investment company); management) and Magellan Insurance Company Annuity and Life Re (Holdings),Ltd. Formerly: Director, President and Chief (insurance company) Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and director of various affiliated Volvo companies Edward K. Dunn, Jr. -- 1998 Retired None 1935 Trustee Formerly: Chairman, Mercantile Mortgage Corp.; President and Chief Operating Officer, Mercantile-Safe Deposit & Trust Co.; and President, Mercantile Bankshares Corp. Jack M. Fields -- 1952 1997 Chief Executive Officer, Twenty First Administaff, and Trustee Century Group, Inc. (government affairs Discovery Global company) and Texana Timber LP (sustainable Education Fund forestry company) (non-profit) |
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR POSITION(S) HELD WITH OFFICER OTHER TRUSTEESHIP(S) THE TRUST SINCE PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS HELD BY TRUSTEE ------------------------- ------- -------------------------------------------- -------------------- Carl Frischling -- 1937 1993 Partner, law firm of Kramer Levin Naftalis Cortland Trust, Inc. Trustee and Frankel LLP (registered investment company) Gerald J. Lewis - 1933 2003 Chairman, Lawsuit Resolution Services (San General Chemical Trustee Diego, California) Group, Inc. Formerly: Associate Justice of the California Court of Appeals Prema Mathai-Davis -- 1998 Formerly: Chief Executive Officer, YWCA of None 1950 the USA Trustee Lewis F. Pennock -- 1992 Partner, law firm of Pennock & Cooper None 1942 Trustee Ruth H. Quigley -- 1935 2001 Retired None Trustee Louis S. Sklar -- 1939 1993 Executive Vice President, Development and None Trustee Operations, Hines Interests Limited Partnership (real estate development company) Larry Soll, Ph.D. - 1942 2003 Retired None Trustee OTHER OFFICERS 2003 Director, Senior Vice President, Secretary N/A Kevin M. Carome - 1956 and General Counsel, A I M Management Group Senior Vice President , Inc. (financial services holding company) Secretary and Chief and A I M Advisors, Inc.; and Vice Legal Officer President, A I M Capital Management, Inc., A I M Distributors, Inc. and AIM Investment Services, Inc.; and Director, Vice President and General Counsel, Fund Management Company Formerly: Senior Vice President and General Counsel, Liberty Financial Companies, Inc.; and Senior Vice President and General Counsel, Liberty Funds Group, LLC Robert G. Alley -- 1948 1992 Managing Director, Chief Fixed Income N/A Vice President Officer and Senior Investment Officer, A I M Capital Management, Inc. and Vice President, A I M Advisors, Inc. |
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR POSITION(S) HELD WITH OFFICER OTHER TRUSTEESHIP(S) THE TRUST SINCE PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS HELD BY TRUSTEE ------------------------- ------- -------------------------------------------- -------------------- Stuart W. Coco - 1955 1992 Managing Director and Director of Money N/A Vice President Market Research and Special Projects, A I M Capital Management, Inc.; and Vice President, A I M Advisors, Inc. Melville B. Cox -- 1943 1992 Vice President and Chief Compliance Officer, N/A Vice President A I M Advisors, Inc. and A I M Capital Management, Inc.; and Vice President, AIM Investment Services, Inc. Sidney M. Dilgren -- 2004 Vice President and Fund Treasurer, A I M N/A 1961 Advisors, Inc. Vice President and Formerly: Vice President, A I M Treasurer Distributors, Inc.; and Senior Vice President, AIM Investment Services, Inc. Karen Dunn Kelley - 1992 Director of Cash Management, Managing N/A 1960 Director and Chief Cash Management Officer, Vice President A I M Capital Management, Inc.; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. Edgar M. Larsen -- 1940 1999 Director and Executive Vice President, A I M N/A Vice President Management Group Inc., Director and Senior Vice President, A I M Advisors, Inc.; and Director, Chairman, President, Director of Investments, Chief Executive Officer and Chief Investment Officer, A I M Capital Management, Inc. |
TRUSTEE OWNERSHIP OF PORTFOLIO SHARES AS OF DECEMBER 31, 2003
AGGREGATE DOLLAR RANGE OF EQUITY SECURITIES IN ALL REGISTERED INVESTMENT COMPANIES OVERSEEN BY TRUSTEE IN DOLLAR RANGE OF EQUITY SECURITIES THE AIM FAMILY OF FUNDS NAME OF TRUSTEE PER PORTFOLIO --REGISTERED TRADEMARK-- ------------------- -------------------------------------------------------------------- ------------------------- Robert H. Graham Balanced Over $100,000 Over $100,000 Basic Balanced Over $100,000 Premier Equity Over $100,000 Small Cap Equity Over $100,000 Mark H. Williamson European Small Company $ 10,001 - $ 50,000 Over $100,000 International Emerging Growth $ 10,001 - $ 50,000 Mid Cap Basic Value $ 50,001 - $100,000 Bob R. Baker International Emerging Growth Over $100,000 Over $100,000 Small Cap Equity Over $100,000 Frank S. Bayley European Small Company $ 1 - $ 10,000 50,001 - $100,000 Premier Equity $ 1 - $ 10,000 James T. Bunch - 0 - Over $100,000 Bruce L. Crockett Mid Cap Basic Value $ 1 - $ 10,000 $ 10,001 - $50,000 Small Cap Equity $ 1 - $ 10,000 Albert R. Dowden Small Cap Equity $ 10,001 - $ 50,000 Over $100,000 Edward K. Dunn, Jr. - 0 - Over $100,000(3) Jack M. Fields Premier Equity Over $100,000 Over $100000(33) Carl Frischling Basic Balanced $ 50,001 - $100,000 Over $100,000(3) European Small Company $50,001 - $100,000 International Emerging Growth $ 50,001 - $100,000 Premier Equity $50,001 - $100,000 Gerald J. Lewis - 0 - 50,001 - $100,000 Prema Mathai-Davis - 0 - $ 1 - $10,000(3) Lewis F. Pennock Balanced $ 10,001 - $50,000 50,001 - $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.
Ruth H. Quigley - 0 - $1 - $10,000 Louis S. Sklar - 0 - Over $100,000(33) Larry Soll, Ph.D. - 0 - 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.
APPENDIX C
TRUSTEE COMPENSATION TABLE
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with AIM during the year ended December 31, 2003:
ESTIMATED ANNUAL RETIREMENT BENEFITS AGGREGATE BENEFITS UPON TOTAL COMPENSATION ACCRUED RETIREMENT COMPENSATION FROM THE BY ALL FROM ALL AIM FROM ALL TRUSTEE TRUST(1) AIM FUNDS(2) FUNDS (3) AIM FUNDS (4) ------------------ ------------ ------------ ------------ ------------- Bob R. Baker(5) $ 3,326 $ 32,635 $114,131 $154,554 Frank S. Bayley 18,432 131,228 90,000 159,000 James T. Bunch(5) 3,326 20,436 90,000 138,679 Bruce L. Crockett 18,554 46,000 90,000 160,000 Albert R. Dowden 18,432 57,716 90,000 159,000 Edward K. Dunn, Jr. 18,554 94,860 90,000 160,000 Jack M. Fields 18,427 28,036 90,000 159,000 Carl Frischling(6) 18,554 40,447 90,000 160,000 Gerald J. Lewis(5) 3,326 20,436 90,000 142,054 Prema Mathai-Davis 18,554 33,142 90,000 160,000 Lewis F. Pennock 18,554 49,610 90,000 160,000 Ruth H. Quigley 18,554 126,050 90,000 160,000 Louis S. Sklar 18,554 72,786 90,000 160,000 Larry Soll(5) 3,326 48,830 108,090 140,429 |
(1) Amounts shown are based on the fiscal year ended December 31, 2003. The total amount of compensation deferred by all trustees of the Trust during the fiscal year ended December 31, 2003, including earnings, was $67,181.
(2) During the fiscal year ended December 31, 2003, the total amount of expenses allocated to the Trust in respect of such retirement benefits was $91,207.
(3) These amounts represent the estimated annual benefits payable by the AIM Funds and INVESCO Funds upon the trustee's retirement. These estimated benefits assume each trustee serves until his or her normal retirement date and has ten years of service.
(4) All trustees currently serve as trustees of 19 registered investment companies advised by AIM.
(5) Messrs. Baker, Bunch, Lewis and Dr. Soll were elected as trustees of the Trust on October 21, 2003.
(6) During the fiscal year ended December 31, 2003 the Trust paid $66,385 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.
APPENDIX D
PROXY POLICIES AND PROCEDURES
Reviewed and approved by the AIM Funds Board of Directors/Trustees February 19, 2004 Adopted by the Board of Directors of each of A I M Advisors, Inc., A I M Capital Management, Inc., AIM Private Asset Management, Inc. and AIM Alternative Asset Management Company, Inc. June 26, 2003, as revised effective January 8, 2004.
A. PROXY POLICIES
Each of A I M Advisors, Inc., A I M Capital Management, Inc., AIM Private Asset Management, Inc. and AIM Alternative Asset Management Company, Inc. (each an "AIM Advisor" and collectively "AIM") has the fiduciary obligation to, at all times, make the economic best interest of advisory clients the sole consideration when voting proxies of companies held in client accounts. As a general rule, each AIM Advisor 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, AIM believes in supporting the management of companies in which it invests, and will accord proper weight to the positions of a company's board of directors, and the AIM portfolio managers who chose to invest in the companies. Therefore, on most issues, our votes have been cast in accordance with the recommendations of the company's board of directors, and we do not currently expect that trend to change. Although AIM's proxy voting policies are stated below, AIM's proxy committee considers all relevant facts and circumstances, and retains the right to vote proxies as deemed appropriate.
I. BOARDS OF DIRECTORS
A board that has at least a majority of independent directors is integral to good corporate governance. Key board committees, including audit, compensation and nominating committees, should be completely independent.
There are some actions by directors that should result in votes being withheld. These instances include directors who:
- Are not independent directors and (a) sit on the board's audit, compensation or nominating committee, or (b) sit on a board where the majority of the board is not independent;
- Attend less than 75 percent of the board and committee meetings without a valid excuse;
- Implement or renew a dead-hand or modified dead-hand poison pill;
- Sit on the boards of an excessive number of companies;
- Enacted egregious corporate governance or other policies or failed to replace management as appropriate;
- Have failed to act on takeover offers where the majority of the shareholders have tendered their shares; or
- Ignore a shareholder proposal that is approved by a majority of the shares outstanding.
Votes in a contested election of directors must be evaluated on a case-by-case basis, considering the following factors:
- Long-term financial performance of the target company relative to its industry;
- Management's track record;
- Portfolio manager's assessment;
- 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
- Background to the proxy contest.
II. INDEPENDENT AUDITORS
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 will support 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 independent 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 the auditors' independence.
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 all incentives, awards and compensation, and compare them to a company-specific adjusted allowable dilution cap and a weighted average estimate of shareholder wealth transfer and voting power dilution.
- We will generally vote against equity-based plans where the total dilution (including all equity-based plans) is excessive.
- We will support 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.
- We will 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") feature.
- We will vote for proposals to reprice options if there is a value-for-value (rather than a share-for-share) exchange.
- We will generally support the board's discretion to determine and grant appropriate cash compensation and severance packages.
IV. CORPORATE MATTERS
We will review management proposals relating to changes to capital structure, reincorporation, restructuring and mergers and acquisitions on a case by case basis, considering 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.
- We will vote for merger and acquisition proposals that the proxy committee and relevant portfolio managers believe, based on their review of the materials, will result in financial and operating benefits, have a fair offer price, have favorable prospects for the combined companies, and will not have a negative impact on corporate governance or shareholder rights.
- We will vote against proposals to increase the number of authorized shares of any class of stock that has superior voting rights to another class of stock.
- 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.
- We will vote for proposals to institute open-market share repurchase plans in which all shareholders participate on an equal basis.
V. SHAREHOLDER PROPOSALS
Shareholder proposals can be extremely complex, and the impact on share value can rarely be anticipated with any high degree of confidence. The proxy committee reviews shareholder proposals on a case-by-case basis, giving careful consideration to such factors 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 abstain from shareholder social and environmental proposals.
- We will generally support the board's discretion regarding shareholder proposals that involve ordinary business practices.
- 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.
- We will generally vote for proposals to lower barriers to shareholder action.
- We will generally vote for proposals to subject shareholder rights plans to a shareholder vote. In evaluating these plans, we give favorable consideration to the presence of "TIDE" provisions (short-term sunset provisions, qualified bid/permitted offer provisions, and/or mandatory review by a committee of independent directors at least every three years).
VI. 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 proxy to conduct any other business that is not described in the proxy statement.
- We will vote any matters not specifically covered by these proxy policies and procedures in the economic best interest of advisory clients.
AIM's proxy policies, and the procedures noted below, may be amended from time to time.
B. PROXY COMMITTEE PROCEDURES
The proxy committee currently consists of representatives from the Legal and Compliance Department, the Investments Department and the Finance Department.
The committee members review detailed reports analyzing the proxy issues and have access to proxy statements and annual reports. The committee then discusses the issues and determines the vote. The committee shall give appropriate and significant weight to portfolio managers' views regarding a proposal's impact on shareholders. A proxy committee meeting requires a quorum of three committee members, voting in person or by proxy.
AIM's proxy committee shall consider its fiduciary responsibility to all clients when addressing proxy issues and vote accordingly. The proxy committee may enlist the services of reputable outside professionals and/or proxy evaluation services, such as Institutional Shareholder Services or any of its subsidiaries ("ISS"), to assist with the analysis of voting issues and/or to carry out the actual voting process. To the extent the services of ISS or another provider are used, the proxy committee shall periodically review the policies of that provider.
In addition to the foregoing, the following shall be strictly adhered to unless contrary action receives the prior approval of the Funds' Board of Directors/Trustees:
1. Other than by voting proxies and participating in Creditors' committees, AIM shall not engage in conduct that involves an attempt to change or influence the control of a company.
2. AIM will not publicly announce its voting intentions and the reasons therefore.
3. AIM shall not participate in a proxy solicitation or otherwise seek proxy-voting authority from any other public company shareholder.
4. All communications regarding proxy issues between the proxy committee and companies or their agents, or with fellow shareholders shall be for the sole purpose of expressing and discussing AIM's concerns for its advisory clients' interests and not for an attempt to influence or control management.
C. BUSINESS/DISASTER RECOVERY
If the proxy committee is unable to meet due to a temporary business interruption, such as a power outage, a sub-committee of the proxy committee may vote proxies in accordance with the policies stated herein. If the sub-committee of the proxy committee is not able to vote proxies, the sub-committee shall authorize ISS shall to vote proxies by default in accordance with ISS' proxy policies and procedures, which may vary slightly from AIM's.
D. RESTRICTIONS AFFECTING VOTING
If a country's laws allow a company in that country to block the sale of the company's shares by a shareholder in advance of a shareholder meeting, AIM will not vote in shareholder meetings held in that country, unless the company represents that it will not block the sale of its shares in connection with the meeting. Administrative or other procedures, such as securities lending, may also cause AIM to refrain from voting. Although AIM considers proxy voting to be an important shareholder right, the proxy committee will not impede a portfolio manager's ability to trade in a stock in order to vote at a shareholder meeting.
E. CONFLICTS OF INTEREST
The proxy committee reviews each proxy to assess the extent to which there may be a material conflict between AIM's interests and those of advisory clients. A potential conflict of interest situation may include where AIM or an affiliate manages assets for, administers an employee benefit plan for, provides other financial products or services to, or otherwise has a material business relationship with, a company whose management is soliciting proxies, and failure to vote proxies in favor of management of the company may harm AIM's relationship with the company. In order to avoid even the appearance of impropriety, the proxy committee will not take AIM's relationship with the company into account, and will vote the company's proxies in the best interest of the advisory clients, in accordance with these proxy policies and procedures.
To the extent that a committee member has any conflict of interest with respect to a company or an issue presented, that committee member should inform the proxy committee of such conflict and abstain from voting on that company or issue.
APPENDIX E
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 April 5, 2004.
AIM BALANCED FUND
CLASS A CLASS B CLASS C CLASS R INSTITUTIONAL SHARES SHARES SHARES SHARES CLASS SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ----------------------------------- ---------- ---------- ---------- ---------- ------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor 6.46% 6.87% 13.46% -- -- Jacksonville, FL 32246-6484 Reliance Trust Co. FBO Tahoe Regional Planning Agency -- -- -- 11.34% -- PO Box 48529 Atlanta, GA 30362-1529 A I M Advisors, Inc.* ATTN: David Hessel -- -- -- -- 100.00% 11 Greenway Plaza, Suite 100 Houston, TX 77046 |
* Owned of record and beneficially
CLASS A CLASS B CLASS C CLASS R INSTITUTIONAL SHARES SHARES SHARES SHARES CLASS SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ----------------------------------- ---------- ---------- ---------- ---------- ------------- Branch Banking Trust TTE FBO W. E. Stanley & Co. Inc. OMNIBUS Daily 401k -- -- -- 15.51% -- FBO WE Stanley & Co 300 E Wendover Avenue, Ste 100 Greensboro, NC 27401-1221 AMVESCAP National Trust Company TTEE FBO Big Horn Basin Orthopedic -- -- -- 21.73% -- Profit Clinic PC Sharing Plan P.O. Box 105779 Atlanta, GA 30348-5779 MCB Trust Services Cust FBO Crittenden Health Systems 401k -- -- -- 13.91% -- 700 17th Street, Ste. 300 Denver, CO 80202-3531 AMVESCAP National Trust Co. FBO West Boylston Insurance Agency Inc. 401(k) Plan P.O. Box 105779 -- -- -- 5.37% -- Atlanta, GA 30348-5779 |
AIM BASIC BALANCED FUND
CLASS A CLASS B CLASS C CLASS R INSTITUTIONAL SHARES SHARES SHARES SHARES CLASS SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ----------------------------------- ---------- ---------- ---------- ---------- ------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor -- 5.37% 7.40% -- -- Jacksonville, FL 32246-6484 |
AIM EUROPEAN SMALL COMPANY FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ---------------- ---------------- ---------------- PERCENTAGE OWNED PERCENTAGE OWNED PERCENTAGE OWNED NAME AND ADDRESS OF OF OF OF PRINCIPAL HOLDER RECORD RECORD RECORD ----------------------------------- ---------------- ---------------- ---------------- FTC & Co. Datalynx PO Box 173736 5.56% -- -- Denver, CO 80217-3736 Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr East 2nd Floor -- 7.44% 13.34% Jacksonville, FL 32246-6484 |
AIM GLOBAL VALUE FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ---------------- ---------------- ---------------- PERCENTAGE OWNED PERCENTAGE OWNED PERCENTAGE OWNED NAME AND ADDRESS OF OF OF OF PRINCIPAL HOLDER RECORD RECORD RECORD ----------------------------------- ---------------- ---------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor 8.39% 7.28% -- Jacksonville, FL 32246-6484 |
AIM INTERNATIONAL EMERGING GROWTH FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ---------------- ---------------- ---------------- PERCENTAGE OWNED PERCENTAGE OWNED PERCENTAGE OWNED NAME AND ADDRESS OF OF OF OF PRINCIPAL HOLDER RECORD RECORD RECORD ----------------------------------- ---------------- ---------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr East 2nd Floor 7.38% 7.70% 19.69% Jacksonville, FL 32246-6484 |
AIM MID CAP BASIC VALUE FUND
INSTITUTIONAL CLASS A CLASS B CLASS C CLASS R CLASS SHARES SHARES SHARES SHARES SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ------------------------------------ ---------- ---------- ---------- ---------- ------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr, East, 2nd Floor 6.10% -- 6.47% -- -- Jacksonville, FL 32246-6484 |
AIM PREMIER EQUITY FUND
INSTITUTIONAL CLASS A CLASS B CLASS C CLASS R CLASS SHARES SHARES SHARES SHARES SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ------------------------------------ ---------- ---------- ---------- ---------- ------------- Citigroup Global Markets House Acct. Attn: Cindy Tempesta, 17th Floor 333 West 34th Street 6.47% 8.34% 10.03% -- % New York, NY 10001-2402 Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 8.00% 8.81% 18.55% -- -- 4800 Deer Lake Dr., East 2nd Floor Jacksonville, FL 32246-6484 |
INSTITUTIONAL CLASS A CLASS B CLASS C CLASS R CLASS SHARES SHARES SHARES SHARES SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ------------------------------------ ---------- ---------- ---------- ---------- ------------- APB025 Logan Bank & Trust Co. 401k Plan -- -- -- 15.43% -- PO Box 505 Warrendale, PA 15086-0505 Reliance Trust Company CSDN FBO Olmos Equipment Inc. 401k Ret. Plan -- -- 8.16% -- -- PO Box 48529 Atlanta, GA 30362-1529 AMVESCAP National Trust Company TTEE FBO Guys Inc. 401(k) Profit Sharing Plan P.O. Box 105779 -- -- -- 1.54% -- Atlanta, GA 30348-5779 Circle Trust Company Custodian For Milikin Mandt Associates Inc. IRA Omnibus Account Metro Center One Station Place -- -- -- 8.44% -- Stanford, CT 06902-6800 Airbrush Images 401k Plan Daniel E. Hendricks TTEE 850 N FM 3083 -- -- -- 7.48% -- Conroe, TX 77303-1850 First Command Bank Trust Attention: Trust Department -- -- -- 88.29 P.O. Box 901075 Fort Worth, TX 76101-2075 |
INSTITUTIONAL CLASS A CLASS B CLASS C CLASS R CLASS SHARES SHARES SHARES SHARES SHARES ---------- ---------- ---------- ---------- ------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ------------------------------------ ---------- ---------- ---------- ---------- ------------- First Command Bank Trust Attention: Trust Department P.O. Box 901075 -- -- -- -- 11.71% Fort Worth, TX 76101-2075 |
AIM SELECT EQUITY FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ---------------- ---------------- ---------------- PERCENTAGE OWNED PERCENTAGE OWNED PERCENTAGE OWNED NAME AND ADDRESS OF OF OF OF PRINCIPAL HOLDER RECORD RECORD RECORD ----------------------------------- ---------------- ---------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor 5.29% 7.58% 12.70% Jacksonville, FL 32246-6484 Citigroup Global Markets House Account ATTN: Cindy Tempesta, 7th Floor 333 West 34th Street New York, NY 10001-2402 -- 5.79% -- |
AIM SMALL CAP EQUITY FUND
CLASS A CLASS B CLASS C SHARES SHARES SHARES CLASS R SHARES ---------- ---------- ---------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD ------------------------------------ ---------- ---------- ---------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 4800 Deer Lake Dr., East 2nd Floor 8.02% 6.49% 18.66% -- Jacksonville, FL 32246-6484 |
CLASS A CLASS B CLASS C SHARES SHARES SHARES CLASS R SHARES ------------------------------------------------------------------ PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD ------------------------------------------------------------------------------------------------------------------- Capital Bank & Trust Co TTEE FBO West Virginia Newspaper Publishing Co 401k Plan c/o Planpremier / FASCORP 8515 E. Orchard Rd # 2T2 Greenwood Vlg, CO 80111-5002 -- -- -- 10.19% Reliance Trust Co. FBO Knightsbridge Solutions 401k P.O. Box 48529 Atlanta, GA 30362-1529 -- -- -- 9.98% Capital Bank & Trust Co TTEE FBO Applied Underwriters Inc 401k c/o Planpremier / Fastcorp 8515 E. Orchard Rd. #2T2 Greenwood Vlg, CO 80111-5002 -- -- -- 7.80% BISYS Retirement Services FBO Webb Ziesenheim Law Firm 700 17th Street Suite 300 Denver, CO 80202-3531 -- -- -- 5.75% Capital Bank & Trust Co. TTEE FBO McGinnis food Center 401k Plan c/o Planpremier / Fastcorp 8515 E. Orchard Rd. Ste 2T2 Greenwood Vlg, CO 80111-5002 -- -- -- 5.40% Reliance Trust Company Cust 401k FBO Energy Investors Management Sav and Inv Plan P.O. Box 48529 Atlanta, GA 30362-1529 -- -- -- 5.34% |
MANAGEMENT OWNERSHIP
As of [ ], 2004, the trustees and officers as a group owned less than 1% of the outstanding shares of each class of each Fund.
APPENDIX F
MANAGEMENT FEES
For the last three fiscal years ended December 31, the management fees payable by each Fund, the amounts waived by AIM and the net fees paid by each Fund were as follows:
2003 2002 ---------------------------------------- ---------------------------------------- MANAGEMENT MANAGEMENT NET MANAGEMENT MANAGEMENT MANAGEMENT NET MANAGEMENT FUND NAME FEE PAYABLE FEE WAIVERS FEE PAID FEE PAYABLE FEE WAIVERS FEE PAID --------------- ----------- ----------- -------------- ----------- ----------- -------------- AIM Balanced Fund $12,247,956 $ 26,441 $ 12,221,515 $16,549,652 $ 42,255 $ 16,507,397 AIM Basic Balanced Fund(1) 762,772 87,087 675,685 425,485 124,214 301,271 AIM European Small Company Fund 329,310 235,934 93,376 197,592 197,592 -0- AIM Global Value Fund 119,494 119,494 -0- 114,141 101,252 12,889 AIM International Emerging Growth Fund 433,171 158,359 274,812 157,455 157,455 -0- AIM Mid Cap Basic Value Fund(2) 585,948 87,608 498,340 396,344 65,709 330,635 AIM Premier Equity Fund 56,790,898 1,170,110 55,620,788 83,590,822 3,054,474 80,536,348 AIM Select Equity Fund 3,333,532 4,384 3,329,148 4,526,857 5,546 4,521,311 AIM Small Cap Equity Fund 3,062,023 3,786 3,058,237 2,448,587 3,987 2,444,600 2001 ---------------------------------------- MANAGEMENT MANAGEMENT NET MANAGEMENT FUND NAME FEE PAYABLE FEE WAIVERS FEE PAID ---------------- ----------- ----------- -------------- AIM Balanced Fund $20,891,477 $ 19,008 $ 20,872,469 AIM Basic Balanced Fund(1) 29,174 29,174 -0- AIM European Small Company Fund 107,157 107,157 -0- AIM Global Value Fund 69,914 69,914 -0- AIM International Emerging Growth Fund 96,010 96,010 -0- AIM Mid Cap Basic Value Fund(2) 22 22 -0- AIM Premier Equity Fund 133,647,827 8,961,757 124,686,070 AIM Select Equity Fund 6,487,014 3,800 6,483,214 AIM Small Cap Equity Fund 997,232 714 996,518 |
(1) Commenced operations on September 28, 2001.
(2) Commenced operations on December 31, 2001.
APPENDIX G
ADMINISTRATIVE SERVICES FEES
The Funds paid AIM the following amounts for administrative services for the last three fiscal years ended December 31:
FUND NAME 2003 2002 2001 -------------------------- ---- ---- ---- AIM Balanced Fund $498,697 $441,158 $316,318 AIM Basic Balanced Fund(1) 50,000 50,000 12,603 AIM European Small Company Fund 50,000 50,000 50,000 AIM Global Value Fund 50,000 50,000 50,000 AIM International Emerging Growth Fund 50,000 50,000 50,000 AIM Mid Cap Basic Value Fund(2) 50,000 50,000 137 AIM Premier Equity Fund 761,336 744,086 833,469 AIM Select Equity Fund 133,014 140,339 148,860 AIM Small Cap Equity Fund 112,855 83,395 50,000 |
(1). Commenced operations on September 28, 2001.
(2). Commenced operations on December 31, 2001.
APPENDIX H
BROKERAGE COMMISSIONS
Brokerage commissions(1) paid by each of the Funds listed below during the last three fiscal years ended December 31 were as follows:
FUND 2003 2002 2001 ---- ------------ ------------ ------------ AIM Balanced Fund(2) $ 4,904,217 $ 3,264,475 $ 2,814,996 AIM Basic Balanced Fund(3) 64,027 86,276 18,936 AIM European Small Company Fund 196,726 115,950 69,600 AIM Global Value Fund(4) 229,443 41,687 29,817 AIM International Emerging Growth Fund(5) 408,813 109,136 67,561 AIM Mid Cap Basic Value Fund(6) 143,936 177,248 N/A AIM Premier Equity Fund(7) 12,470,891 19,179,821 19,870,430 AIM Select Equity Fund 1,367,378 2,058,156 2,341,424 AIM Small Cap Equity Fund(8) 1,690,283 1,620,294 493,853 |
1 Disclosure regarding brokerage commissions is limited to commissions paid on agency trades and designated as such on the trade confirm.
2 The variation in brokerage commissions paid by AIM Balanced Fund for the fiscal year ended December 31, 2003 as compared to the prior fiscal year ended December 31, 2002 was due to an increase in transactions executed with commissions. The variations in brokerage commission for the fiscal year ended December 31, 2002 as compared to the prior fiscal year ended December 31, 2001 was due to significant fluctuation in asset levels.
3 Commenced operations on September 28, 2001.
4 The variation in brokerage commissions paid by AIM Global Value Fund for the fiscal year ended December 31, 2003 as compared to the prior fiscal year ended December 31, 2002 was due to an increase in transactions executed with commissions as a result of the Fund's name change and corresponding change in investment strategy.
5 The variation in brokerage commissions paid by AIM International Emerging Growth Fund for the fiscal year ended December 31, 2003 as compared to the fiscal year ended December 31, 2002 was due to an increase in transactions executed with commissions.
6 Commenced operations on December 31, 2001.
7 The variation in brokerage commissions paid by the AIM Premier Equity Fund for the fiscal year ended December 31, 2003 as compared to the prior fiscal year ended December 31, 2002 was due to a decline in average daily assets of the Fund.
8 The variation in brokerage commissions paid by AIM Small Cap Equity Fund for the fiscal year ended December 31, 2002 as compared to the prior fiscal year ended December 31, 2001 was due to a significant fluctuation in asset levels.
APPENDIX I
DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF
SECURITIES OF REGULAR BROKERS OR DEALERS
During the last fiscal year ended December 31, 2003, each Fund allocated the following amount of transactions to broker-dealers that provided AIM with certain research, statistics and other information:
Related Fund Transactions Brokerage Commissions ---- --------------- --------------------- AIM Balanced Fund $ 252,973,336 $ 385,703 AIM Basic Balanced Fund 2,766,146 4,269 AIM European Small Company Fund - - AIM Global Value Fund 3,464,031 9,533 AIM International Emerging Growth Fund - - AIM Mid Cap Basic Value Fund 7,565,861 18,564 AIM Premier Equity Fund 1,075,419,335 1,783,657 AIM Select Equity Fund 103,392,762 181,743 AIM Small Cap Equity Fund 81,254,907 206,758 |
During the last fiscal year ended December 31, 2003, the Funds purchased securities issued by the following companies, which are "regular" brokers or dealers of one or more of the Funds identified below:
Fund/Issuer Security Market Value (as of December 31, 2003) ----------- -------- -------------------------------------- AIM Balanced Fund Merrill Lynch & Co., Inc. Common Stock $ 34,339,575 Morgan Stanley Common Stock 38,194,200 Goldman Sachs Group, Inc. (The) Bonds & Notes 4,579,670 Lehman Brothers Inc. Bonds & Notes 4,071,186 Merrill Lynch & Co., Inc. Bonds & Notes 1,457,549 AIM Basic Balanced Fund Morgan Stanley Common Stock $ 2,204,847 Goldman Sachs Group, Inc. (The) Bonds & Notes 153,509 Lehman Brothers Inc. Bonds & Notes 139,668 Merrill Lynch & Co., Inc. Bonds & Notes 41,203 AIM Global Value Fund Merrill Lynch & Co., Inc. Common Stock $ 222,870 AIM Premier Equity Fund Merrill Lynch & Co., Inc. Common Stock $ 136,144,245 Morgan Stanley Common Stock 164,721,168 AIM Select Equity Fund Charles Schwab Corp. (The) Common Stock $ 1,625,632 Merrill Lynch & Co., Inc. Common Stock 3,360,645 Morgan Stanley Common Stock 5,248,809 |
APPENDIX J
AMOUNTS PAID TO A I M DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS
A list of amounts paid by each class of shares to AIM Distributors pursuant to the Plans for the fiscal year or period ended December 31, 2003 follows:
CLASS A CLASS B CLASS C CLASS R FUND SHARES SHARES SHARES SHARES ---- ------------ ------------ ------------ ------------ AIM Balanced Fund $ 3,397,488 $ 7,336,443 $ 2,791,836 $ 13,795 AIM Basic Balanced Fund 140,541 587,179 184,770 N/A AIM European Small Company Fund 88,867 60,131 32,606 N/A AIM Global Value Fund 24,070 52,422 19,388 N/A AIM International Emerging Growth Fund 118,180 74,842 43,470 N/A AIM Mid Cap Basic Value Fund 131,657 266,912 89,362 N/A AIM Premier Equity Fund 11,843,149 38,803,582 4,242,684 2,329 AIM Select Equity Fund 648,509 2,002,766 316,848 N/A AIM Small Cap Equity Fund 636,252 1,247,627 527,403 4,743 |
APPENDIX K
ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS
An estimate by category of the allocation of actual fees paid by Class A shares of the Funds during the year ended December 31, 2003 follows:
PRINTING & UNDERWRITERS DEALERS ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION ------------ ------------ ------------ ------------ ------------ AIM Balanced Fund $ 0 $ 0 $ 0 $ 0 $ 3,397,488 AIM Basic Balanced Fund 7,317 1,606 6,692 0 1,249,926 AIM European Small Company Fund 7,023 1,121 3,833 0 76,890 AIM Global Value Fund 0 0 0 0 24,070 AIM International Emerging Growth Fund 5,840 970 3,121 0 108,249 AIM Mid Cap Basic Value Fund 1,705 277 881 0 128,794 AIM Premier Equity Fund 0 0 0 0 11,841,149 AIM Select Equity Fund 0 0 0 0 648,509 AIM Small Cap Equity Fund 27,072 4,459 16,892 0 580,592 |
An estimate by category of the allocation of actual fees paid by Class B shares of the Funds during the year ended December 31, 2003, follows:
PRINTING & UNDERWRITERS DEALERS ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION ------------ ------------ ------------ ------------ ------------ AIM Balanced Fund $ 18,020 $ 2,933 $ 11,640 $ 5,502,332 $ 1,801,518 AIM Basic Balanced Fund 6,543 1,436 3,420 440,384 135,936 AIM European Small Company Fund 0 0 0 45,098 15,032 AIM Global Value Fund 2,219 487 0 39,317 10,399 AIM International Emerging Growth Fund 20 0 0 56,131 18,711 AIM Mid Cap Basic Value Fund 0 0 3,574 200,184 63,154 AIM Premier Equity Fund 33,150 5,363 21,921 29,102,686 9,640,462 AIM Select Equity Fund 5,011 859 3,669 1,502,074 491,152 AIM Small Cap Equity Fund 15,911 2,621 10,590 935,720 282,785 |
An estimate by category of the allocation of actual fees paid by Class C shares of the Funds during the year ended December 31, 2003, follows:
PRINTING & UNDERWRITERS DEALERS ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION ------------ ------------ ------------ ------------ ------------ AIM Balanced Fund $ 11,117 $ 1,787 $ 6,948 $ 126,557 $ 2,645,427 AIM Basic Balanced Fund 0 0 2.740 28,768 153,262 AIM European Small Company Fund 0 0 0 7,261 25,345 AIM Global Value Fund 885 194 0 3,237 15,072 AIM International Emerging Growth Fund 0 0 0 9,096 34,374 AIM Mid Cap Basic Value Fund 0 0 0 20,620 68,742 AIM Premier Equity Fund 8,459 1,389 5,589 98,213 4,129,034 AIM Select Equity Fund 769 169 1,878 25,351 288,681 AIM Small Cap Equity Fund 12,501 2,103 7,302 135,020 369,677 |
An estimate by category of the allocation of actual fees paid by Class R shares of the Funds during the year ended December 31, 2003, follows:
PRINTING & UNDERWRITERS DEALERS ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION ------------ ------------ ------------ ------------ ------------ AIM Balanced Fund $ 1,849 $ 304 $ 1,337 $ 6,746 $ 3,559 AIM Premier Equity Fund 287 46 227 1,001 768 AIM Small Cap Equity Fund 589 95 300 1,900 1.859 |
APPENDIX L
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 AIM Distributors for the last three fiscal years ended December 31:
2003 2002 2001 ---- ---- ---- SALES AMOUNT SALES AMOUNT SALES AMOUNT CHARGES RETAINED CHARGES RETAINED CHARGES RETAINED ------------ ------------ ------------ ------------ ------------ ------------ AIM Balanced Fund $ 949,856 $ 167,714 $ 1,451,273 $ 268,091 $ 3,691,146 $ 640,756 AIM Basic Balanced Fund(1) 293,619 54,699 354,894 61,611 112,507 19,234 AIM European Small Company Fund 74,772 11,964 42,708 6,559 28,534 4,738 AIM Global Value Fund 50,688 8,617 38,808 6,560 60,376 10,936 AIM International Emerging Growth Fund 155,527 25,330 37,780 5,940 26,026 4,181 AIM Mid Cap Basic Value Fund(2) 242,365 37,836 269,601 41,770 N/A N/A AIM Premier Equity Fund 2,995,862 467,280 5,431,749 848,167 13,060,057 2,026,998 AIM Select Equity Fund 243,262 40,200 442,333 69,411 1,293,861 205,791 AIM Small Cap Equity Fund 1,037,324 161,868 1,423,426 215,904 819,222 129,827 |
(1) Commenced operations on September 28, 2001
(2) Commenced operations on December 31, 2001
The following chart reflects the contingent deferred sales charges paid by Class A, Class B and Class C and Class R shareholders and retained by AIM Distributors for the last three fiscal years ended December 31:
2003 2002 2001 ------------ ------------ ------------ AIM Balanced Fund $ 14,929 $ 83,438 $ 139,887 AIM Basic Balanced Fund(1) 3,417 4,957 84 AIM European Small Company Fund 11,872 1,570 17,064 AIM Global Value Fund 402 651 2,126 AIM International Emerging Growth Fund 2,977 1,003 29,308 AIM Mid Cap Basic Value Fund(2) 13,288 3,372 N/A AIM Premier Equity Fund 83,809 193,652 502,677 AIM Select Equity Fund 3,017 18,952 32,135 AIM Small Cap Equity Fund 11,190 25,831 39,954 |
(1) Commenced operations on September 28, 2001
(2) Commenced operations on December 31, 2001
APPENDIX M
PERFORMANCE DATA
AVERAGE ANNUAL TOTAL RETURNS
The average annual total returns (including sales loads) for each Fund, with respect to its Class A shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS A SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 11.65% -1.50% 7.04% N/A 03/31/78 AIM Basic Balanced Fund 16.56% N/A N/A 5.14% 09/28/01 AIM European Small Company Fund 54.92% N/A N/A 4.23% 08/31/00 AIM Global Value Fund 24.84% N/A N/A 4.18% 12/29/00 AIM International Emerging Growth Fund 65.52% N/A N/A 4.26% 08/31/00 AIM Mid Cap Basic Value Fund 29.51% N/A N/A 3.26% 12/31/01 AIM Premier Equity Fund 17.99% -4.75% 7.49% N/A 05/01/84 AIM Select Equity Fund 22.34% -2.30% 7.43% N/A 12/04/67 AIM Small Cap Equity Fund 38.12% N/A N/A 3.94% 08/31/00 |
The average annual total returns (including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class B shares, for the one, five and ten year periods (or since inception of less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS B SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 11.29% -1.66% 6.88% N/A 10/18/93 AIM Basic Balanced Fund 16.64% N/A N/A 5.53% 09/28/01 AIM European Small Company Fund 57.86% N/A N/A 4.50% 08/31/00 AIM Global Value Fund 26.26% N/A N/A 4.56% 12/29/00 AIM International Emerging Growth Fund 68.83% N/A N/A 4.52% 08/31/00 AIM Mid Cap Basic Value Fund 31.19% N/A N/A 3.63% 12/31/01 AIM Premier Equity Fund 18.76% -4.73% 7.41% N/A 10/18/93 AIM Select Equity Fund 23.55% -2.27% 7.31% N/A 09/01/93 AIM Small Cap Equity Fund 40.13% N/A N/A 4.20% 08/31/00 |
The average annual total returns (including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class C shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS C SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 15.32% -1.29% N/A 1.42% 08/04/97 AIM Basic Balanced Fund 20.64% N/A N/A 6.76% 09/28/01 AIM European Small Company Fund 61.86% N/A N/A 5.30% 08/31/00 AIM Global Value Fund 30.37% N/A N/A 5.50% 12/29/00 AIM International Emerging Growth Fund 72.68% N/A N/A 5.30% 08/31/00 AIM Mid Cap Basic Value Fund 35.06% N/A N/A 5.50% 12/31/01 AIM Premier Equity Fund 22.90% -4.40% N/A 0.78% 08/04/97 AIM Select Equity Fund 27.60% -1.95% N/A 1.48% 08/04/97 AIM Small Cap Equity Fund 44.13% N/A N/A 5.01% 08/31/00 |
The average annual total returns (not including the 0.75% contingent deferred sales charge that may be imposed on a total redemption of retirement plan assets within the first year) for each Fund, with respect to its Class R shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS R SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE*** -------------- ------ ------- -------- --------- ------- AIM Balanced Fund* 16.92% -0.78% 7.30% - 03/31/78 AIM Basic Balanced Fund** 22.16% N/A N/A 7.27% 09/28/01 AIM Mid Cap Basic Value Fund** 36.86% N/A N/A 6.05% 12/31/01 AIM Premier Equity Fund* 24.53% -3.91% 7.82% - 05/01/84 AIM Small Cap Equity Fund* 45.86% N/A N/A 5.53% 08/31/00 |
* The returns shown for the one year period are the historical returns of the Funds' Class R shares. The returns shown for the five and ten year periods and since inception are the blended returns of the historical performance of the Funds Class R shares since June 3, 2002 and the restated historical performance of the Funds' Class A shares (for periods prior to June 3, 2002) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares.
** These returns shown for these periods are the restated historical performance of the Funds' Class A shares (for the periods prior to April 30, 2004) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares.
*** The inception date shown in the table is that of the Funds' Class A shares. The inception date of AIM Balanced Fund, AIM Premier Equity Fund and AIM Small Cap Equity Fund's Class R shares is June 3, 2002. The inception date of AIM Basic Balanced Fund and AIM Mid Cap Basic Value Fund's Class R shares is April 30, 2004.
CUMULATIVE TOTAL RETURNS
The cumulative total returns (including sales loads) for each Fund, with respect to its Class A shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS A SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 11.65% -7.27% 97.51% N/A 03/31/78 AIM Basic Balanced Fund 16.56% N/A N/A 11.97% 09/28/01 AIM European Small Company Fund 54.92% N/A N/A 14.80% 08/31/00 AIM Global Value Fund 24.84% N/A N/A 13.09% 12/29/00 AIM International Emerging Growth Fund 65.52% N/A N/A 14.92% 08/31/00 AIM Mid Cap Basic Value Fund 29.51% N/A N/A 6.62% 12/31/01 AIM Premier Equity Fund 17.99% -21.58% 105.82% N/A 05/01/84 AIM Select Equity Fund 22.34% -10.98% 104.70% N/A 12/04/67 AIM Small Cap Equity Fund 38.12% N/A N/A 13.76% 08/31/00 |
The cumulative total returns (including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class B shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS B SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- --------- AIM Balanced Fund 11.29% -8.02% 94.47% N/A 10/18/93 AIM Basic Balanced Fund 16.64% N/A N/A 12.91% 09/28/01 AIM European Small Company Fund 57.86% N/A N/A 15.80% 08/31/00 AIM Global Value Fund 26.26% N/A N/A 14.36% 12/29/00 AIM International Emerging Growth Fund 68.83% N/A N/A 15.90% 08/31/00 AIM Mid Cap Basic Value Fund 31.19% N/A N/A 7.40% 12/31/01 AIM Premier Equity Fund 18.76% -21.52% 104.32% N/A 10/18/93 AIM Select Equity Fund 23.55% -10.83% 102.55% N/A 09/01/93 AIM Small Cap Equity Fund 40.13% N/A N/A 14.70% 08/31/00 |
The cumulative total returns (including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class C shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS C SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- --------- AIM Balanced Fund 15.32% -6.29% N/A 9.48% 08/04/97 AIM Basic Balanced Fund 20.64% N/A N/A 15.91% 09/28/01 AIM European Small Company Fund 61.86% N/A N/A 18.80% 08/31/00 AIM Global Value Fund 30.37% N/A N/A 17.76% 12/29/00 AIM International Emerging Growth Fund 72.68% N/A N/A 18.80% 08/31/00 AIM Mid Cap Basic Value Fund 35.06% N/A N/A 11.30% 12/31/01 AIM Premier Equity Fund 22.90% -20.14% N/A 5.11% 08/04/97 AIM Select Equity Fund 27.60% -9.36% N/A 9.85% 08/04/97 AIM Small Cap Equity Fund 44.13% N/A N/A 17.70% 08/31/00 |
The cumulative total returns (not including the 0.75% contingent deferred sales charge that may be imposed on a total redemption of retirement plan assets within the first year) for each Fund, with
respect to its Class R shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS R SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE*** -------------- ------ ------- -------- --------- ------- AIM Balanced Fund* 16.92% -3.82% 102.28% - 03/31/78 AIM Basic Balanced Fund** 22.16% N/A N/A 17.17% 09/28/01 AIM Mid Cap Basic Value Fund** 36.86% N/A N/A 12.47% 12/31/01 AIM Premier Equity Fund* 24.53% -18.07% 112.36% - 05/01/84 AIM Small Cap Equity Fund* 45.86% N/A N/A 19.64% 08/31/00 |
* The returns shown for the one year period are the historical returns of the Funds' Class R shares. The returns shown for the five and ten year periods and since inception are the blended returns of the historical performance of the Funds Class R shares since June 3, 2002 and the restated historical performance of the Funds' Class A shares (for periods prior to June 3, 2002) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to the Class R shares.
** The returns shown for these periods are the restated historical performance of the Funds' Class A shares (for the periods prior to April 30, 2004) at net asset value, adjusted to reflect the higher Rule 12b-1 fees applicable to Class R shares.
*** The inception date shown in the table is that of the Funds' Class A shares. The inception date of AIM Balanced Fund, AIM Premier Equity Fund and AIM Small Cap Equity Fund's R shares is June 3, 2002. The inception date of AIM Basic Balanced Fund and AIM Mid Cap Basic Value Fund's Class R shares is April 30, 2004.
AVERAGE ANNUAL TOTAL RETURN (AFTER TAXES ON DISTRIBUTIONS)
The average annual total returns (after taxes on distributions and including sales loads) for each Fund, with respect to its Class A shares, for the one, five and ten year periods (or since inception if less then ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS A SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- --------- AIM Balanced Fund 10.90% -2.48% 5.75% N/A 03/31/78 AIM Basic Balanced Fund 16.44% N/A N/A 4.81% 09/28/01 AIM European Small Company Fund 54.86% N/A N/A 4.15% 08/31/00 AIM Global Value Fund 24.49% N/A N/A 4.07% 12/29/00 AIM International Emerging Growth Fund 65.48% N/A N/A 4.19% 08/31/00 AIM Mid Cap Basic Value Fund 29.51% N/A N/A 3.26% 12/31/01 AIM Premier Equity Fund 17.99% -5.46% 6.10% N/A 05/01/84 AIM Select Equity Fund 22.34% -2.91% 6.24% N/A 12/04/67 AIM Small Cap Equity Fund 38.12% N/A N/A 3.94% 08/31/00 |
The average annual total returns (after taxes on distributions and including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class B shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS B SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- --------- AIM Balanced Fund 10.81% -2.37% 5.84% N/A 10/18/93 AIM Basic Balanced Fund 16.61% N/A N/A 5.38% 09/28/01 AIM European Small Company Fund 57.86% N/A N/A 4.46% 08/31/00 AIM Global Value Fund 25.98% N/A N/A 4.49% 12/29/00 AIM International Emerging Growth Fund 68.83% N/A N/A 4.52% 08/31/00 AIM Mid Cap Basic Value Fund 31.19% N/A N/A 3.63% 12/31/01 AIM Premier Equity Fund 18.76% -5.48% 6.08% N/A 10/18/93 AIM Select Equity Fund 23.55% -2.93% 6.08% N/A 09/01/93 AIM Small Cap Equity Fund 40.13% N/A N/A 4.20% 08/31/00 |
The average annual total returns (after taxes on distributions and including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class C shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS C SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 14.84% -1.99% N/A 0.55% 08/04/97 AIM Basic Balanced Fund 20.61% N/A N/A 6.62% 09/28/01 AIM European Small Company Fund 61.86% N/A N/A 5.26% 08/31/00 AIM Global Value Fund 30.09% N/A N/A 5.42% 12/29/00 AIM International Emerging Growth Fund 72.68% N/A N/A 5.30% 08/31/00 AIM Mid Cap Basic Value Fund 35.06% N/A N/A 5.50% 12/31/01 AIM Premier Equity Fund 22.90% -5.14% N/A -0.57% 08/04/97 AIM Select Equity Fund 27.60% -2.60% N/A 0.37% 08/04/97 AIM Small Cap Equity Fund 44.13% N/A N/A 5.01% 08/31/00 |
AVERAGE ANNUAL TOTAL RETURNS (AFTER TAXES ON DISTRIBUTIONS AND REDEMPTION)
The average annual total returns (after taxes on distributions and redemption and including sales loads) for each Fund, with respect to its Class A shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS A SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- --------- AIM Balanced Fund 7.53% -1.82% 5.36% N/A 03/31/78 AIM Basic Balanced Fund 10.87% N/A N/A 4.19% 09/28/01 AIM European Small Company Fund 35.78% N/A N/A 3.57% 08/31/00 AIM Global Value Fund 16.56% N/A N/A 3.56% 12/29/00 AIM International Emerging Growth Fund 42.64% N/A N/A 3.60% 08/31/00 AIM Mid Cap Basic Value Fund 19.18% N/A N/A 2.77% 12/31/01 AIM Premier Equity Fund 11.69% -4.07% 5.98% N/A 05/01/84 AIM Select Equity Fund 14.52% -1.93% 6.06% N/A 12/04/67 AIM Small Cap Equity Fund 24.78% N/A N/A 3.37% 08/31/00 |
The average annual total returns (after taxes on distributions and redemption and including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class B shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS B SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 7.31% -1.79% 5.39% N/A 10/18/93 AIM Basic Balanced Fund 10.84% N/A N/A 4.63% 09/28/01 AIM European Small Company Fund 37.61% N/A N/A 3.82% 08/31/00 AIM Global Value Fund 17.41% N/A N/A 3.90% 12/29/00 AIM International Emerging Growth Fund 44.74% N/A N/A 3.88% 08/31/00 AIM Mid Cap Basic Value Fund 20.27% N/A N/A 3.10% 12/31/01 AIM Premier Equity Fund 12.20% -4.05% 5.97% N/A 10/18/93 AIM Select Equity Fund 15.30% -1.88% 5.96% N/A 09/01/93 AIM Small Cap Equity Fund 26.08% N/A N/A 3.59% 08/31/00 |
The average annual total returns (after taxes on distributions and redemption and including maximum applicable contingent deferred sales charge) for each Fund, with respect to its Class C shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED ------------- DECEMBER 31, 2003 ----------------- SINCE INCEPTION CLASS C SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE -------------- ------ ------- -------- --------- ---- AIM Balanced Fund 9.93% -1.48% N/A 0.72% 08/04/97 AIM Basic Balanced Fund 13.44% N/A N/A 5.69% 09/28/01 AIM European Small Company Fund 40.21% N/A N/A 4.52% 08/31/00 AIM Global Value Fund 20.08% N/A N/A 4.70% 12/29/00 AIM International Emerging Growth Fund 47.24% N/A N/A 4.55% 08/31/00 AIM Mid Cap Basic Value Fund 22.79% N/A N/A 4.69% 12/31/01 AIM Premier Equity Fund 14.89% -3.78% N/A 0.25% 08/04/97 AIM Select Equity Fund 17.94% -1.62% N/A 1.03% 08/04/97 AIM Small Cap Equity Fund 28.68% N/A N/A 4.29% 08/31/00 |
YIELDS
The 30-day yields for each of the named Funds are as follows:
30 DAYS ENDED ------------- DECEMBER 31, 2003 ----------------- CLASS A CLASS B CLASS C CLASS R* ------- ------- ------- -------- AIM Balanced Fund 2.37% 1.76% 1.76% 2.22% AIM Basic Balanced Fund 0.38% (0.23)% (0.23)% N/A |
DISTRIBUTION RATES
The distribution rates at offering price for each of the named Funds are as follows:
30 DAYS ENDED ------------- DECEMBER 31, 2003 ----------------- CLASS A CLASS B CLASS C CLASS R* ------- ------- ------- -------- AIM Balanced Fund 1.70% 1.11% 1.10% 1.56% AIM Basic Balanced Fund 0.40% 0.00% 0.00% N/A |
APPENDIX N
PENDING LITIGATION
The following civil lawsuits, including purported class action and shareholder derivative suits, involving one or more AIM or INVESCO Funds, AMVESCAP PLC ("AMVESCAP"), A I M Advisors, Inc. ("AIM") or INVESCO Funds Group, Inc. ("INVESCO") and certain related parties either have been served or have had service of process waived as of March 18, 2004.
MIKE SAYEGH, ON BEHALF OF THE GENERAL PUBLIC, V. JANUS CAPITAL CORPORATION, JANUS CAPITAL MANAGEMENT LLC, JANUS INVESTMENT FUND, EDWARD J. STERN, CANARY CAPITAL PARTNERS LLC, CANARY INVESTMENT MANAGEMENT LLC, CANARY CAPITAL PARTNERS LTD., KAPLAN & CO. SECURITIES
INC., BANK ONE CORPORATION, BANC ONE INVESTMENT ADVISORS, THE ONE GROUP
MUTUAL FUNDS, BANK OF AMERICA CORPORATION, BANC OF AMERICA CAPITAL
MANAGEMENT LLC, BANC OF AMERICA ADVISORS LLC, NATIONS FUND INC., ROBERT
H. GORDON, THEODORE H. SIHPOL III, CHARLES D. BRYCELAND, SECURITY TRUST
COMPANY, STRONG CAPITAL MANAGEMENT INC., JB OXFORD & COMPANY, ALLIANCE
CAPITAL MANAGEMENT HOLDING L.P., ALLIANCE CAPITAL MANAGEMENT L.P.,
ALLIANCE CAPITAL MANAGEMENT CORPORATION, AXA FINANCIAL INC.,
ALLIANCEBERNSTEIN REGISTRANTS, GERALD MALONE, CHARLES SCHAFFRAN, MARSH
& MCLENNAN COMPANIES, INC., PUTNAM INVESTMENTS TRUST, PUTNAM INVESTMENT
MANAGEMENT LLC, PUTNAM INVESTMENT FUNDS, AND DOES 1-500, in the
Superior Court of the State of California, County of Los Angeles (Case
No. BC304655), filed on October 22, 2003 and amended on December 17,
2003 to substitute INVESCO Funds Group, Inc. and Raymond R. Cunningham
for unnamed Doe defendants. This claim alleges unfair business
practices and violations of Sections 17200 and 17203 of the California
Business and Professions Code. The plaintiff in this case is seeking:
injunctive relief; restitution, including pre-judgment interest; an
accounting to determine the amount to be returned by the defendants and
the amount to be refunded to the public; the creation of an
administrative process whereby injured customers of the defendants
receive their losses; and counsel fees.
RAJ SANYAL, DERIVATIVELY ON BEHALF OF NATIONS INTERNATIONAL EQUITY FUND, V. WILLIAM P. CARMICHAEL, WILLIAM H. GRIGG, THOMAS F. KELLER, CARL E. MUNDY, JR., CORNELIUS J. PINGS, A. MAX WALKER, CHARLES B. WALKER, EDMUND L. BENSON, III, ROBERT H. GORDON, JAMES B. SOMMERS, THOMAS S. WORD, JR., EDWARD D. BEDARD, GERALD MURPHY, ROBERT B.
CARROLL, INVESCO GLOBAL ASSET MANAGEMENT, PUTNAM INVESTMENT MANAGEMENT,
BANK OF AMERICA CORPORATION, MARSICO CAPITAL MANAGEMENT, LLC, BANC OF
AMERICA ADVISORS, LLC, BANC OF AMERICA CAPITAL MANAGEMENT, LLC, AND
NATIONS FUNDS TRUST, in the Superior Court Division, State of North
Carolina (Civil Action No. 03-CVS-19622), filed on November 14, 2003.
This claim alleges common law breach of fiduciary duty; abuse of
control; gross mismanagement; waste of fund assets; and unjust
enrichment. The plaintiff in this case is seeking: injunctive relief,
including imposition of a constructive trust; damages; restitution and
disgorgement; and costs and expenses, including counsel fees and expert
fees.
L. SCOTT KARLIN, DERIVATIVELY ON BEHALF OF INVESCO FUNDS GROUP, INC. V.
AMVESCAP, PLC, INVESCO, INC., CANARY CAPITAL PARTNERS, LLC, CANARY
INVESTMENT MANAGEMENT, LLC, AND CANARY CAPITAL PARTNERS, LTD., in the
United States District Court, District of Colorado (Civil Action No.
03-MK-2406), filed on November 28, 2003. This claim alleges violations
of Section 36(b) of the Investment Company Act of 1940, as amended
("Investment Company Act"), and common law
breach of fiduciary duty. The plaintiff in this case is seeking damages and costs and expenses, including counsel fees and expert fees.
RICHARD RAVER, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC, AIM
MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC.,
AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 03-F-2441), filed on December 2,
2003. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Securities Exchange
Act; Rule 10b-5 under the Exchange Act; and Sections 34(b), 36(a) and
36(b) of the Investment Company Act. The claim also alleges common law
breach of fiduciary duty. The plaintiffs in this case are seeking:
damages; pre-judgment and post-judgment interest; counsel fees and
expert fees; and other relief.
JERRY FATTAH, CUSTODIAN FOR BASIM FATTAH, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND, AIM INVESCO U.S. GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO, INVESCO LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND
JOHN DOES 1-100, in the United States District Court, District of Colorado (Civil Action No. 03-F-2456), filed on December 4, 2003. This claim alleges violations of: Sections 11 and 15 of Securities Act of 1933, as amended (the "Securities Act"); Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); Rule 10b-5 under the Exchange Act; and Section 206 of the Investment Advisers Act of 1940, as amended (the "Advisers Act"). The plaintiffs in this case are seeking: compensatory damages; rescission; return of fees paid; accounting for wrongfully gotten gains, profits and compensation; restitution and disgorgement; and other costs and expenses, including counsel fees and expert fees.
EDWARD LOWINGER AND SHARON LOWINGER, INDIVIDUALLY AND ON BEHALF OF ALL
OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND,
INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND,
INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND,
INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND
(FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE
FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM
MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO
TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S
TAX-EXEMPT RESERVE FUND, AIM INVESCO U.S. GOVERNMENT MONEY FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND,
INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO
U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO; INVESCO
LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"),
AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM
BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY
MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS
THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP,
INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J.
STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL
PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL
PARTNERS, LTD., AND JOHN DOES 1-100, in the United States District
Court, Southern District of New York (Civil Action No. 03-CV-9634),
filed on December 4, 2003. This claim alleges violations of: Sections
11 and 15 of the Securities Act; Sections 10(b) and 20(a) of the
Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206 of the
Advisers Act. The plaintiffs in this case are seeking: compensatory
damages; rescission; return of fees paid; accounting for wrongfully
gotten gains, profits and compensation; restitution and disgorgement;
and other costs and expenses, including counsel fees and expert fees.
JOEL GOODMAN, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC. AND RAYMOND R. CUNNINGHAM, in
the District Court, City and County of Denver, Colorado (Case Number
03CV9268), filed on December 5, 2003. This claim alleges breach of
fiduciary duty and aiding and abetting breach of fiduciary duty. The
plaintiffs in this case are seeking: injunctive relief; accounting for
all damages and for all profits and any special benefits obtained;
disgorgement; restitution and damages; costs and disbursements,
including counsel fees and expert fees; and equitable relief.
STEVEN B. EHRLICH, CUSTODIAN FOR ALEXA P. EHRLICH, UGTMA/FLORIDA, AND DENNY P. JACOBSON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND,
INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES
FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES
FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS
INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO
MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500
INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND,
INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET
FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURERS MONEY
MARKET RESERVE FUND, AIM INVESCO TREASURERS TAX-EXEMPT RESERVE FUND,
AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO
BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO
HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND
FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN GROWTH FUND
(COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM
COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM
COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM
INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS
REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC., TIMOTHY MILLER,
RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA
INC., BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY
INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN
DOES 1-100, in the United States District Court, District of Colorado
(Civil Action No. 03-N-2559), filed on December 17, 2003. This claim
alleges violations of: Sections 11 and 15 of the Securities Act;
Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5 under the
Exchange Act; and Section 206 of the Advisers Act. The plaintiffs in
this case are seeking: compensatory damages; rescission; return of fees
paid; accounting for wrongfully gotten gains, profits and compensation;
restitution and disgorgement; and other costs and expenses, including
counsel fees and expert fees.
JOSEPH R. RUSSO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURERS MONEY MARKET RESERVE FUND, AIM INVESCO TREASURERS TAX-EXEMPT RESERVE FUND, AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY
KNOWN AS THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS
GROUP, INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD
J. STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY
CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY
CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in the United States
District Court, Southern District of New York (Civil Action No.
03-CV-10045), filed on December 18, 2003. This claim alleges violations
of: Sections 11 and 15 of the Securities Act; Sections 10(b) and 20(a)
of the Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206
of the Advisers Act. The plaintiffs in this case are seeking:
compensatory damages; rescission; return of fees paid; accounting for
wrongfully gotten gains, profits and compensation; restitution and
disgorgement; and other costs and expenses, including counsel fees and
expert fees.
MIRIAM CALDERON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. AMVESCAP PLC, AVZ, INC., AMVESCAP RETIREMENT, INC.,
AMVESCAP NATIONAL TRUST COMPANY, ROBERT F. MCCULLOUGH, GORDON NEBEKER,
JEFFREY G. CALLAHAN, INVESCO FUNDS GROUP, INC., RAYMOND R. CUNNINGHAM,
AND DOES 1-100, in the United States District Court, District of
Colorado (Civil Action No. 03-M-2604), filed on December 24, 2003. This
claim alleges violations of: Sections 404, 405 and 406B of the Employee
Retirement Income Security Act ("ERISA"). The plaintiffs in this case
are seeking: declarations that the defendants breached their ERISA
fiduciary duties and that they are not entitled to the protection of
Section 404(c)(1)(B) of ERISA; an order compelling the defendants to
make good all losses to a particular retirement plan described in this
case (the "Retirement Plan") resulting from the defendants' breaches of
their fiduciary duties, including losses to the Retirement Plan
resulting from imprudent investment of the Retirement Plan's assets,
and to restore to the Retirement Plan all profits the defendants made
through use of the Retirement Plan's assets, and to restore to the
Retirement Plan all profits which the participants would have made if
the defendants had fulfilled their fiduciary obligations; damages on
behalf of the Retirement Plan; imposition of a constructive trust,
injunctive relief, damages suffered by the Retirement Plan, to be
allocated proportionately to the participants in the Retirement Plan;
restitution and other costs and expenses, including counsel fees and
expert fees.
PAT B. GORSUCH AND GEORGE L. GORSUCH V. INVESCO FUNDS GROUP, INC. AND
AIM ADVISER, INC., in the United States District Court, District of
Colorado (Civil Action No. 03-MK-2612), filed on December 24, 2003.
This claim alleges violations of: Sections 15(a), 20(a) and 36(b) of
the Investment Company Act. The plaintiffs in this case are seeking:
rescission and/or voiding of the investment advisory agreements; return
of fees paid; damages; and other costs and expenses, including counsel
fees and expert fees.
LORI WEINRIB, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., AIM STOCK FUNDS, AIM COUNSELOR
SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM
COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM
INTERNATIONAL FUNDS INC., AMVESCAP PLC, TIMOTHY MILLER, RAYMOND
CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA INC., BREAN
MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in
the United States District Court, Southern District of New York (Civil
Action No. 04-CV-00492), filed on January 21, 2004. This claim alleges
violations of: Sections 11 and 15 of the 1933 Act; Sections 10(b) and
20(a) of the Exchange Act; Rule 10b-5 under the Exchange Act; and
Section 206 of the Advisers Act. The plaintiffs in this case are
seeking: compensatory damages; rescission; return of fees paid;
accounting for wrongfully gotten gains, profits and compensation; restitution and disgorgement; and other costs and expenses, including counsel fees and expert fees.
ROBERT S. BALLAGH, JR., INDIVIDUALLY AND ON BEHALF OF ALL OTHERS
SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS,
INC., AIM MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS,
INC., AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO
CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0152), filed on January
28, 2004. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule
10b-5 under the Exchange Act; and Sections 34(b), 36(a) and 36(b) of
the Investment Company Act. The claim also alleges common law breach of
fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees;
and other relief.
JONATHAN GALLO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC., AIM
MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC.,
AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0151), filed on January
28, 2004. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule
10b-5 under the Exchange Act; and Sections 34(b), 36(a) and 36(b) of
the Investment Company Act. The claim also alleges common law breach of
fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees;
and other relief.
EILEEN CLANCY, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY
KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND,
INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P
500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY
FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY
MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S
MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE
FUND, AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND,
INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND,
INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL
ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE
BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, INVESCO, INVESCO LATIN AMERICAN
GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK
FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND
FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET
FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE
"INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC.,
TIMOTHY MILLER, RAYMOND CUNNINGHAM AND THOMAS KOLBE, in the United
States District Court, Southern District of New York (Civil Action No.
04-CV-0713), filed on January 30, 2004. This claim alleges violations
of: Sections 11 and 15 of the Securities Act. The plaintiffs in this
case are seeking: compensatory damages, rescission; return of fees
paid; and other costs and expenses, including counsel fees and expert
fees.
CARL E. VONDER HAAR AND MARILYN P. MARTIN, ON BEHALF OF THEMSELVES AND
ALL OTHERS SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO
STOCK FUNDS, INC. AND DOE DEFENDANTS 1-100, in the United States
District Court, District of Colorado (Civil Action No. 04-CV-812),
filed on February 5, 2004. The claim alleges common law breach of
fiduciary duty; breach of contract; and tortious interference with
contract. The plaintiffs in this case are seeking: injunctive relief;
damages; disgorgement; and costs and expenses, including counsel fees
and expert fees.
HENRY KRAMER, DERIVATIVELY ON BEHALF OF INVESCO ENERGY FUND, INVESCO
STOCK FUNDS, INC., AND INVESCO MUTUAL FUNDS V. AMVESCAP, PLC, INVESCO
FUNDS GROUP, INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, AND CANARY CAPITAL PARTNERS, LTD., DEFENDANTS, AND
INVESCO ENERGY FUND, INVESCO STOCK FUNDS, INC., AND INVESCO MUTUAL
FUNDS, NOMINAL DEFENDANTS, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0397), filed on March 4,
2004. This claim alleges violations of Section 36(b) of the Investment
Company Act and common law breach of fiduciary duty. The plaintiff in
this case is seeking damages and costs and expenses, including counsel
fees and expert fees.
Additional lawsuits arising out of these circumstances and presenting similar allegations and requests for relief may be served or filed against the funds, INVESCO, AIM, AMVESCAP and related entities and individuals in the future. This statement of additional information will be supplemented periodically if any such lawsuits do arise.
FINANCIAL STATEMENTS
FS
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Balanced Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Balanced Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in the four years then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the periods ended on or before December 31, 1999 were audited by other independent auditors whose report dated February 14, 2000, expressed an unqualified opinion thereon.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-1
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ----------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-66.90% ADVERTISING-2.08% Omnicom Group Inc. 548,000 $ 47,856,840 ============================================================================= AEROSPACE & DEFENSE-2.30% Honeywell International Inc. 891,000 29,786,130 ----------------------------------------------------------------------------- United Technologies Corp. 245,700 23,284,989 ============================================================================= 53,071,119 ============================================================================= ALUMINUM-0.49% Alcoa Inc. 296,000 11,248,000 ============================================================================= APPAREL RETAIL-1.32% Gap, Inc. (The) 1,310,000 30,405,100 ============================================================================= ASSET MANAGEMENT & CUSTODY BANKS-1.51% Bank of New York Co., Inc. (The) 1,050,000 34,776,000 ============================================================================= BUILDING PRODUCTS-2.26% American Standard Cos. Inc.(a) 259,200 26,101,440 ----------------------------------------------------------------------------- Masco Corp. 949,900 26,036,759 ============================================================================= 52,138,199 ============================================================================= COMMUNICATIONS EQUIPMENT-1.75% Cisco Systems, Inc.(a) 969,100 23,539,439 ----------------------------------------------------------------------------- Motorola, Inc. 1,200,000 16,884,000 ============================================================================= 40,423,439 ============================================================================= CONSUMER ELECTRONICS-2.51% Koninklijke (Royal) Philips Electronics N.V.- New York Shares (Netherlands) 950,000 27,635,500 ----------------------------------------------------------------------------- Sony Corp.-ADR (Japan) 870,000 30,162,900 ============================================================================= 57,798,400 ============================================================================= DATA PROCESSING & OUTSOURCED SERVICES-2.49% DST Systems, Inc.(a) 349,700 14,603,472 ----------------------------------------------------------------------------- First Data Corp. 1,040,000 42,733,600 ============================================================================= 57,337,072 ============================================================================= DEPARTMENT STORES-1.01% May Department Stores Co. (The) 800,000 23,256,000 ============================================================================= DIVERSIFIED BANKS-1.76% Bank One Corp. 890,000 40,575,100 ============================================================================= DIVERSIFIED CAPITAL MARKETS-1.99% J.P. Morgan Chase & Co. 1,250,000 45,912,500 ============================================================================= |
----------------------------------------------------------------------------- MARKET SHARES VALUE DIVERSIFIED CHEMICALS-0.45% Dow Chemical Co. (The) 252,000 $ 10,475,640 ============================================================================= DIVERSIFIED COMMERCIAL SERVICES-1.97% Cendant Corp.(a) 2,040,000 45,430,800 ============================================================================= ENVIRONMENTAL SERVICES-2.14% Waste Management, Inc. 1,670,000 49,432,000 ============================================================================= FOOD RETAIL-2.59% Kroger Co. (The)(a) 1,900,000 35,169,000 ----------------------------------------------------------------------------- Safeway Inc.(a) 1,120,000 24,539,200 ============================================================================= 59,708,200 ============================================================================= GENERAL MERCHANDISE STORES-1.48% Target Corp. 885,300 33,995,520 ============================================================================= HEALTH CARE DISTRIBUTORS-3.02% Cardinal Health, Inc. 614,200 37,564,472 ----------------------------------------------------------------------------- McKesson Corp. 1,000,000 32,160,000 ============================================================================= 69,724,472 ============================================================================= HEALTH CARE EQUIPMENT-1.03% Baxter International Inc. 780,000 23,805,600 ============================================================================= HEALTH CARE FACILITIES-1.51% HCA Inc. 810,000 34,797,600 ============================================================================= HEALTH CARE SERVICES-0.54% IMS Health Inc. 500,000 12,430,000 ============================================================================= INDUSTRIAL CONGLOMERATES-3.56% General Electric Co. 845,100 26,181,198 ----------------------------------------------------------------------------- Tyco International Ltd. (Bermuda) 2,110,000 55,915,000 ============================================================================= 82,096,198 ============================================================================= INDUSTRIAL MACHINERY-1.53% Illinois Tool Works Inc. 420,000 35,242,200 ============================================================================= INVESTMENT BANKING & BROKERAGE-3.15% Merrill Lynch & Co., Inc. 585,500 34,339,575 ----------------------------------------------------------------------------- Morgan Stanley 660,000 38,194,200 ============================================================================= 72,533,775 ============================================================================= MANAGED HEALTH CARE-1.33% Anthem, Inc.(a) 410,000 30,750,000 ============================================================================= MOVIES & ENTERTAINMENT-1.70% Walt Disney Co. (The) 1,680,000 39,194,400 ============================================================================= |
FS-2
MARKET SHARES VALUE ----------------------------------------------------------------------------- MULTI-LINE INSURANCE-0.99% Hartford Financial Services Group, Inc. (The) 387,700 $ 22,885,931 ============================================================================= OIL & GAS DRILLING-1.05% Transocean Inc. (Cayman Islands)(a) 1,010,000 24,250,100 ============================================================================= OIL & GAS EQUIPMENT & SERVICES-2.90% Cooper Cameron Corp.(a) 378,800 17,652,080 ----------------------------------------------------------------------------- Halliburton Co. 990,000 25,740,000 ----------------------------------------------------------------------------- Schlumberger Ltd. (Netherlands) 430,000 23,529,600 ============================================================================= 66,921,680 ============================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-2.28% Citigroup Inc. 1,081,433 52,492,758 ============================================================================= PACKAGED FOODS & MEATS-1.16% Kraft Foods Inc.-Class A 830,000 26,742,600 ============================================================================= PHARMACEUTICALS-3.04% Aventis S.A. (France) 580,000 38,230,097 ----------------------------------------------------------------------------- Wyeth 750,600 31,862,970 ============================================================================= 70,093,067 ============================================================================= PROPERTY & CASUALTY INSURANCE-1.71% ACE Ltd. (Cayman Islands) 950,000 39,349,000 ============================================================================= SEMICONDUCTOR EQUIPMENT-0.73% Applied Materials, Inc.(a) 748,500 16,803,825 ============================================================================= |
----------------------------------------------------------------------------- MARKET SHARES VALUE SYSTEMS SOFTWARE-2.21% Computer Associates International, Inc. 1,860,000 $ 50,852,400 ============================================================================= THRIFTS & MORTGAGE FINANCE-3.36% Fannie Mae 657,300 49,336,938 ----------------------------------------------------------------------------- MGIC Investment Corp. 492,900 28,065,726 ============================================================================= 77,402,664 ============================================================================= Total Common Stocks & Other Equity Interests (Cost $1,406,047,422) 1,542,208,199 ============================================================================= PRINCIPAL AMOUNT BONDS & NOTES-12.35% AEROSPACE & DEFENSE-0.01% Lockheed Martin Corp.-Series A, Medium Term Notes, 8.66%, 11/30/06 $ 300,000 343,674 ============================================================================= ALTERNATIVE CARRIERS-0.05% INTELSAT Ltd. (Bermuda), Notes, 6.50%, 11/01/13 (Acquired 10/31/03; Cost $1,120,625)(b)(c) 1,100,000 1,150,710 ============================================================================= AUTOMOBILE MANUFACTURERS-0.07% DaimlerChrysler N.A. Holding Corp.-Series D, Gtd. Medium Term Notes, 3.40%, 12/15/04 1,615,000 1,638,240 ============================================================================= BROADCASTING & CABLE TV-0.97% British Sky Broadcasting Group PLC (United Kingdom), Unsec. Gtd. Global Notes, 7.30%, 10/15/06 1,500,000 1,673,490 ----------------------------------------------------------------------------- Clear Channel Communications, Inc., Sr. Unsec. Gtd. Notes, 8.00%, 11/01/08 1,200,000 1,402,848 ----------------------------------------------------------------------------- Comcast Corp., Sr. Unsec. Notes, 8.88%, 04/01/07 2,960,000 3,045,899 ----------------------------------------------------------------------------- Sr. Unsec. Sub. Notes, 10.50%, 06/15/06 800,000 940,000 ----------------------------------------------------------------------------- Continental Cablevision, Inc., Sr. Unsec. Deb., 9.50%, 08/01/13 1,710,000 1,953,846 ----------------------------------------------------------------------------- Cox Radio, Inc., Sr. Unsec. Notes, 6.63%, 02/15/06 750,000 809,730 ----------------------------------------------------------------------------- TCI Communications Financing III, Gtd. Bonds, 9.65%, 03/31/27 1,200,000 1,479,420 ----------------------------------------------------------------------------- Time Warner Cos. Inc., Sr. Unsec. Gtd. Deb, 6.88%, 06/15/18 5,055,000 5,513,691 ----------------------------------------------------------------------------- 7.25%, 10/15/17 900,000 1,026,144 ----------------------------------------------------------------------------- 7.57%, 02/01/24 1,200,000 1,352,760 ----------------------------------------------------------------------------- Unsec. Notes, 7.75%, 06/15/05 2,950,000 3,193,640 ============================================================================= 22,391,468 ============================================================================= CONSUMER FINANCE-1.60% Associates Corp. of North America, Sr. Global Deb., 6.95%, 11/01/18 3,775,000 4,382,850 ----------------------------------------------------------------------------- Capital One Bank, Sr. Global Notes, 8.25%, 06/15/05 1,000,000 1,081,490 ----------------------------------------------------------------------------- Capital One Financial Corp., Sr. Unsec. Notes, 7.25%, 05/01/06 2,100,000 2,263,233 ----------------------------------------------------------------------------- Ford Motor Credit Co., Unsec. Global Notes, 6.88%, 02/01/06 8,880,000 9,470,875 ----------------------------------------------------------------------------- 7.50%, 03/15/05 4,600,000 4,859,578 ----------------------------------------------------------------------------- General Motors Acceptance Corp., Global Notes, 4.50%, 07/15/06 2,000,000 2,055,900 ----------------------------------------------------------------------------- Medium Term Notes, 5.25%, 05/16/05 700,000 726,376 ----------------------------------------------------------------------------- Unsec. Unsub. Global Notes, 6.75%, 01/15/06 5,650,000 6,052,732 ----------------------------------------------------------------------------- Hertz Corp. (The), Floating Rate Global Notes, 1.71%, 08/13/04(d) 500,000 495,000 ----------------------------------------------------------------------------- Household Finance Corp., Global Notes, 6.38%, 11/27/12 3,770,000 4,123,890 ----------------------------------------------------------------------------- Sr. Unsec. Global Notes, 6.50%, 01/24/06 1,265,000 1,369,717 ============================================================================= 36,881,641 ============================================================================= |
FS-3
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- DIVERSIFIED BANKS-1.03% American Savings Bank, Notes, 6.63%, 02/15/06 (Acquired 03/05/03; Cost $554,525)(b)(c) $ 500,000 $ 535,340 ----------------------------------------------------------------------------- Bank of America Corp.-Series B, Putable Sub. Medium Term Notes, 8.57%, 11/15/04 1,000,000 1,304,980 ----------------------------------------------------------------------------- Barclays Bank PLC (Diversified Banks), Bonds, 8.55%, (Acquired 11/05/03; Cost $1,107,576)(b)(c)(e) 900,000 1,095,174 ----------------------------------------------------------------------------- Barnett Capital I, Gtd. Bonds, 8.06%, 12/01/26 1,000,000 1,149,310 ----------------------------------------------------------------------------- Barnett Capital II, Gtd. Bonds, 7.95%, 12/01/26 500,000 555,810 ----------------------------------------------------------------------------- Centura Capital Trust I, Gtd. Notes, 8.85%, 06/01/27 (Acquired 05/22/03; Cost $1,771,602)(b)(c) 1,400,000 1,683,486 ----------------------------------------------------------------------------- Corestates Capital Trust I, Bonds, 8.00%, 12/15/26 (Acquired 06/18/03; Cost $1,072,395)(b)(c) 900,000 1,025,388 ----------------------------------------------------------------------------- Corporacion Andina de Fomento (Venezuela), Global Notes, 5.20%, 05/21/13 2,900,000 2,869,869 ----------------------------------------------------------------------------- HSBC Capital Funding L.P. (United Kingdom), Gtd. Bonds, 4.61%, (Acquired 11/05/03; Cost $373,008)(b)(c)(e) 400,000 376,460 ----------------------------------------------------------------------------- Lloyds Bank PLC (United Kingdom)-Series 1, Unsec. Sub. Floating Rate Euro Notes, 1.25%(e) 3,870,000 3,281,358 ----------------------------------------------------------------------------- NBD Bank N.A. Michigan, Unsec. Putable Sub. Deb., 8.25%, 11/01/04 3,290,000 4,182,083 ----------------------------------------------------------------------------- RBS Capital Trust I, Bonds, 4.71%,(e) 400,000 380,776 ----------------------------------------------------------------------------- Santander Financial Issuances (Cayman Islands), Unsec. Gtd. Sub. Yankee Notes, 7.00%, 04/01/06 4,850,000 5,288,585 ============================================================================= 23,728,619 ============================================================================= DIVERSIFIED CAPITAL MARKETS-0.18% UBS Preferred Funding Trust I, Gtd. Global Bonds, 8.62%(e) 3,385,000 4,168,086 ============================================================================= ELECTRIC UTILITIES-1.28% AmerenEnergy Generating Co.-Series C, Sr. Unsec. Global Notes, 7.75%, 11/01/05 350,000 383,509 ----------------------------------------------------------------------------- American Electric Power Co., Inc., Sr. Unsec. Unsub. Notes, 5.25%, 06/01/15 1,240,000 1,217,829 ----------------------------------------------------------------------------- CenterPoint Energy, Inc., Notes, 5.88%, 06/01/08 (Acquired 05/21/03; Cost $907,668)(b) 900,000 931,734 ----------------------------------------------------------------------------- Cinergy Corp., Unsec. Sub. Global Deb., 6.25%, 09/01/04 650,000 667,888 ----------------------------------------------------------------------------- Consolidated Edison Co. of New York, Unsec. Deb., 7.75%, 06/01/26 900,000 990,747 ----------------------------------------------------------------------------- Consumers Energy Co., First Mortgage Bonds, 6.00%, 02/15/14 (Acquired 10/03/03; Cost $1,533,450)(b)(c) 1,500,000 1,568,640 ----------------------------------------------------------------------------- Hydro-Quebec (Canada), Gtd. Floating Rate Euro Notes, 1.25%(e)(f) 5,050,000 4,538,470 ----------------------------------------------------------------------------- Series B, Gtd. Medium Term Notes, 8.62%, 12/15/11 2,150,000 2,709,237 ----------------------------------------------------------------------------- Japan Bank for International Cooperation (Japan), Unsec. Gtd. Euro Bonds, 6.50%, 10/06/05 4,600,000 4,954,941 ----------------------------------------------------------------------------- South Carolina Electric & Gas Co., First Mortgage Bonds, 5.25%, 11/01/18 3,390,000 3,388,813 ----------------------------------------------------------------------------- |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE ELECTRIC UTILITIES-(CONTINUED) Southern Power Co., Bonds, 4.88%, 07/15/15 (Acquired 07/01/03; Cost $1,296,594)(b) $ 1,300,000 $ 1,240,720 ----------------------------------------------------------------------------- Sutton Bridge Financing Ltd. (United Kingdom), Gtd. Euro Bonds, 8.63%, 06/30/22(g) GBP 2,743,005 4,893,654 ----------------------------------------------------------------------------- United Energy Distribution Holdings Pty Ltd. (Australia), Sr. Unsec. Unsub. Notes, 4.70%, 04/15/11 (Acquired 11/12/03; Cost $899,091)(b)(c) 900,000 908,991 ----------------------------------------------------------------------------- Xcel Energy, Inc., Sr. Global Notes, 3.40%, 07/01/08 1,100,000 1,076,130 ============================================================================= 29,471,303 ============================================================================= ENVIRONMENTAL SERVICES-0.09% Waste Management, Inc., Sr. Unsec. Unsub. Notes, 7.38%, 08/01/10 1,820,000 2,101,408 ============================================================================= FOOD RETAIL-0.10% Kroger Co., Sr. Unsec. Gtd. Notes, 7.38%, 03/01/05 500,000 533,360 ----------------------------------------------------------------------------- Safeway Inc., Notes, 2.50%, 11/01/05 1,750,000 1,749,860 ============================================================================= 2,283,220 ============================================================================= GAS UTILITIES-0.11% CenterPoint Energy Resources Corp., Unsec. Deb., 6.50%, 02/01/08 1,145,000 1,230,967 ----------------------------------------------------------------------------- MCN Corp., First Mortgage Bonds, 5.70%, 03/15/33 1,260,000 1,222,691 ============================================================================= 2,453,658 ============================================================================= HEALTH CARE FACILITIES-0.05% HCA Inc., Notes, 6.25%, 02/15/13 1,225,000 1,261,554 ============================================================================= HOMEBUILDING-0.05% Lennar Corp.-Series B, Sr. Unsec. Gtd. Global Notes, 9.95%, 05/01/10 930,000 1,062,525 ============================================================================= HYPERMARKETS & SUPER CENTERS-0.14% Wal-Mart Stores, Inc., Unsec. Deb., 8.50%, 09/15/24 2,895,000 3,138,441 ============================================================================= |
FS-4
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- INDUSTRIAL CONGLOMERATES-0.04% URC Holdings Corp., Sr. Notes, 7.88%, 06/30/06 (Acquired 10/08/03; Cost $849,203)(b)(c) $ 750,000 $ 836,347 ============================================================================= INTEGRATED OIL & GAS-0.10% Repsol International Finance B.V. (Netherlands), Unsec. Gtd. Global Notes, 7.45%, 07/15/05 1,590,000 1,715,626 ----------------------------------------------------------------------------- TGT Pipeline LLC, Global Notes, 5.20%, 06/01/18 600,000 564,198 ============================================================================= 2,279,824 ============================================================================= INTEGRATED TELECOMMUNICATION SERVICES-1.61% British Telecommunications PLC (United Kingdom), Global Notes, 7.88%, 12/15/05 140,000 154,192 ----------------------------------------------------------------------------- Citizens Communications Co., Sr. Unsec. Notes, 9.25%, 05/15/11 400,000 473,008 ----------------------------------------------------------------------------- Deutsche Telekom International Finance B.V. (Netherlands), Unsec. Gtd. Unsub. Global Bonds, 8.25%, 06/15/05 1,650,000 1,793,550 ----------------------------------------------------------------------------- France Telecom S.A. (France), Sr. Unsec. Global Notes, 9.75%, 03/01/31 1,130,000 1,493,713 ----------------------------------------------------------------------------- GTE Hawaiian Telephone Co., Inc.-Series A, Unsec. Deb., 7.00%, 02/01/06 2,655,000 2,895,995 ----------------------------------------------------------------------------- New England Telephone & Telegraph Co., Sr. Unsec. Notes, 7.65%, 06/15/07 1,000,000 1,123,590 ----------------------------------------------------------------------------- Sprint Capital Corp., Sr. Unsec. Gtd. Global Notes, 6.00%, 01/15/07 2,160,000 2,301,026 ----------------------------------------------------------------------------- 7.13%, 01/30/06 6,610,000 7,088,762 ----------------------------------------------------------------------------- Sr. Unsec. Gtd. Unsub. Global Notes, 6.13%, 11/15/08 1,381,000 1,467,630 ----------------------------------------------------------------------------- Unsec. Gtd. Global Notes, 7.90%, 03/15/05 3,230,000 3,444,020 ----------------------------------------------------------------------------- 8.75%, 03/15/32 1,000,000 1,185,140 ----------------------------------------------------------------------------- Sprint Corp., Deb., 9.00%, 10/15/19 2,200,000 2,628,318 ----------------------------------------------------------------------------- TELUS Corp. (Canada), Yankee Notes, 7.50%, 06/01/07 2,500,000 2,778,125 ----------------------------------------------------------------------------- 8.00%, 06/01/11 1,000,000 1,172,500 ----------------------------------------------------------------------------- Verizon Communications Inc., Unsec. Deb., 6.36%, 04/15/06 2,570,000 2,784,030 ----------------------------------------------------------------------------- Verizon Global Funding Corp., Sr. Unsec. Unsub. Global Notes, 7.75%, 12/01/30 765,000 895,050 ----------------------------------------------------------------------------- Verizon Pennsylvania Inc.-Series A, Global Notes, 5.65%, 11/15/11 3,310,000 3,483,643 ============================================================================= 37,162,292 ============================================================================= INVESTMENT BANKING & BROKERAGE-0.44% Goldman Sachs Group, Inc. (The), Unsec. Global Notes, 4.13%, 01/15/08 4,475,000 4,579,670 ----------------------------------------------------------------------------- Lehman Brothers Inc., Sr. Sub. Deb., 11.63%, 05/15/05 2,645,000 2,951,846 ----------------------------------------------------------------------------- Sr. Unsec. Sub. Notes, 7.63%, 06/01/06 1,000,000 1,119,340 ----------------------------------------------------------------------------- Merrill Lynch & Co., Inc.-Series B, Medium Term Notes, 4.54%, 03/08/05 1,415,000 1,457,549 ============================================================================= 10,108,405 ============================================================================= |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE LIFE & HEALTH INSURANCE-0.76% John Hancock Global Funding II, Notes, 5.00%, 07/27/07 (Acquired 06/12/02; Cost $2,323,721)(b)(c) $ 2,325,000 $ 2,470,429 ----------------------------------------------------------------------------- Lincoln National Corp., Unsec. Deb., 9.13%, 10/01/24 4,870,000 5,296,028 ----------------------------------------------------------------------------- ReliaStar Financial Corp., Unsec. Notes, 8.00%, 10/30/06 600,000 672,978 ----------------------------------------------------------------------------- Torchmark Corp., Notes, 7.38%, 08/01/13 3,000,000 3,483,330 ----------------------------------------------------------------------------- 7.88%, 05/15/23 4,845,000 5,677,952 ============================================================================= 17,600,717 ============================================================================= MULTI-LINE INSURANCE-0.09% MassMutual Global Funding II, Notes, 3.80%, 04/15/09 (Acquired 10/07/03; Cost $2,197,074)(b)(c) 2,200,000 2,195,028 ============================================================================= MULTI-UTILITIES & UNREGULATED POWER-0.02% Duke Energy Corp., First Mortgage Bonds, 3.75%, 03/05/08 350,000 351,501 ============================================================================= MUNICIPALITIES-0.12% Illinois (State of); Unlimited Tax Pension Series 2003 GO, 5.10%, 06/01/33 3,005,000 2,763,007 ============================================================================= OIL & GAS DRILLING-0.03% Transocean Inc.(Cayman Islands), Sr. Unsec. Unsub. Global Deb., 8.00%, 04/15/27 600,000 720,762 ============================================================================= OIL & GAS EXPLORATION & PRODUCTION-0.37% Kern River Funding Corp., Sr. Gtd. Notes, 4.89%, 04/30/18 (Acquired 04/23/03- 05/20/03; Cost $3,439,997)(b)(c) 3,404,744 3,397,594 ----------------------------------------------------------------------------- Pemex Project Funding Master Trust, Unsec. Unsub. Gtd. Global Notes, 7.38%, 12/15/14 4,900,000 5,170,529 ============================================================================= 8,568,123 _____________________________________________________________________________ ============================================================================= OIL & GAS REFINING, MARKETING & TRANSPORTATION-0.09% Petroleos Mexicanos (Mexico), Unsub. Gtd. Global Notes, 6.50%, 02/01/05 1,310,000 1,372,225 ----------------------------------------------------------------------------- Plains All American Pipeline L.P., Sr. Notes, 5.63%, 12/15/13 (Acquired 12/03/03; Cost $698,138)(b)(c) 700,000 705,292 ============================================================================= 2,077,517 ============================================================================= |
FS-5
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- OTHER DIVERSIFIED FINANCIAL SERVICES-0.90% CIT Group Inc., Sr. Global Notes, 7.13%, 10/15/04 $ 1,110,000 $ 1,158,485 ----------------------------------------------------------------------------- Sr. Unsec. Notes, 6.63%, 06/15/05 500,000 532,900 ----------------------------------------------------------------------------- Sr. Unsec. Unsub. Global Notes, 7.63%, 08/16/05 830,000 901,181 ----------------------------------------------------------------------------- Citigroup Inc., Unsec. Sub. Global Notes, 6.00%, 10/31/33 3,500,000 3,505,250 ----------------------------------------------------------------------------- General Electric Capital Corp., Sub. Gtd. Notes, 8.13%, 05/15/12 2,600,000 3,151,460 ----------------------------------------------------------------------------- Sr. Medium Term Global Notes, 4.25%, 12/01/10 1,235,000 1,227,022 ----------------------------------------------------------------------------- Series A, Medium Term Global Notes, 2.85%, 01/30/06 400,000 405,148 ----------------------------------------------------------------------------- 5.88%, 02/15/12 1,200,000 1,292,556 ----------------------------------------------------------------------------- 6.00%, 06/15/12 1,000,000 1,082,550 ----------------------------------------------------------------------------- Heller Financial, Inc., Sr. Unsec. Global Notes, 8.00%, 06/15/05 2,425,000 2,633,477 ----------------------------------------------------------------------------- Household Finance Corp., Medium Term Notes, 3.38%, 02/21/06 470,000 479,334 ----------------------------------------------------------------------------- ING Capital Funding Trust III, Gtd. Global Bonds, 8.44%(e) 900,000 1,088,181 ----------------------------------------------------------------------------- Pemex Finance Ltd. (Cayman Islands)- Series 1999-2, Class A1, Global Bonds, 9.69%, 08/15/09 2,900,000 3,365,798 ============================================================================= 20,823,342 ============================================================================= PROPERTY & CASUALTY INSURANCE-0.03% Travelers Property Casualty Corp., Sr. Unsec. Notes, 6.75%, 11/15/06 700,000 765,527 ============================================================================= PUBLISHING-0.13% News America Holdings, Inc., Sr. Unsec. Gtd. Deb., 7.70%, 10/30/25 1,615,000 1,882,315 ----------------------------------------------------------------------------- Unsec. Gtd. Deb., 7.75%, 01/20/24 1,000,000 1,169,730 ============================================================================= 3,052,045 ============================================================================= REAL ESTATE-0.06% EOP Operating L.P., Unsec. Notes, 8.38%, 03/15/06 1,250,000 1,403,450 ============================================================================= REAL ESTATE MANAGEMENT & DEVELOPMENT-0.07% Dominion Resources, Inc.-Series F, Sr. Unsec. Putable Notes, 5.25%, 08/01/15 1,700,000 1,697,960 ============================================================================= REGIONAL BANKS-0.34% BB&T Corp., Unsec. Sub. Global Notes, 5.20%, 12/23/15 3,800,000 3,790,272 ----------------------------------------------------------------------------- Greater Bay Bancorp.-Series B, Sr. Notes, 5.25%, 03/31/08 3,000,000 3,027,570 ----------------------------------------------------------------------------- Union Planters Corp., Notes, 4.38%, 12/01/10 925,000 919,885 ============================================================================= 7,737,727 ============================================================================= |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE REINSURANCE-0.10% GE Global Insurance Holding Corp., Unsec. Notes, 7.50%, 06/15/10 $ 2,000,000 $ 2,298,680 ============================================================================= RESTAURANTS-0.04% McDonald's Corp., Unsec. Deb., 7.05%, 11/15/25 850,000 932,306 ============================================================================= SOVEREIGN DEBT-0.36% New Brunswick (Province of) (Canada), Sec. Yankee Deb., 6.75%, 08/15/13 830,000 969,050 ----------------------------------------------------------------------------- Quebec (Province of) (Canada), Sr. Unsec. Unsub. Global Deb., 5.75%, 02/15/09 1,400,000 1,533,742 ----------------------------------------------------------------------------- United Mexican States (Mexico), Global Notes, 4.63%, 10/08/08 610,000 619,913 ----------------------------------------------------------------------------- 6.63%, 03/03/15 1,000,000 1,038,750 ----------------------------------------------------------------------------- 7.50%, 04/08/33 3,900,000 4,070,625 ============================================================================= 8,232,080 ============================================================================= THRIFTS & MORTGAGE FINANCE-0.23% Countrywide Home Loans, Inc. Series J, Gtd. Medium Term Global Notes, 5.50%, 08/01/06 700,000 748,727 ----------------------------------------------------------------------------- Series K, Medium Term Global Notes, 3.50%, 12/19/05 2,260,000 2,316,613 ----------------------------------------------------------------------------- Washington Mutual Financial Corp., Sr. Unsec. Notes, 8.25%, 06/15/05 2,050,000 2,231,364 ============================================================================= 5,296,704 ============================================================================= TOBACCO-0.05% Altria Group, Inc., Notes, 7.00%, 11/04/13 700,000 747,341 ----------------------------------------------------------------------------- Unsec. Notes, 6.38%, 02/01/06 350,000 367,346 ============================================================================= 1,114,687 ============================================================================= TRUCKING-0.13% Roadway Corp., Sr. Unsec. Gtd. Global Notes, 8.25%, 12/01/08 2,655,000 2,996,619 ============================================================================= WIRELESS TELECOMMUNICATION SERVICES-0.51% TeleCorp PCS, Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.63%, 07/15/10 4,755,000 5,644,661 ----------------------------------------------------------------------------- Tritel PCS Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.38%, 01/15/11 5,000,000 6,026,900 ============================================================================= 11,671,561 ============================================================================= Total Bonds & Notes (Cost $277,186,962) 284,760,758 ============================================================================= |
FS-6
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- ASSET-BACKED SECURITIES-0.82% ELECTRIC UTILITIES-0.02% Public Service Co. of Colorado, Global Collateral Trust, 4.88%, 03/01/13 $ 605,000 $ 602,846 ============================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-0.65% Citicorp Lease-Series 1999-1, Class A1, Pass Through Ctfs., 7.22%, 06/15/05 (Acquired 05/08/02-09/23/03; Cost $5,379,228)(b)(c) 5,070,111 5,434,348 ----------------------------------------------------------------------------- Citicorp Lease-Series 1999-1, Class A2, Pass Through Ctfs., 8.04%, 12/15/19 (Acquired 06/01/00-08/20/02; Cost $6,610,373)(b)(c) 6,600,000 7,759,356 ----------------------------------------------------------------------------- First Industrial Realty Trust, Inc., Putable PATS, 7.38%, 05/15/04 (Acquired 02/06/03; Cost $1,111,410)(b)(c) 1,060,000 1,079,684 ----------------------------------------------------------------------------- Yorkshire Power (Cayman Islands)- Series 2000-1, Pass Through Ctfs., 8.25%, 02/15/05 (Acquired 11/12/03; Cost $640,800)(b)(c) 600,000 636,198 ============================================================================= 14,909,586 ============================================================================= SPECIALIZED FINANCE-0.15% National Rural Utilities Cooperative Finance Corp., Sr. Sec. Global Collateral Trust, 6.00%, 05/15/06 3,200,000 3,429,312 ============================================================================= Total Asset-Backed Securities (Cost $17,531,208) 18,941,744 ============================================================================= U.S. GOVERNMENT AGENCY SECURITIES-14.02% FEDERAL HOME LOAN BANK-0.04% Unsec. Bonds, 4.88%, 04/16/04 820,000 829,012 ============================================================================= FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC)-5.01% Pass Through Ctfs., 5.00%, 12/01/18 599,941 612,106 ----------------------------------------------------------------------------- 5.50%, 05/01/13 to 12/01/33 4,973,091 5,152,676 ----------------------------------------------------------------------------- 6.00%, 04/01/17 to 02/01/33 11,914,220 12,458,120 ----------------------------------------------------------------------------- 6.50%, 05/01/16 to 08/01/32 11,038,924 11,578,359 ----------------------------------------------------------------------------- 7.00%, 06/01/15 to 06/01/32 8,373,699 8,865,024 ----------------------------------------------------------------------------- 7.50%, 12/01/30 to 03/01/32 1,507,028 1,618,847 ----------------------------------------------------------------------------- 8.00%, 01/01/27 1,582,680 1,722,049 ----------------------------------------------------------------------------- Unsec. Disc. Notes, 0.75%, 01/02/04(h) 72,275,000 72,273,494 ----------------------------------------------------------------------------- Unsec. Global Notes, 2.75%, 03/15/08 1,330,000 1,302,748 ============================================================================= 115,583,423 ============================================================================= FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-7.69% Pass Through Ctfs., 5.00%, 10/01/17 to 11/01/18 23,803,029 24,314,910 ----------------------------------------------------------------------------- 5.50%, 04/01/18 to 12/01/33 60,773,393 61,867,027 ----------------------------------------------------------------------------- 6.00%, 01/01/17 to 12/01/33 27,598,400 28,554,081 ----------------------------------------------------------------------------- 6.50%, 04/01/14 to 01/01/33 23,040,308 24,190,944 ----------------------------------------------------------------------------- 7.00%, 12/01/15 to 09/01/32 9,689,413 10,305,330 ----------------------------------------------------------------------------- 7.50%, 11/01/15 to 05/01/32 2,979,159 3,186,683 ----------------------------------------------------------------------------- 8.00%, 08/01/21 to 10/01/30 2,192,614 2,391,199 ----------------------------------------------------------------------------- |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-(CONTINUED) 8.50%, 03/01/10 to 10/01/28 $ 3,480,157 $ 3,814,292 ----------------------------------------------------------------------------- Unsec. Global Notes, 1.88%, 09/15/05 3,725,000 3,729,358 ----------------------------------------------------------------------------- 4.38%, 09/15/12 800,000 790,640 ----------------------------------------------------------------------------- 6.20%, 06/13/17 5,550,000 5,779,104 ----------------------------------------------------------------------------- Unsec. Notes, 5.25%, 06/15/06 2,200,000 2,353,340 ----------------------------------------------------------------------------- Unsec. Sub. Notes, 5.25%, 08/01/12 5,725,000 5,876,026 ============================================================================= 177,152,934 ============================================================================= GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA)-1.28% Pass Through Ctfs., 5.50%, 12/15/33 2,000,000 2,036,000 ----------------------------------------------------------------------------- 6.00%, 11/15/08 to 10/15/33 8,781,297 9,141,817 ----------------------------------------------------------------------------- 6.50%, 10/15/08 to 02/15/33 7,183,612 7,581,557 ----------------------------------------------------------------------------- 7.00%, 10/15/08 to 05/15/32 4,787,311 5,106,248 ----------------------------------------------------------------------------- 7.50%, 06/15/23 to 05/15/32 3,788,190 4,076,602 ----------------------------------------------------------------------------- 8.00%, 08/15/22 to 01/20/31 1,278,730 1,401,762 ----------------------------------------------------------------------------- 8.50%, 11/15/24 to 02/15/25 132,794 146,133 ============================================================================= 29,490,119 ============================================================================= Total U.S. Government Agency Securities (Cost $319,687,575) 323,055,488 ============================================================================= U.S. TREASURY SECURITIES-8.03% U.S. TREASURY NOTES-6.23% 2.13%, 10/31/04 26,115,000 26,325,226 ----------------------------------------------------------------------------- 1.50%, 02/28/05 33,260,000 33,343,150 ----------------------------------------------------------------------------- 6.75%, 05/15/05 5,550,000 5,950,654 ----------------------------------------------------------------------------- 6.50%, 10/15/06 23,065,000 25,703,175 ----------------------------------------------------------------------------- 3.50%, 11/15/06 14,800,000 15,304,088 ----------------------------------------------------------------------------- 3.13%, 10/15/08 14,800,000 14,781,500 ----------------------------------------------------------------------------- 4.75%, 11/15/08 10,775,000 11,540,995 ----------------------------------------------------------------------------- 5.00%, 02/15/11 9,900,000 10,637,847 ============================================================================= 143,586,635 ============================================================================= U.S. TREASURY BONDS-1.80% 7.25%, 05/15/16 10,400,000 12,982,112 ----------------------------------------------------------------------------- |
FS-7
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- U.S. TREASURY BONDS-(CONTINUED) 7.50%, 11/15/16 $ 22,320,000 $ 28,433,671 ============================================================================= 41,415,783 ============================================================================= Total U.S. Treasury Securities (Cost $181,771,734) 185,002,418 ----------------------------------------------------------------------------- TOTAL INVESTMENTS-102.12% (excluding investments purchased with cash collateral from securities loaned) (Cost $2,202,224,901) 2,353,968,607 ============================================================================= |
MARKET SHARES VALUE ----------------------------------------------------------------------------- INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-5.22% Liquid Assets Portfolio(i)(j) $ 60,195,599 $ 60,195,599 ----------------------------------------------------------------------------- STIC Prime Portfolio(i)(j) 60,195,599 60,195,599 ============================================================================= Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $120,391,198) 120,391,198 ============================================================================= TOTAL INVESTMENTS-107.34% (Cost $2,322,616,099) 2,474,359,805 ============================================================================= OTHER ASSETS LESS LIABILITIES-(7.34%) (169,223,468) ============================================================================= NET ASSETS-100.00% $2,305,136,337 _____________________________________________________________________________ ============================================================================= |
Investment Abbreviations:
ADR - American Depositary Receipt Ctfs - Certificates Deb. - Debentures GBP - British Pound Sterling GO - General Obligation Bonds Gtd. - Guaranteed PATS - Pass Through Asset Trust Securities Sec. - Secured Sr. - Senior Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $35,030,919,
which represented 1.52% of the Fund's net assets. Unless otherwise
indicated, these securities are not considered to be illiquid.
(c) Security considered to be illiquid. The aggregate market value of these
securities considered illiquid at 12/31/03 was $32,858,465 which represented
1.43% of the Fund's net assets.
(d) Interest rates are redetermined quarterly. Rates shown are rates in effect
on 12/31/03.
(e) Perpetual bond with no specified maturity date.
(f) Interest rates are redetermined semiannually. Rates shown are rates in
effect on 12/31/03.
(g) Foreign denominated security. Par value is denominated in currency
indicated.
(h) Security is traded on a discount basis. The interest rate shown represents
the discount rate at the time of purchase by the Fund.
(i) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(j) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-8
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $2,202,224,901)* $2,353,968,607 ------------------------------------------------------------ Investments in affiliated money market funds (cost $120,391,198) 120,391,198 ------------------------------------------------------------ Cash 821,192 ------------------------------------------------------------ Receivables for: Investments sold 21,416,194 ------------------------------------------------------------ Fund shares sold 1,476,461 ------------------------------------------------------------ Dividends and interest 8,828,052 ------------------------------------------------------------ Principal paydowns 4,469 ------------------------------------------------------------ Investments matured (Note 10) 250,120 ------------------------------------------------------------ Investment for deferred compensation and retirement plans 185,169 ------------------------------------------------------------ Other assets 50,384 ============================================================ Total assets 2,507,391,846 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 45,318,017 ------------------------------------------------------------ Fund shares reacquired 33,093,079 ------------------------------------------------------------ Deferred compensation and retirement plans 264,742 ------------------------------------------------------------ Collateral upon return of securities loaned 120,391,198 ------------------------------------------------------------ Accrued distribution fees 990,675 ------------------------------------------------------------ Accrued transfer agent fees 1,941,903 ------------------------------------------------------------ Accrued operating expenses 255,895 ============================================================ Total liabilities 202,255,509 ============================================================ Net assets applicable to shares outstanding $2,305,136,337 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $2,905,249,675 ------------------------------------------------------------ Undistributed net investment income (2,977,290) ------------------------------------------------------------ Undistributed net realized gain (loss) from investment securities, foreign currencies, futures contracts and option contracts (748,835,123) ------------------------------------------------------------ Unrealized appreciation of investment securities, foreign currencies and futures contracts 151,699,075 ============================================================ $2,305,136,337 ____________________________________________________________ ============================================================ NET ASSETS: Class A $1,297,377,525 ____________________________________________________________ ============================================================ Class B $ 739,424,478 ____________________________________________________________ ============================================================ Class C $ 264,512,894 ____________________________________________________________ ============================================================ Class R $ 3,811,690 ____________________________________________________________ ============================================================ Institutional Class $ 9,750 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 54,223,955 ____________________________________________________________ ============================================================ Class B 30,970,912 ____________________________________________________________ ============================================================ Class C 11,062,519 ____________________________________________________________ ============================================================ Class R 159,148 ____________________________________________________________ ============================================================ Institutional Class 407 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 23.93 ------------------------------------------------------------ Offering price per share: (Net asset value of $23.93 divided by 95.25%) $ 25.12 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 23.87 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 23.91 ____________________________________________________________ ============================================================ Class R: Net asset value and offering price per share $ 23.95 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 23.94 ____________________________________________________________ ============================================================ |
* At December 31, 2003, securities with an aggregate market value of $118,156,505 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-9
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Interest $ 40,986,029 -------------------------------------------------------------------------- Dividends (net of foreign withholding tax of $149,904) 21,234,491 -------------------------------------------------------------------------- Dividends from affiliated money market funds* 1,786,974 ========================================================================== Total investment income 64,007,494 ========================================================================== EXPENSES: Advisory fees 12,247,956 -------------------------------------------------------------------------- Administrative services fees 498,697 -------------------------------------------------------------------------- Custodian fees 103,683 -------------------------------------------------------------------------- Distribution fees: Class A 3,397,488 -------------------------------------------------------------------------- Class B 7,336,443 -------------------------------------------------------------------------- Class C 2,791,836 -------------------------------------------------------------------------- Class R 13,795 -------------------------------------------------------------------------- Transfer agent fees -- Class A, B, C and R 6,396,180 -------------------------------------------------------------------------- Transfer agent fees -- Institutional Class 49 -------------------------------------------------------------------------- Trustees' fees 43,067 -------------------------------------------------------------------------- Other 809,137 ========================================================================== Total expenses 33,638,331 ========================================================================== Less: Fees waived and expense offset arrangements (61,944) ========================================================================== Net expenses 33,576,387 ========================================================================== Net investment income 30,431,107 ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FUTURES CONTRACTS AND OPTION CONTRACTS: Net realized gain from: Investment securities 104,173,618 -------------------------------------------------------------------------- Foreign currencies 130,456 -------------------------------------------------------------------------- Futures contracts 2,809,071 -------------------------------------------------------------------------- Option contracts written 669,555 ========================================================================== 107,782,700 ========================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities 226,610,643 -------------------------------------------------------------------------- Foreign currencies (66,701) -------------------------------------------------------------------------- Futures contracts 1,573,443 ========================================================================== 228,117,385 ========================================================================== Net gain from investment securities, foreign currencies, futures contracts and option contracts 335,900,085 ========================================================================== Net increase in net assets resulting from operations $366,331,192 __________________________________________________________________________ ========================================================================== |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-10
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ----------------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 30,431,107 $ 58,143,822 ----------------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies, futures contracts and option contracts 107,782,700 (509,645,234) ----------------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies and futures contracts 228,117,385 (226,603,332) =============================================================================================== Net increase (decrease) in net assets resulting from operations 366,331,192 (678,104,744) =============================================================================================== Distributions to shareholders from net investment income: Class A (26,240,036) (43,040,026) ----------------------------------------------------------------------------------------------- Class B (8,673,183) (14,672,799) ----------------------------------------------------------------------------------------------- Class C (3,288,903) (5,912,859) ----------------------------------------------------------------------------------------------- Class R (48,722) (2,356) ----------------------------------------------------------------------------------------------- Institutional Class (209) (233) =============================================================================================== Decrease in net assets resulting from distributions (38,251,053) (63,628,273) =============================================================================================== Share transactions-net: Class A (325,786,055) (418,695,124) ----------------------------------------------------------------------------------------------- Class B (127,772,946) (189,750,544) ----------------------------------------------------------------------------------------------- Class C (75,676,154) (92,084,801) ----------------------------------------------------------------------------------------------- Class R 3,149,619 295,439 ----------------------------------------------------------------------------------------------- Institutional Class 209 10,233 =============================================================================================== Net increase (decrease) in net assets resulting from share transactions (526,085,327) (700,224,797) =============================================================================================== Net increase (decrease) in net assets (198,005,188) (1,441,957,814) =============================================================================================== NET ASSETS: Beginning of year 2,503,141,525 3,945,099,339 =============================================================================================== End of year (including undistributed net investment income (loss) of $(2,977,290) and $(2,766,985) for 2003 and 2002, respectively) $2,305,136,337 $ 2,503,141,525 _______________________________________________________________________________________________ =============================================================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-11
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Balanced Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve as high a total return as possible, consistent with preservation of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. REPURCHASE AGREEMENTS -- Repurchase agreements held by the Fund are fully collateralized by securities issued by the U.S. Government, its agencies or instrumentalities and such collateral is in the possession of the Fund's custodian. The collateral is evaluated daily to ensure its market value exceeds the current market value of the repurchase agreements including accrued interest. In the event of default on the obligation to repurchase, the
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Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, the Fund might incur expenses in enforcing its rights, and could experience losses, including a decline in the value of the underlying security and loss of income.
D. DOLLAR ROLL TRANSACTIONS -- The Fund may engage in dollar roll transactions with respect to mortgage-backed securities issued by GNMA, FNMA and FHLMC. In a dollar roll transaction, the Fund sells a mortgage-backed security held in the Fund to a financial institution such as a bank or broker-dealer, and simultaneously agrees to repurchase a substantially similar security (same type, coupon and maturity) from the institution at an agreed upon price. The mortgage-backed securities that are repurchased will bear the same interest rate as those sold, but generally will be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on securities sold. Proceeds of the sale may be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the security sold. The difference between the selling price and the future repurchase price is recorded as realized gain (loss). At the time the Fund enters into the dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed transaction costs.
E. DISTRIBUTIONS -- Distributions from income are declared and paid quarterly and are recorded on ex-dividend date. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
F. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
G. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
H. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
I. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts.
J. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration
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date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
K. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.75% of the first $150 million of the Fund's average daily net assets, plus 0.50% of the Fund's average daily net assets in excess of $150 million. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $26,441.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $498,697 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. For the Institutional Class, the transfer agent has contractually agreed to reimburse class specific transfer agent fees to the extent necessary to limit transfer agent fees to 0.10% of the average net assets. During the year ended December 31, 2003, AISI retained $2,136,991 for such services and reimbursed fees for the Institutional Class shares of $39.
The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B, Class C, Class R and the Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B, Class C and Class R shares paid $3,397,488, $7,336,443, $2,791,836 and $13,795, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC")(collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $167,714 in front-end sales commissions from the sale of Class A shares and $2,908, $982, $11,040 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
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NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME ----------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $46,270,207 $ 452,053,407 $ (498,323,614) $ -- $ -- $ 557,046 ----------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 46,270,207 452,053,407 (498,323,614) -- -- 535,880 ============================================================================================================================= Subtotal $92,540,414 $ 904,106,814 $ (996,647,228) $ -- $ -- $1,092,926 ============================================================================================================================= REALIZED GAIN (LOSS) ----------- ----------------------- Liquid Assets Portfolio $ -- ----------------------- STIC Prime Portfolio -- ======================= Subtotal $ -- ======================= |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* ----------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $198,527,731 $ 399,316,028 $ (537,648,160) $ -- $60,195,599 $ 352,885 ----------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 198,527,731 399,316,028 (537,648,160) -- 60,195,599 341,163 ============================================================================================================================= Subtotal $397,055,462 $ 798,632,056 $(1,075,296,320) $ -- $120,391,198 $ 694,048 ============================================================================================================================= Total $489,595,876 $1,702,738,870 $(2,071,943,548) $ -- $120,391,198 $1,786,974 _____________________________________________________________________________________________________________________________ ============================================================================================================================= REALIZED GAIN (LOSS) ----------- ----------------------- Liquid Assets Portfolio $ -- ----------------------- STIC Prime Portfolio -- ======================= Subtotal $ -- ======================= Total $ -- _______________________ ======================= |
* Dividend income is net of fees paid to security lending counterparties of $2,129,155.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $33,550 and reductions in custodian fees of $1,914 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $35,464.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $10,207 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
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Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with to these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $118,156,505 were on loan to brokers. The loans were secured by cash collateral of $120,391,198, received by the Fund and subsequently invested in affiliated money market funds. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $694,048 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD ------------------------------------------------------------ CALL OPTION CONTRACTS ------------------------ NUMBER OF PREMIUMS CONTRACTS RECEIVED ------------------------------------------------------------ Beginning of year -- $ -- ------------------------------------------------------------ Written 19,352 2,647,691 ------------------------------------------------------------ Closed (11,352) (1,383,087) ------------------------------------------------------------ Exercised (7,145) (1,219,291) ------------------------------------------------------------ Expired (855) (45,313) ============================================================ End of year -- $ -- ____________________________________________________________ ============================================================ |
NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 -------------------------------------------------------------- Distributions paid from ordinary income $38,251,053 $63,628,273 ______________________________________________________________ ============================================================== |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Undistributed ordinary income $ 851,264 ------------------------------------------------------------ Unrealized appreciation -- investments 127,385,446 ------------------------------------------------------------ Temporary book/tax differences (176,364) ------------------------------------------------------------ Capital loss carryforward (728,173,684) ------------------------------------------------------------ Shares of beneficial interest 2,905,249,675 ============================================================ Total net assets $2,305,136,337 ____________________________________________________________ ============================================================ |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales, bond premium amortization and the treatment of defaulted bonds. The tax basis unrealized appreciation (depreciation) on investments amount includes depreciation on foreign currencies written of $(44,631).
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund utilized $100,558,720 of capital loss carryforward in the current period to offset net realized capital gain for Federal Income Tax purposes. The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2009 $194,280,842 ---------------------------------------------------------- December 31, 2010 533,892,842 ========================================================== Total capital loss carryforward $728,173,684 __________________________________________________________ ========================================================== |
NOTE 10--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $2,582,952,020 and $3,074,429,630, respectively.
Receivable for investments matured represents the estimated proceeds to the fund by Candescent Technologies Corp. which is in default with respect to the principal payments on $25,012,000 par value, Senior Unsecured Guaranteed Subordinated Debentures, 8.00%, which were due May 1, 2003. This estimate was determined in accordance with the fair valuation procedures authorized by the Board of Trustees.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $133,885,871 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (6,455,794) =========================================================== Net unrealized appreciation of investment securities $127,430,077 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $2,346,929,728. |
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NOTE 11--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions, bond premium adjustments and paydown reclassifications, on December 31, 2003, undistributed net investment income was increased by $7,609,641, undistributed net realized gains decreased by $7,609,641. This reclassification had no effect on the net assets of the Fund.
NOTE 12--SHARE INFORMATION
The Fund currently offers five different classes of shares: Class A shares, Class B shares, Class C shares, Class R shares and the Institutional Class shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with a CDSC. Class R shares and the Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class R shares are subject to CDSCs. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING -------------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2003 2002 ---------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT -------------------------------------------------------------------------------------------------------------------------- Sold: Class A 14,724,408 $ 317,421,511 18,401,640 $ 428,141,266 -------------------------------------------------------------------------------------------------------------------------- Class B 2,822,623 61,571,171 4,099,333 94,890,497 -------------------------------------------------------------------------------------------------------------------------- Class C 1,078,856 23,496,738 1,843,250 43,002,479 -------------------------------------------------------------------------------------------------------------------------- Class R* 184,779 4,039,188 14,347 301,147 -------------------------------------------------------------------------------------------------------------------------- Institutional Class** -- -- 388 10,000 ========================================================================================================================== Issued as reinvestment of dividends: Class A 1,155,459 25,548,489 1,819,979 40,991,840 -------------------------------------------------------------------------------------------------------------------------- Class B 362,180 7,982,445 587,872 13,234,876 -------------------------------------------------------------------------------------------------------------------------- Class C 134,213 2,951,526 232,973 5,254,228 -------------------------------------------------------------------------------------------------------------------------- Class R* 2,176 48,722 114 2,356 -------------------------------------------------------------------------------------------------------------------------- Institutional Class** 9 209 10 233 ========================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 1,104,079 24,477,117 706,603 16,411,135 -------------------------------------------------------------------------------------------------------------------------- Class B (1,106,931) (24,477,117) (708,036) (16,411,135) ========================================================================================================================== Reacquired: Class A (31,672,931) (693,233,172) (40,105,433) (904,239,365) -------------------------------------------------------------------------------------------------------------------------- Class B (8,005,292) (172,849,445) (12,551,569) (281,464,782) -------------------------------------------------------------------------------------------------------------------------- Class C (4,686,941) (102,124,418) (6,202,124) (140,341,508) -------------------------------------------------------------------------------------------------------------------------- Class R* (41,885) (938,291) (383) (8,064) ========================================================================================================================== (23,945,198) $(526,085,327) (31,861,036) $(700,224,797) __________________________________________________________________________________________________________________________ ========================================================================================================================== |
* Class R shares commenced sales on June 3, 2002. ** Institutional class shares commended sales on March 15, 2002.
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NOTE 13--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ---------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------------- 2003 2002 2001 2000 1999 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.81 $ 25.94 $ 30.10 $ 32.69 $ 28.23 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.35(a) 0.49(a) 0.71(a)(b) 0.92(a) 0.82(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (5.09) (4.14) (2.23) 4.46 ================================================================================================================================= Total from investment operations 3.55 (4.60) (3.43) (1.31) 5.28 ================================================================================================================================= Less distributions: Dividends from net investment income (0.43) (0.53) (0.73) (0.79) (0.82) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.43) (0.53) (0.73) (1.28) (0.82) ================================================================================================================================= Net asset value, end of period $ 23.93 $ 20.81 $ 25.94 $ 30.10 $ 32.69 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 17.23% (17.85)% (11.36)% (4.18)% 19.04% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $1,297,378 $1,434,164 $2,284,776 $2,507,641 $1,800,350 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.10%(d) 1.06% 1.01% 0.96% 0.94% ================================================================================================================================= Ratio of net investment income to average net assets 1.60%(d) 2.11% 2.60%(b) 2.80% 2.81% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.73 and the ratio of net investment income to
average net assets would have been 2.67%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $1,358,995,358.
FS-18
NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ------------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------------ 2003 2002 2001 2000 1999 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.77 $ 25.88 $ 30.01 $ 32.61 $ 28.18 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.17 (5.06) (4.11) (2.23) 4.45 ================================================================================================================================= Total from investment operations 3.36 (4.75) (3.61) (1.57) 5.03 ================================================================================================================================= Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================= Net asset value, end of period $ 23.87 $ 20.77 $ 25.88 $ 30.01 $ 32.61 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 16.29% (18.46)% (12.01)% (4.93)% 18.08% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $739,424 $766,330 $1,176,679 $1,358,823 $1,183,215 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================= Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.86%(b) 2.03% 2.00% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.52 and the ratio of net investment income to
average net assets would have been 1.93%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $733,644,320.
CLASS C ------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------ 2003 2002 2001 2000 1999 -------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.80 $ 25.92 $ 30.05 $ 32.65 $ 28.21 -------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) -------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.18 (5.07) (4.11) (2.23) 4.46 ================================================================================================================================ Total from investment operations 3.37 (4.76) (3.61) (1.57) 5.04 ================================================================================================================================ Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) -------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================ Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================ Net asset value, end of period $ 23.91 $ 20.80 $ 25.92 $ 30.05 $ 32.65 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Total return(c) 16.32% (18.46)% (11.99)% (4.93)% 18.09% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $264,513 $302,346 $483,644 $365,510 $200,585 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================ Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.85%(b) 2.03% 2.00% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Portfolio turnover rate 114% 78% 73% 55% 65% ________________________________________________________________________________________________________________________________ ================================================================================================================================ |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.52 and the ratio of net investment income to
average net assets would have been 1.92%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $279,183,614.
FS-19
NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS R ------------------------------------ YEAR ENDED JUNE 3, 2002 (DATE DECEMBER SALES COMMENCED) 31, TO DECEMBER 31, 2003 2002 -------------------------------------------------------------------------------------------------- Net asset value, beginning of period $20.83 $ 23.73 -------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.30(a) 0.22(a) -------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.19 (2.78) ================================================================================================== Total from investment operations 3.49 (2.56) ================================================================================================== Less distributions from net investment income (0.37) (0.34) ================================================================================================== Net asset value, end of period $23.95 $ 20.83 __________________________________________________________________________________________________ ================================================================================================== Total return(b) 16.92% (10.82)% __________________________________________________________________________________________________ ================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $3,812 $ 293 __________________________________________________________________________________________________ ================================================================================================== Ratio of expenses to average net assets 1.35%(c) 1.33%(d) ================================================================================================== Ratio of net investment income to average net assets 1.35%(c) 1.83%(d) __________________________________________________________________________________________________ ================================================================================================== Portfolio turnover rate(e) 114% 78% __________________________________________________________________________________________________ ================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $2,759,046.
(d) Annualized.
(e) Not annualized for periods less than one year.
INSTITUTIONAL CLASS --------------------------------------- MARCH 15, 2002 (DATE YEAR ENDED SALES COMMENCED) DECEMBER 31, TO DECEMBER 31, 2003 2002 ----------------------------------------------------------------------------------------------------- Net asset value, beginning of period $20.82 $ 25.81 ----------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.44(a) 0.44(a) ----------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (4.83) ===================================================================================================== Total from investment operations 3.64 (4.39) ===================================================================================================== Less distributions from net investment income (0.52) (0.60) ===================================================================================================== Net asset value, end of period $23.94 $ 20.82 _____________________________________________________________________________________________________ ===================================================================================================== Total return(b) 17.71% (17.16)% _____________________________________________________________________________________________________ ===================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 10 $ 8 _____________________________________________________________________________________________________ ===================================================================================================== Ratio of expenses to average net assets With fee waivers 0.68%(c) 0.67%(d) ----------------------------------------------------------------------------------------------------- Without fee waivers 1.13%(c) 0.80%(d) ===================================================================================================== Ratio of net investment income to average net assets 2.02%(c) 2.50%(d) _____________________________________________________________________________________________________ ===================================================================================================== Portfolio turnover rate(e) 114% 78% _____________________________________________________________________________________________________ ===================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $8,824.
(d) Annualized.
(e) Not annualized for periods less than one year.
FS-20
NOTE 14--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
FS-21
NOTE 14--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-22
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Basic Balanced Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Basic Balanced Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-23
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ------------------------------------------------------------------------ COMMON STOCKS & OTHER EQUITY INTERESTS-64.16% ADVERTISING-3.45% Interpublic Group of Cos., Inc. (The)(a) 180,000 $ 2,808,000 ------------------------------------------------------------------------ Omnicom Group Inc. 28,900 2,523,837 ======================================================================== 5,331,837 ======================================================================== APPAREL RETAIL-1.56% Gap, Inc. (The) 103,900 2,411,519 ======================================================================== ASSET MANAGEMENT & CUSTODY BANKS-2.06% Bank of New York Co., Inc. (The) 68,200 2,258,784 ------------------------------------------------------------------------ Janus Capital Group Inc. 56,700 930,447 ======================================================================== 3,189,231 ======================================================================== BUILDING PRODUCTS-1.97% American Standard Cos. Inc.(a) 30,200 3,041,140 ======================================================================== COMMUNICATIONS EQUIPMENT-0.80% Motorola, Inc. 88,100 1,239,567 ======================================================================== CONSTRUCTION, FARM MACHINERY & HEAVY TRUCKS-0.61% Deere & Co. 14,500 943,225 ======================================================================== CONSUMER ELECTRONICS-1.08% Koninklijke (Royal) Philips Electronics N.V.-New York Shares (Netherlands) 57,700 1,678,493 ======================================================================== CONSUMER FINANCE-1.09% American Express Co. 35,100 1,692,873 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-2.95% Ceridian Corp.(a) 99,400 2,081,436 ------------------------------------------------------------------------ First Data Corp. 60,600 2,490,054 ======================================================================== 4,571,490 ======================================================================== DIVERSIFIED BANKS-1.68% Bank One Corp. 56,900 2,594,071 ======================================================================== DIVERSIFIED CAPITAL MARKETS-0.98% J.P. Morgan Chase & Co. 41,300 1,516,949 ======================================================================== DIVERSIFIED CHEMICALS-1.30% E. I. du Pont de Nemours & Co. 44,000 2,019,160 ======================================================================== DIVERSIFIED COMMERCIAL SERVICES-3.29% Cendant Corp.(a) 135,700 3,022,039 ------------------------------------------------------------------------ H&R Block, Inc. 37,400 2,070,838 ======================================================================== 5,092,877 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ ELECTRIC UTILITIES-0.22% FirstEnergy Corp. 9,600 $ 337,920 ======================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-1.00% Waters Corp.(a) 46,600 1,545,256 ======================================================================== ENVIRONMENTAL SERVICES-1.98% Waste Management, Inc. 103,500 3,063,600 ======================================================================== FOOD RETAIL-2.33% Kroger Co. (The)(a) 121,400 2,247,114 ------------------------------------------------------------------------ Safeway Inc.(a) 62,000 1,358,420 ======================================================================== 3,605,534 ======================================================================== GENERAL MERCHANDISE STORES-1.42% Target Corp. 57,400 2,204,160 ======================================================================== HEALTH CARE DISTRIBUTORS-2.45% Cardinal Health, Inc. 30,900 1,889,844 ------------------------------------------------------------------------ McKesson Corp. 59,000 1,897,440 ======================================================================== 3,787,284 ======================================================================== HEALTH CARE FACILITIES-1.47% HCA Inc. 52,800 2,268,288 ======================================================================== HEALTH CARE SERVICES-1.11% IMS Health Inc. 68,800 1,710,368 ======================================================================== HOTELS, RESORTS & CRUISE LINES-1.14% Starwood Hotels & Resorts Worldwide, Inc. 48,900 1,758,933 ======================================================================== HOUSEHOLD APPLIANCES-1.49% Black & Decker Corp. (The) 46,800 2,308,176 ======================================================================== INDUSTRIAL CONGLOMERATES-2.63% Tyco International Ltd. (Bermuda) 153,600 4,070,400 ======================================================================== INDUSTRIAL MACHINERY-1.35% SPX Corp.(a) 35,600 2,093,636 ======================================================================== INVESTMENT BANKING & BROKERAGE-1.42% Morgan Stanley 38,100 2,204,847 ======================================================================== LIFE & HEALTH INSURANCE-1.22% Prudential Financial, Inc. 45,300 1,892,181 ======================================================================== MANAGED HEALTH CARE-1.16% UnitedHealth Group Inc. 30,900 1,797,762 ======================================================================== MOVIES & ENTERTAINMENT-1.27% Walt Disney Co. (The) 84,500 1,971,385 ======================================================================== |
FS-24
MARKET SHARES VALUE ------------------------------------------------------------------------ OIL & GAS DRILLING-2.48% Pride International, Inc.(a) 94,200 $ 1,755,888 ------------------------------------------------------------------------ Transocean Inc. (Cayman Islands)(a) 86,900 2,086,469 ======================================================================== 3,842,357 ======================================================================== OIL & GAS EQUIPMENT & SERVICES-1.76% Cooper Cameron Corp.(a) 17,400 810,840 ------------------------------------------------------------------------ Halliburton Co. 40,000 1,040,000 ------------------------------------------------------------------------ Schlumberger Ltd. (Netherlands) 15,900 870,048 ======================================================================== 2,720,888 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.84% Citigroup Inc. 58,600 2,844,444 ======================================================================== PHARMACEUTICALS-2.84% Aventis S.A. (France) 35,200 2,320,171 ------------------------------------------------------------------------ Wyeth 48,700 2,067,315 ======================================================================== 4,387,486 ======================================================================== PROPERTY & CASUALTY INSURANCE-1.49% ACE Ltd. (Cayman Islands) 55,600 2,302,952 ======================================================================== REINSURANCE-0.65% PartnerRe Ltd. (Bermuda) 17,400 1,010,070 ======================================================================== SEMICONDUCTOR EQUIPMENT-1.01% Novellus Systems, Inc.(a) 37,100 1,560,055 ======================================================================== SPECIALIZED FINANCE-1.27% CIT Group Inc. 54,700 1,966,465 ======================================================================== SYSTEMS SOFTWARE-2.36% Computer Associates International, Inc. 133,800 3,658,092 ======================================================================== THRIFTS & MORTGAGE FINANCE-1.98% Fannie Mae 40,900 3,069,954 ======================================================================== Total Common Stocks & Other Equity Interests (Cost $78,899,856) 99,304,925 ======================================================================== PRINCIPAL AMOUNT BONDS & NOTES-9.81% AEROSPACE & DEFENSE-0.03% Lockheed Martin Corp.-Series A, Medium Term Notes, 8.66%, 11/30/06 $ 35,000 40,095 ======================================================================== ALTERNATIVE CARRIERS-0.07% INTELSAT Ltd. (Bermuda), Notes, 6.50%, 11/01/13 (Acquired 10/31/03; Cost $101,875)(b)(c) 100,000 104,610 ======================================================================== AUTOMOBILE MANUFACTURERS-0.03% DaimlerChrysler N.A. Holding Corp.-Series D, Gtd. Medium Term Notes, 3.40%, 12/15/04 50,000 50,719 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE BROADCASTING & CABLE TV-0.84% British Sky Broadcasting Group PLC (United Kingdom), Unsec. Gtd. Global Notes, 7.30%, 10/15/06 $ 200,000 $ 223,132 ------------------------------------------------------------------------ Clear Channel Communications, Inc., Sr. Unsec. Gtd. Notes, 8.00%, 11/01/08 100,000 116,904 ------------------------------------------------------------------------ Comcast Corp., Sr. Unsec. Sub. Notes, 10.50%, 06/15/06 50,000 58,750 ------------------------------------------------------------------------ Sr. Unsec. Notes, 8.88%, 04/01/07 150,000 154,353 ------------------------------------------------------------------------ Continental Cablevision, Inc., Sr. Unsec. Deb., 9.50%, 08/01/13 100,000 114,260 ------------------------------------------------------------------------ Cox Radio, Inc.-Class A, Sr. Unsec. Notes, 6.63%, 02/15/06 75,000 80,973 ------------------------------------------------------------------------ TCI Communications Financing III, Gtd. Bonds, 9.65%, 03/31/27 75,000 92,464 ------------------------------------------------------------------------ Time Warner Cos. Inc., Sr. Unsec. Gtd. Deb., 6.88%, 06/15/18 150,000 163,611 ------------------------------------------------------------------------ 7.25%, 10/15/17 55,000 62,709 ------------------------------------------------------------------------ 7.57%, 02/01/24 65,000 73,274 ------------------------------------------------------------------------ Unsec. Notes, 7.75%, 06/15/05 150,000 162,388 ======================================================================== 1,302,818 ======================================================================== CONSUMER FINANCE-1.10% Associates Corp. of North America, Sr. Global Deb., 6.95%, 11/01/18 200,000 232,204 ------------------------------------------------------------------------ Capital One Financial Corp., Sr. Global Notes, 8.25%, 06/15/05 100,000 108,149 ------------------------------------------------------------------------ Sr. Unsec. Notes, 7.25%, 05/01/06 300,000 323,319 ------------------------------------------------------------------------ Ford Motor Credit Co., Unsec. Global Notes, 6.88%, 02/01/06 250,000 266,635 ------------------------------------------------------------------------ 7.50%, 03/15/05 150,000 158,464 ------------------------------------------------------------------------ General Motors Acceptance Corp., Global Notes, 4.50%, 07/15/06 90,000 92,515 ------------------------------------------------------------------------ Medium Term Notes, 5.25%, 05/16/05 55,000 57,072 ------------------------------------------------------------------------ Unsec. Unsub. Global Notes, 6.75%, 01/15/06 300,000 321,384 ------------------------------------------------------------------------ Hertz Corp. (The)-Class A, Floating Rate Global Notes, 1.71%, 08/13/04(d) 150,000 148,500 ======================================================================== 1,708,242 ======================================================================== DIVERSIFIED BANKS-0.70% American Savings Bank, Notes, 6.63%, 02/15/06 (Acquired 03/05/03; Cost $27,726)(b)(c) 25,000 26,767 ------------------------------------------------------------------------ Bank of America Corp.-Series B, Putable Sub. Medium Term Notes, 8.57%, 11/15/04 50,000 65,249 ------------------------------------------------------------------------ Barclays Bank PLC (United Kingdom), Bonds, 8.55%, 09/19/49 (Acquired 11/05/03; Cost $123,064)(b)(c)(e) 100,000 121,686 ------------------------------------------------------------------------ Barnett Capital I, Gtd. Bonds, 8.06%, 12/01/26 60,000 68,959 ------------------------------------------------------------------------ Barnett Capital II, Gtd. Bonds, 7.95%, 12/01/26 35,000 38,907 ------------------------------------------------------------------------ |
FS-25
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ DIVERSIFIED BANKS-(CONTINUED) Centura Capital Trust I, Gtd. Notes, 8.85%, 06/01/27 (Acquired 05/22/03; Cost $75,926)(b)(c) $ 60,000 $ 72,149 ------------------------------------------------------------------------ Corestates Capital Trust I, Bonds, 8.00%, 12/15/26 (Acquired 06/18/03; Cost $47,662)(b)(c) 40,000 45,573 ------------------------------------------------------------------------ Corporacion Andina de Fomento (Venezuela), Global Notes, 5.20%, 05/21/13 140,000 138,545 ------------------------------------------------------------------------ HSBC Capital Funding L.P. (United Kingdom), Gtd. Bonds, 4.61%, 12/29/49 (Acquired 11/05/03; Cost $46,626)(b)(c)(e) 50,000 47,057 ------------------------------------------------------------------------ Lloyds Bank PLC (United Kingdom)-Series 1, Unsec. Sub. Floating Rate Euro Notes, 1.25%, 06/29/49(f) 140,000 118,705 ------------------------------------------------------------------------ NBD Bank N.A. Michigan, Unsec. Putable Sub. Deb., 8.25%, 11/01/04 100,000 127,115 ------------------------------------------------------------------------ RBS Capital Trust I, Bonds, 4.71%, 12/29/49 (Acquired 11/05/03; Cost $47,457)(e) 50,000 47,597 ------------------------------------------------------------------------ Santander Financial Issuances (Cayman Islands), Unsec. Gtd. Sub. Yankee Notes, 7.00%, 04/01/06 150,000 163,564 ======================================================================== 1,081,873 ======================================================================== DIVERSIFIED CAPITAL MARKETS-0.15% UBS Preferred Funding Trust I, Gtd. Global Bonds, 8.62%, 10/29/49(e) 185,000 227,798 ======================================================================== ELECTRIC UTILITIES-0.78% AmerenEnergy Generating Co.-Series C, Sr. Unsec. Global Notes, 7.75%, 11/01/05 20,000 21,915 ------------------------------------------------------------------------ American Electric Power Co., Inc., Sr. Unsec. Unsub. Notes, 5.25%, 06/01/15 45,000 44,195 ------------------------------------------------------------------------ CenterPoint Energy, Inc., Notes, 5.88%, 06/01/08 (Acquired 05/21/03; Cost $45,383)(b) 45,000 46,587 ------------------------------------------------------------------------ Cinergy Corp., Unsec. Sub. Global Deb., 6.25%, 09/01/04 30,000 30,826 ------------------------------------------------------------------------ Consolidated Edison Co. of New York, Unsec. Deb., 7.75%, 06/01/26(g) 55,000 60,546 ------------------------------------------------------------------------ Consumers Energy Co., First Mortgage Bonds, 6.00%, 02/15/14 (Acquired 10/03/03; Cost $102,230)(b)(c) 100,000 104,576 ------------------------------------------------------------------------ Hydro-Quebec (Canada), Gtd. Floating Rate Euro Notes, 1.25%, 09/29/49(f) 180,000 161,767 ------------------------------------------------------------------------ Kansas City Power & Light Co., Sr. Unsec. Notes, 7.13%, 12/15/05 350,000 381,370 ------------------------------------------------------------------------ South Carolina Electric & Gas Co., First Mortgage Bonds, 5.25%, 11/01/18 200,000 199,930 ------------------------------------------------------------------------ Southern Power Co., Bonds, 4.88%, 07/15/15 (Acquired 07/01/03; Cost $49,869)(b) 50,000 47,720 ------------------------------------------------------------------------ United Energy Distribution Holdings Pty Ltd. (Australia), Sr. Unsec. Unsub. Notes, 4.70%, 04/15/11 (Acquired 11/12/03; Cost $54,944)(b)(c) 55,000 55,549 ------------------------------------------------------------------------ |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE ELECTRIC UTILITIES-(CONTINUED) Xcel Energy, Inc., Sr. Global Notes, 3.40%, 07/01/08 $ 60,000 $ 58,698 ======================================================================== 1,213,679 ======================================================================== ENVIRONMENTAL SERVICES-0.11% Waste Management, Inc., Sr. Unsec. Unsub. Notes, 7.38%, 08/01/10 150,000 173,193 ======================================================================== FOOD RETAIL-0.09% Kroger Co., Sr. Unsec. Gtd. Notes, 7.38%, 03/01/05 40,000 42,669 ------------------------------------------------------------------------ Safeway Inc., Notes, 2.50%, 11/01/05 100,000 99,992 ======================================================================== 142,661 ======================================================================== GAS UTILITIES-0.07% CenterPoint Energy Resources Corp., Unsec. Deb., 6.50%, 02/01/08 60,000 64,505 ------------------------------------------------------------------------ MCN Corp., First Mortgage Bonds, 5.70%, 03/15/33 45,000 43,668 ======================================================================== 108,173 ======================================================================== HEALTH CARE FACILITIES-0.04% HCA Inc., Notes, 6.25%, 02/15/13 55,000 56,641 ======================================================================== HOMEBUILDING-0.05% Lennar Corp.-Series B, Class A, Sr. Unsec. Gtd. Global Notes, 9.95%, 05/01/10 75,000 85,687 ======================================================================== HYPERMARKETS & SUPER CENTERS-0.06% Wal-Mart Stores, Inc., Unsec. Deb., 8.50%, 09/15/24 85,000 92,148 ======================================================================== INDUSTRIAL CONGLOMERATES-0.04% URC Holdings Corp., Sr. Notes, 7.88%, 06/30/06 (Acquired 10/08/03; Cost $56,614)(b)(c) 50,000 55,757 ======================================================================== INTEGRATED OIL & GAS-0.07% Repsol International Finance B.V. (Netherlands), Unsec. Gtd. Global Notes, 7.45%, 07/15/05 45,000 48,555 ------------------------------------------------------------------------ TGT Pipeline LLC, Global Bonds, 5.20%, 06/01/18 60,000 56,420 ======================================================================== 104,975 ======================================================================== INTEGRATED TELECOMMUNICATION SERVICES-1.47% British Telecommunications PLC (United Kingdom), Global Notes, 7.88%, 12/15/05 15,000 16,521 ------------------------------------------------------------------------ Citizens Communications Co., Sr. Unsec. Notes, 9.25%, 05/15/11 25,000 29,563 ------------------------------------------------------------------------ Deutsche Telekom International Finance B.V. (Netherlands), Unsec. Gtd. Unsub. Global Bonds, 7.75%, 06/15/05 65,000 70,655 ------------------------------------------------------------------------ France Telecom S.A. (France), Sr. Unsec. Global Notes, 9.75%, 03/01/31 60,000 79,312 ------------------------------------------------------------------------ GTE Hawaiian Telephone Co., Inc.-Series A, Unsec. Deb., 7.00%, 02/01/06 75,000 81,808 ------------------------------------------------------------------------ New England Telephone & Telegraph Co., Sr. Unsec. Notes, 7.65%, 06/15/07 30,000 33,708 ------------------------------------------------------------------------ |
FS-26
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ INTEGRATED TELECOMMUNICATION SERVICES-(CONTINUED) Sprint Capital Corp., Sr. Unsec. Gtd. Global Notes, 6.00%, 01/15/07 $ 150,000 $ 159,794 ------------------------------------------------------------------------ 7.13%, 01/30/06 275,000 294,918 ------------------------------------------------------------------------ Sr. Unsec. Gtd. Unsub. Global Notes, 6.13%, 11/15/08 150,000 159,410 ------------------------------------------------------------------------ Unsec. Gtd. Global Notes, 7.90%, 03/15/05 205,000 218,583 ------------------------------------------------------------------------ 8.75%, 03/15/32 60,000 71,108 ------------------------------------------------------------------------ TELUS Corp. (Canada), Yankee Notes, 7.50%, 06/01/07 300,000 333,375 ------------------------------------------------------------------------ 8.00%, 06/01/11 60,000 70,350 ------------------------------------------------------------------------ Verizon Communications Inc., Unsec. Deb., 6.36%, 04/15/06(g) 400,000 433,312 ------------------------------------------------------------------------ Verizon Global Funding Corp., Sr. Unsec. Unsub. Global Notes, 7.75%, 12/01/30 50,000 58,500 ------------------------------------------------------------------------ Verizon Pennsylvania Inc.-Series A, Global Notes, 5.65%, 11/15/11 150,000 157,869 ======================================================================== 2,268,786 ======================================================================== INVESTMENT BANKING & BROKERAGE-0.22% Goldman Sachs Group, Inc. (The), Unsec. Global Notes, 4.13%, 01/15/08 150,000 153,509 ------------------------------------------------------------------------ Lehman Brothers Inc., Sr. Sub. Deb., 11.63%, 05/15/05 75,000 83,701 ------------------------------------------------------------------------ Sr. Unsec. Sub. Notes, 7.63%, 06/01/06 50,000 55,967 ------------------------------------------------------------------------ Merrill Lynch & Co., Inc.-Series B, Medium Term Notes, 4.54%, 03/08/05 40,000 41,203 ======================================================================== 334,380 ======================================================================== LIFE & HEALTH INSURANCE-0.15% John Hancock Global Funding II, Notes, 5.00%, 07/27/07 (Acquired 06/12/02; Cost $49,973)(b)(c) 50,000 53,128 ------------------------------------------------------------------------ Lincoln National Corp., Unsec. Deb., 9.13%, 10/01/24 135,000 146,810 ------------------------------------------------------------------------ ReliaStar Financial Corp., Unsec. Notes, 8.00%, 10/30/06 25,000 28,041 ======================================================================== 227,979 ======================================================================== MULTI-LINE INSURANCE-0.06% MassMutual Global Funding II, Notes, 3.80%, 04/15/09(b) 100,000 99,774 ======================================================================== MULTI-UTILITIES & UNREGULATED POWER-0.01% Duke Energy Corp., First Mortgage Bonds, 3.75%, 03/05/08 20,000 20,086 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE MUNICIPALITIES-0.18% Illinois (State of); Unlimited Tax Pension Series 2003 GO, 5.10%, 06/01/33 $ 300,000 $ 275,841 ======================================================================== OIL & GAS DRILLING-0.05% Transocean Inc. (Cayman Islands), Sr. Unsec. Unsub. Global Deb., 8.00%, 04/15/27 60,000 72,076 ======================================================================== OIL & GAS EXPLORATION & PRODUCTION-0.25% Pemex Project Funding Master Trust, Unsec. Unsub. Gtd. Global Notes, 7.38%, 12/15/14 365,000 385,152 ======================================================================== OIL & GAS REFINING, MARKETING & TRANSPORTATION-0.07% Petroleos Mexicanos (Mexico), Gtd. Unsub. Global Notes, 6.50%, 02/01/05 60,000 62,850 ------------------------------------------------------------------------ Plains All American Pipeline L.P./PAA Finance Corp., Sr. Notes, 5.63%, 12/15/13 (Acquired 12/03/03; Cost $49,867)(b)(c) 50,000 50,378 ======================================================================== 113,228 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.01% CIT Group Inc., Sr. Global Notes, 7.13%, 10/15/04 50,000 52,184 ------------------------------------------------------------------------ Sr. Unsec. Notes, 6.63%, 06/15/05 150,000 159,870 ------------------------------------------------------------------------ Sr. Unsec. Unsub. Global Notes, 7.63%, 08/16/05 50,000 54,288 ------------------------------------------------------------------------ Citigroup Inc., Unsec. Sub. Global Bonds, 6.00%, 10/31/33 250,000 250,375 ------------------------------------------------------------------------ General Electric Capital Corp., Gtd. Sub. Notes, 8.13%, 05/15/12 100,000 121,210 ------------------------------------------------------------------------ Sr. Medium Term Global Notes, 4.25%, 12/01/10 70,000 69,548 ------------------------------------------------------------------------ Series A, Medium Term Global Notes, 2.85%, 01/30/06 20,000 20,257 ------------------------------------------------------------------------ 5.88%, 02/15/12 70,000 75,399 ------------------------------------------------------------------------ 6.00%, 06/15/12 40,000 43,302 ------------------------------------------------------------------------ Heller Financial, Inc.-Class A, Sr. Unsec. Global Notes, 8.00%, 06/15/05 100,000 108,597 ------------------------------------------------------------------------ Household Finance Corp., Global Notes, 6.38%, 11/27/12 160,000 175,019 ------------------------------------------------------------------------ Medium Term Notes, 3.38%, 02/21/06 20,000 20,397 ------------------------------------------------------------------------ Sr. Unsec. Global Notes, 6.50%, 01/24/06 50,000 54,139 ------------------------------------------------------------------------ ING Capital Funding Trust III, Gtd. Global Bonds, 8.44%, 12/30/49(e) 125,000 151,136 ------------------------------------------------------------------------ Pemex Finance Ltd. (Cayman Islands)- Series 1999-2, Class A1, Global Bonds, 9.69%, 08/15/09 180,000 208,912 ======================================================================== 1,564,633 ======================================================================== |
FS-27
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ PUBLISHING-0.11% News America Holdings, Inc., Unsec. Gtd. Deb., 7.75%, 01/20/24 $ 65,000 $ 76,032 ------------------------------------------------------------------------ Sr. Unsec. Gtd. Deb., 7.70%, 10/30/25 75,000 87,414 ======================================================================== 163,446 ======================================================================== REAL ESTATE-0.07% EOP Operating L.P., Unsec. Notes, 8.38%, 03/15/06 100,000 112,276 ======================================================================== REAL ESTATE MANAGEMENT & DEVELOPMENT-0.23% Dominion Resources, Inc. Sr. Unsec. Putable Notes, 5.25%, 08/01/15 350,000 349,580 ======================================================================== REGIONAL BANKS-0.37% Branch Banking & Trust Co., Unsec. Sub. Global Notes, 5.20%, 12/23/15 165,000 164,578 ------------------------------------------------------------------------ Greater Bay Bancorp.-Series B, Sr. Notes, 5.25%, 03/31/08 350,000 353,217 ------------------------------------------------------------------------ Union Planters Corp., Notes, 4.38%, 12/01/10 55,000 54,696 ======================================================================== 572,491 ======================================================================== REINSURANCE-0.07% GE Global Insurance Holding Corp., Unsec. Notes, 7.50%, 06/15/10 100,000 114,934 ======================================================================== RESTAURANTS-0.04% McDonald's Corp., Unsec. Deb., 7.05%, 11/15/25 55,000 60,326 ======================================================================== SOVEREIGN DEBT-0.29% Japan Bank for International Coop. (Japan), Unsec. Gtd. Euro Bonds, 6.50%, 10/06/05 100,000 107,716 ------------------------------------------------------------------------ New Brunswick (Province of) (Canada), Sec. Yankee Deb., 6.75%, 08/15/13 40,000 46,701 ------------------------------------------------------------------------ Quebec (Province of) (Canada), Sr. Unsec. Unsub. Global Deb., 5.75%, 02/15/09 55,000 60,254 ------------------------------------------------------------------------ United Mexican States (Mexico), Global Notes, 4.63%, 10/08/08 50,000 50,813 ------------------------------------------------------------------------ 6.63%, 03/03/15 60,000 62,325 ------------------------------------------------------------------------ 7.50%, 04/08/33 120,000 125,250 ======================================================================== 453,059 ======================================================================== THRIFTS & MORTGAGE FINANCE-0.13% Countrywide Home Loans, Inc.-Series J, Gtd. Medium Term Global Notes, 5.50%, 08/01/06 15,000 16,044 ------------------------------------------------------------------------ Countrywide Home Loans, Inc.-Series K, Medium Term Global Notes, 3.50%, 12/19/05 80,000 82,004 ------------------------------------------------------------------------ Washington Mutual Financial Corp., Sr. Unsec. Notes, 8.25%, 06/15/05 100,000 108,847 ======================================================================== 206,895 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE TOBACCO-0.04% Altria Group, Inc., Notes, 7.00%, 11/04/13 $ 40,000 $ 42,705 ------------------------------------------------------------------------ Unsec. Notes, 6.38%, 02/01/06 20,000 20,991 ======================================================================== 63,696 ======================================================================== TRUCKING-0.11% Roadway Corp., Sr. Unsec. Gtd. Global Notes, 8.25%, 12/01/08 150,000 169,301 ======================================================================== WIRELESS TELECOMMUNICATION SERVICES-0.65% TeleCorp PCS, Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.63%, 07/15/10 420,000 498,582 ------------------------------------------------------------------------ Tritel PCS Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.38%, 01/15/11 425,000 512,287 ======================================================================== 1,010,869 ======================================================================== Total Bonds & Notes (Cost $15,038,086) 15,187,877 ======================================================================== ASSET-BACKED SECURITIES-0.63% ELECTRIC UTILITIES-0.02% Public Service Co. of Colorado, Global Collateral Trust, 4.88%, 03/01/13 30,000 29,893 ======================================================================== OIL & GAS EXPLORATION & PRODUCTION-0.16% Kern River Funding Corp., Sr. Gtd. Notes, 4.89%, 04/30/18 (Acquired 04/28/03; Cost $243,892)(b)(c) 243,892 243,380 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-0.45% Citicorp Lease-Series 1999-1, Class A1, Pass Through Ctfs., 7.22%, 06/15/05 (Acquired 05/08/02-09/23/03; Cost $417,246)(b)(c) 390,009 418,027 ------------------------------------------------------------------------ Class A2, Pass Through Ctfs., 8.04%, 12/15/19 (Acquired 08/20/02; Cost $166,614)(b)(c) 150,000 176,349 ------------------------------------------------------------------------ First Industrial Realty Trust, Inc., PATS, 7.38%, 05/15/04 (Acquired 02/06/03; Cost $52,425)(b)(c) 50,000 50,928 ------------------------------------------------------------------------ Yorkshire Power Finance (Cayman Islands)- Series 2000-1, Pass Through Ctfs., 8.25%, 02/15/05 (Acquired 11/12/03; Cost $53,400)(b)(c) 50,000 53,017 ======================================================================== 698,321 ======================================================================== Total Asset-Backed Securities (Cost $954,686) 971,594 ======================================================================== |
FS-28
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ U.S. GOVERNMENT AGENCY SECURITIES-13.96% FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC)-6.49% Pass Through Ctfs., 6.50%, 01/01/16 to 01/01/31 $ 296,152 $ 310,980 ------------------------------------------------------------------------ 6.00%, 05/01/17 to 02/01/33 1,072,070 1,111,666 ------------------------------------------------------------------------ 5.50%, 12/01/17 to 12/01/33 1,389,693 1,412,315 ------------------------------------------------------------------------ 4.50%, 10/01/18 396,293 396,831 ------------------------------------------------------------------------ 7.00%, 07/01/29 to 06/01/32 693,332 733,823 ------------------------------------------------------------------------ 7.50%, 11/01/30 to 12/01/30 41,612 44,699 ------------------------------------------------------------------------ 5.00%, 10/01/33 499,495 493,454 ------------------------------------------------------------------------ Unsec. Disc. Notes, 0.75%, 01/02/04 5,448,000 5,447,886 ------------------------------------------------------------------------ Unsec. Global Notes, 2.75%, 03/15/08 100,000 97,951 ======================================================================== 10,049,605 ======================================================================== FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-6.10% Pass Through Ctfs., 7.50%, 11/01/15 to 05/01/32 176,115 188,269 ------------------------------------------------------------------------ 7.00%, 02/01/16 to 03/01/32 307,371 326,324 ------------------------------------------------------------------------ 6.50%, 10/01/16 to 12/01/33 1,828,321 1,915,144 ------------------------------------------------------------------------ 5.50%, 11/01/16 to 12/01/33 2,142,912 2,197,161 ------------------------------------------------------------------------ 6.00%, 05/01/17 to 03/01/33 2,329,198 2,420,786 ------------------------------------------------------------------------ 5.00%, 10/01/17 to 02/01/18 954,557 975,077 ------------------------------------------------------------------------ 8.00%, 10/01/30 33,875 36,635 ------------------------------------------------------------------------ Unsec. Global Notes, 1.88%, 09/15/05 250,000 250,292 ------------------------------------------------------------------------ 4.38%, 09/15/12 60,000 59,298 ------------------------------------------------------------------------ Unsec. Notes, 5.25%, 06/15/06 500,000 534,850 ------------------------------------------------------------------------ 6.20%, 06/13/17 250,000 260,320 ------------------------------------------------------------------------ Unsec. Sub. Notes, 5.25%, 08/01/12 270,000 277,123 ======================================================================== 9,441,279 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA)-1.37% Pass Through Ctfs., 7.50%, 06/15/23 to 10/15/31 $ 111,539 $ 120,060 ------------------------------------------------------------------------ 8.50%, 02/15/25 41,930 46,046 ------------------------------------------------------------------------ 8.00%, 08/15/25 27,523 30,096 ------------------------------------------------------------------------ 7.00%, 02/15/31 to 05/15/32 324,654 346,194 ------------------------------------------------------------------------ 6.50%, 05/15/31 to 12/15/33 462,285 487,722 ------------------------------------------------------------------------ 6.00%, 12/15/31 to 02/15/33 853,327 887,932 ------------------------------------------------------------------------ 5.50%, 09/15/33 199,559 203,151 ======================================================================== 2,121,201 ======================================================================== Total U.S. Government Agency Securities (Cost $21,496,566) 21,612,085 ======================================================================== U.S. TREASURY SECURITIES-11.01% U.S. TREASURY NOTES-9.45% 2.13%, 10/31/04 8,730,000 8,800,276 ------------------------------------------------------------------------ 1.50%, 02/28/05 3,050,000 3,057,625 ------------------------------------------------------------------------ 6.75%, 05/15/05 200,000 214,438 ------------------------------------------------------------------------ 6.50%, 10/15/06 500,000 557,190 ------------------------------------------------------------------------ 3.50%, 11/15/06 400,000 413,624 ------------------------------------------------------------------------ 3.13%, 10/15/08 1,285,000 1,283,394 ------------------------------------------------------------------------ 5.00%, 08/15/11 275,000 294,550 ======================================================================== 14,621,097 ======================================================================== U.S. TREASURY BONDS-1.56% 7.25%, 05/15/16 325,000 405,691 ------------------------------------------------------------------------ 7.50%, 11/15/16 1,575,000 2,006,408 ======================================================================== 2,412,099 ======================================================================== Total U.S. Treasury Securities (Cost $17,000,843) 17,033,196 ======================================================================== TOTAL INVESTMENTS-99.57% (Cost $133,390,037) 154,109,677 ======================================================================== OTHER ASSETS LESS LIABILITIES-0.43% 659,758 ======================================================================== NET ASSETS-100.00% $154,769,435 ________________________________________________________________________ ======================================================================== |
Investment Abbreviations:
Ctfs. - Certificates Deb. - Debentures Disc. - Discounted GO - General Obligation Bonds Gtd. - Guaranteed PATS - Putable Asset Term Securities Sec. - Secured Sr. - Senior Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $1,873,012,
which represented 1.18% of the Fund's net assets. Unless otherwise
indicated, these securities are considered to be liquid.
(c) Security considered to be illiquid. The aggregate market value of these
securities considered illiquid at 12/31/03 was $1,678,931 which represented
1.12% of the Fund's net assets.
(d) Interest rates are redetermined quarterly. Rates shown are rates in effect
on 12/31/03.
(e) Perpetual bond with no specified maturity date.
(f) Interest rates are redetermined semi-annually. Rates shown are rates in
effect on 12/31/03.
(g) Principal and interest payments are secured by bond insurance provided by
MBIA Insurance Corp.
See accompanying notes which are an integral part of the financial statements.
FS-29
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $133,390,037) $154,109,677 ----------------------------------------------------------- Cash 381 ----------------------------------------------------------- Receivables for: Fund shares sold 572,289 ----------------------------------------------------------- Dividends and interest 521,181 ----------------------------------------------------------- Due from advisor 5,136 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 3,868 ----------------------------------------------------------- Other assets 19,551 =========================================================== Total assets 155,232,083 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Fund shares reacquired 198,434 ----------------------------------------------------------- Dividends 119 ----------------------------------------------------------- Deferred compensation and retirement plans 4,991 ----------------------------------------------------------- Accrued distribution fees 98,184 ----------------------------------------------------------- Accrued transfer agent fees 102,291 ----------------------------------------------------------- Accrued operating expenses 58,629 =========================================================== Total liabilities 462,648 =========================================================== Net assets applicable to shares outstanding $154,769,435 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $137,480,249 ----------------------------------------------------------- Undistributed net investment income (loss) (9,211) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (3,421,243) ----------------------------------------------------------- Unrealized appreciation of investment securities 20,719,640 =========================================================== $154,769,435 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 53,675,074 ___________________________________________________________ =========================================================== Class B $ 76,304,395 ___________________________________________________________ =========================================================== Class C $ 24,789,966 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 4,666,888 ___________________________________________________________ =========================================================== Class B 6,643,374 ___________________________________________________________ =========================================================== Class C 2,157,003 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 11.50 ----------------------------------------------------------- Offering price per share: (Net asset value of $11.50 divided by 95.25%) $ 12.07 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.49 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.49 ___________________________________________________________ =========================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-30
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Interest $ 1,431,735 ------------------------------------------------------------------------- Dividends (net of foreign withholding tax of $2,907) 806,338 ------------------------------------------------------------------------- Dividends from affiliated money market funds 65,983 ========================================================================= Total investment income 2,304,056 ========================================================================= EXPENSES: Advisory fees 762,772 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 41,570 ------------------------------------------------------------------------- Distribution fees: Class A 140,541 ------------------------------------------------------------------------- Class B 587,179 ------------------------------------------------------------------------- Class C 184,770 ------------------------------------------------------------------------- Transfer agent fees 411,227 ------------------------------------------------------------------------- Trustees' fees 10,597 ------------------------------------------------------------------------- Other 160,658 ========================================================================= Total expenses 2,349,314 ========================================================================= Less: Fees waived and expense offset arrangements (88,985) ========================================================================= Net expenses 2,260,329 ========================================================================= Net investment income 43,727 ========================================================================= REALIZED AND UNREALIZED GAIN FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain from: Investment securities 201,370 ------------------------------------------------------------------------- Foreign currencies 2,986 ========================================================================= 204,356 ========================================================================= Change in net unrealized appreciation of Investment securities 24,575,727 ========================================================================= Net gain from investment securities and foreign currencies 24,780,083 ========================================================================= Net increase in net assets resulting from operations $24,823,810 _________________________________________________________________________ ========================================================================= |
See accompanying notes which are an integral part of the financial statements.
FS-31
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ----------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 43,727 $ 480,316 ----------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities 204,356 (3,175,000) ----------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities 24,575,727 (5,004,736) ========================================================================================= Net increase (decrease) in net assets resulting from operations 24,823,810 (7,699,420) ========================================================================================= Distributions to shareholders from net investment income: Class A (252,338) (294,551) ----------------------------------------------------------------------------------------- Class B (76,078) (179,374) ----------------------------------------------------------------------------------------- Class C (23,549) (55,465) ========================================================================================= Decrease in net assets resulting from distributions (351,965) (529,390) ========================================================================================= Share transactions-net: Class A 12,879,782 24,754,098 ----------------------------------------------------------------------------------------- Class B 16,497,602 35,476,082 ----------------------------------------------------------------------------------------- Class C 5,182,557 11,748,646 ========================================================================================= Net increase in net assets resulting from share transactions 34,559,941 71,978,826 ========================================================================================= Net increase in net assets 59,031,786 63,750,016 ========================================================================================= NET ASSETS: Beginning of year 95,737,649 31,987,633 ========================================================================================= End of year (including undistributed net investment income (loss) of $(9,211) and $12,621 for 2003 and 2002, respectively) $154,769,435 $95,737,649 _________________________________________________________________________________________ ========================================================================================= |
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Basic Balanced Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is long-term growth of capital and current income. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case
FS-32
of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DOLLAR ROLL TRANSACTIONS -- The Fund may engage in dollar roll transactions with respect to mortgage-backed securities issued by GNMA, FNMA and FHLMC. In a dollar roll transaction, the Fund sells a mortgage-backed security held in the Fund to a financial institution such as a bank or broker-dealer, and simultaneously agrees to repurchase a substantially similar security (same type, coupon and maturity) from the institution at an agreed upon price. The mortgage-backed securities that are repurchased will bear the same interest rate as those sold, but generally will be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on securities sold. Proceeds of the sale may be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the security sold. The difference between the selling price and the future repurchase price is recorded as realized gain (loss). At the time the Fund enters into the dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed transaction costs.
D. DISTRIBUTIONS -- Distributions from income are declared and paid quarterly and are recorded on ex-dividend date. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
E. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
F. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the
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Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
G. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
H. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.65% of the first $1 billion of the Fund's average daily net assets, plus 0.60% of the Fund's average daily net assets on the next $4 billion, plus 0.55% of the Fund's average daily net assets in excess of $5 billion. AIM has voluntarily agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total annual fund operating expenses of Class A shares to 1.50%. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors. Further, AIM has also voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the year ended December 31, 2003, AIM waived fees of $87,087.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $180,714 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $140,541, $587,179 and $184,770, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended December 31, 2003, AIM Distributors retained $54,699 in front-end sales commissions from the sale of Class A shares and $46, $1,708 and $1,663 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED FUND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $3,066,692 $28,357,173 $(31,423,865) $ -- $ -- $33,624 $ -- ------------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio 3,066,692 28,357,173 (31,423,865) -- $ -- 32,359 -- ==================================================================================================================================== $6,133,384 $56,714,346 $(62,847,730) $ -- $ -- $65,983 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
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NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $1,826 and reductions in custodian fees of $72 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $1,898.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. Certain former Trustees also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,789 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 ------------------------------------------------------------ Distributions paid from ordinary income $351,965 $529,390 ____________________________________________________________ ============================================================ |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 20,643,031 ----------------------------------------------------------- Temporary book/tax differences (9,212) ----------------------------------------------------------- Capital loss carryforward (3,344,633) ----------------------------------------------------------- Shares of beneficial interest 137,480,249 =========================================================== Total net assets $154,769,435 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2009 $ 1,094 ---------------------------------------------------------- December 31, 2010 3,076,168 ---------------------------------------------------------- December 31, 2011 267,371 ========================================================== Total capital loss carryforward $3,344,633 __________________________________________________________ ========================================================== |
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NOTE 8--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $91,750,155 and $56,996,368, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $21,802,883 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (1,159,852) =========================================================== Net unrealized appreciation of investment securities $20,643,031 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $133,466,646. |
NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES
As a result of differing book/tax treatment of foreign currency transactions and non deductible excise taxes, non deductible stock issuance costs, and other items, on December 31, 2003, undistributed net investment income was increased by $286,406, undistributed net realized gains decreased by $279,846 and shares of beneficial interest decreased by $6,560. This reclassification had no effect on the net assets of the Fund.
NOTE 10--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 2,121,267 $ 21,472,774 3,446,333 $ 34,648,200 ---------------------------------------------------------------------------------------------------------------------- Class B 3,415,758 34,619,858 5,478,972 54,419,155 ---------------------------------------------------------------------------------------------------------------------- Class C 1,191,376 12,127,632 1,909,258 19,097,434 ====================================================================================================================== Issued as reinvestment of dividends: Class A 23,304 235,426 28,607 280,388 ---------------------------------------------------------------------------------------------------------------------- Class B 7,181 68,294 15,991 156,480 ---------------------------------------------------------------------------------------------------------------------- Class C 2,103 20,060 5,190 50,976 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 298,876 3,122,514 46,807 451,087 ---------------------------------------------------------------------------------------------------------------------- Class B (299,162) (3,122,514) (46,781) (451,087) ====================================================================================================================== Reacquired: Class A (1,204,717) (11,950,932) (1,094,279) (10,625,577) ---------------------------------------------------------------------------------------------------------------------- Class B (1,513,543) (15,068,036) (1,910,198) (18,648,466) ---------------------------------------------------------------------------------------------------------------------- Class C (698,766) (6,965,135) (732,977) (7,399,764) ====================================================================================================================== 3,343,677 $ 34,559,941 7,146,923 $ 71,978,826 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
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NOTE 11--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income 0.05 0.11(a) 0.03(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.05 (1.28) 0.76 ============================================================================================================ Total from investment operations 2.10 (1.17) 0.79 ============================================================================================================ Less distribution from net investment income (0.06) (0.12) (0.04) ============================================================================================================ Net asset value, end of period $ 11.50 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 22.35% (10.97)% 7.94% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $53,675 $32,414 $10,753 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 1.50%(c) 1.48% 1.43%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 1.57%(c) 1.67% 2.89%(d) ============================================================================================================ Ratio of net investment income to average net assets 0.46%(c) 1.15% 1.16%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $40,154,641.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ============================================================================================================ Total from investment operations 2.04 (1.24) 0.78 ============================================================================================================ Less distribution from net investment income (0.01) (0.05) (0.03) ============================================================================================================ Net asset value, end of period $ 11.49 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 21.64% (11.56)% 7.76% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $76,304 $47,597 $16,067 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 2.22%(c) 2.32% 3.54%(d) ============================================================================================================ Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $58,717,932.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS C ------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 --------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 9.46 $ 10.75 $10.00 --------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) --------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ========================================================================================================= Total from investment operations 2.04 (1.24) 0.78 ========================================================================================================= Less distribution from net investment income (0.01) (0.05) (0.03) ========================================================================================================= Net asset value, end of period $ 11.49 $ 9.46 $10.75 _________________________________________________________________________________________________________ ========================================================================================================= Total return(b) 21.64% (11.57)% 7.76% _________________________________________________________________________________________________________ ========================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $24,790 $15,727 $5,168 _________________________________________________________________________________________________________ ========================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) --------------------------------------------------------------------------------------------------------- Without fee waivers 2.22%(c) 2.32% 3.54%(d) ========================================================================================================= Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) _________________________________________________________________________________________________________ ========================================================================================================= Portfolio turnover rate(e) 51% 42% 7% _________________________________________________________________________________________________________ ========================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $18,476,969.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 12--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office
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NOTE 12--LEGAL PROCEEDINGS (CONTINUED)
of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
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REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM European Small Company Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM European Small Company Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ---------------------------------------------------------------------- FOREIGN STOCKS & OTHER EQUITY INTERESTS-93.90% BELGIUM-2.18% Colruyt N.V. (Food Retail) 4,600 $ 442,076 ---------------------------------------------------------------------- Mobistar S.A. (Wireless Telecommunication Services)(a) 14,600 817,258 ====================================================================== 1,259,334 ====================================================================== BERMUDA-0.80% Golar LNG Ltd. (Oil & Gas Refining, Marketing & Transportation)(a) 32,400 463,773 ====================================================================== DENMARK-3.30% GN Store Nord A.S. (Health Care Equipment) 57,200 370,283 ---------------------------------------------------------------------- Jyske Bank A.S. (Diversified Banks)(a) 7,500 395,507 ---------------------------------------------------------------------- Novozymes A.S.-Class B (Specialty Chemicals) 8,100 295,033 ---------------------------------------------------------------------- Topdanmark A.S. (Multi-Line Insurance)(a) 15,850 846,555 ====================================================================== 1,907,378 ====================================================================== FINLAND-4.10% Lassila & Tikanoja Oyj (Environmental Services) 11,400 394,352 ---------------------------------------------------------------------- Marimekko Oyj (Apparel, Accessories & Luxury Goods) 39,200 451,184 ---------------------------------------------------------------------- Nokian Renkaat Oyj (Tires & Rubber) 5,100 384,276 ---------------------------------------------------------------------- SanomaWSOY Oyj-Class B (Publishing) 27,700 580,150 ---------------------------------------------------------------------- Vacon Oyj (Electrical Components & Equipment) 45,500 560,898 ====================================================================== 2,370,860 ====================================================================== FRANCE-7.85% Bricolage (Mr.) S.A. (Home Improvement Retail) 14,069 408,810 ---------------------------------------------------------------------- Camaieu (Apparel Retail) 7,425 574,404 ---------------------------------------------------------------------- Gifi (General Merchandise Stores) 7,300 483,468 ---------------------------------------------------------------------- Guillin Emballages (Metal & Glass Containers) 1,184 100,531 ---------------------------------------------------------------------- Imerys S.A. (Construction Materials)(a) 2,000 419,887 ---------------------------------------------------------------------- Ipsos (Advertising) 7,000 651,592 ---------------------------------------------------------------------- Neopost S.A. (Office Electronics)(a) 7,200 362,275 ---------------------------------------------------------------------- Obertthur Card Systems (Computer Storage & Peripherals)(a) 35,000 255,354 ---------------------------------------------------------------------- SMOBY (Leisure Products) 3,800 311,179 ---------------------------------------------------------------------- Tessi S.A. (Data Processing & Outsourced Services) 6,800 250,795 ---------------------------------------------------------------------- Trigano (Leisure Products) 9,500 451,712 ---------------------------------------------------------------------- Vet'Affaires (Apparel Retail) 3,100 273,939 ====================================================================== 4,543,946 ====================================================================== GERMANY-9.63% ADVA A.G. Optical Networking (Communications Equipment)(a) 77,600 389,476 ---------------------------------------------------------------------- Bijou Brigitte Modische Accessoires A.G. (Apparel, Accessories & Luxury Goods) 18,300 942,651 ---------------------------------------------------------------------- |
MARKET SHARES VALUE ---------------------------------------------------------------------- GERMANY-(CONTINUED) Boewe Systec A.G. (Office Electronics) 11,200 $ 584,672 ---------------------------------------------------------------------- Funkwerk A.G. (Communications Equipment) 7,800 253,336 ---------------------------------------------------------------------- GfK A.G. (Diversified Commercial Services) 11,100 318,629 ---------------------------------------------------------------------- Puma A.G. Rudolf Dassler Sport (Footwear) (Acquired 07/26/01-08/22/03; Cost $160,823)(b) 8,060 1,419,414 ---------------------------------------------------------------------- Rheinmetall A.G.-Pfd. (Industrial Conglomerates) 14,600 434,340 ---------------------------------------------------------------------- Telegate A.G. (Diversified Commercial Services)(a) 25,000 280,512 ---------------------------------------------------------------------- Vossloh A.G. (Construction, Farm Machinery & Heavy Trucks) 16,850 949,564 ====================================================================== 5,572,594 ====================================================================== GREECE-2.43% Athens Stock Exchange S.A. (Specialized Finance)(a) 69,800 574,221 ---------------------------------------------------------------------- Folli-Follie (Apparel, Accessories & Luxury Goods) 15,400 432,375 ---------------------------------------------------------------------- Germanos S.A. (Computer & Electronics Retail) 16,000 399,308 ====================================================================== 1,405,904 ====================================================================== HUNGARY-1.52% Gedeon Richter Rt. (Pharmaceuticals) 7,480 877,195 ====================================================================== IRELAND-8.54% Abbey PLC (Homebuilding) 40,900 339,558 ---------------------------------------------------------------------- Anglo Irish Bank Corp. PLC (Diversified Banks) 96,270 1,514,936 ---------------------------------------------------------------------- Depfa Bank PLC (Diversified Banks) 7,400 931,777 ---------------------------------------------------------------------- Grafton Group PLC (Trading Companies & Distributors)(c) 83,780 576,466 ---------------------------------------------------------------------- IAWS Group PLC (Agricultural Products) 26,200 319,683 ---------------------------------------------------------------------- ICON PLC-ADR (Health Care Services)(a) 7,800 340,080 ---------------------------------------------------------------------- Independent News & Media PLC (Publishing) 274,222 648,494 ---------------------------------------------------------------------- United Drug PLC (Health Care Distributors) 93,500 270,511 ====================================================================== 4,941,505 ====================================================================== ITALY-3.32% Credito Emiliano S.p.A. (Diversified Banks) 40,000 287,304 ---------------------------------------------------------------------- Davide Campari-Milano S.p.A. (Distillers & Vintners) 5,000 242,146 ---------------------------------------------------------------------- Merloni Elettrodomestici S.p.A. (Household Appliances) 58,197 1,094,430 ---------------------------------------------------------------------- Mondo TV S.p.A. (Movies & Entertainment)(a) 7,000 298,500 ====================================================================== 1,922,380 ====================================================================== LUXEMBOURG-1.37% SBS Broadcasting S.A. (Broadcasting & Cable TV)(a) 24,400 795,440 ====================================================================== NETHERLANDS-6.49% Aalberts Industries N.V. (Industrial Conglomerates) 17,100 441,602 ---------------------------------------------------------------------- Beter Bed Holding N.V. (Specialty Stores)(a) 40,050 445,853 ---------------------------------------------------------------------- Exact Holding N.V. (IT Consulting & Other Services)(a) 18,600 514,733 ---------------------------------------------------------------------- |
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MARKET SHARES VALUE ---------------------------------------------------------------------- NETHERLANDS-(CONTINUED) Nutreco Holding N.V. (Agricultural Products)(a) 14,100 $ 386,299 ---------------------------------------------------------------------- Randstad Holding N.V. (Employment Services)(a) 24,150 584,174 ---------------------------------------------------------------------- Sligro Food Group N.V. (Food Distributors) 10,900 335,237 ---------------------------------------------------------------------- Stork N.V. (Industrial Machinery) 27,600 545,073 ---------------------------------------------------------------------- Versatel Telecom International N.V. (Integrated Telecommunication Services)(a) 229,500 499,430 ====================================================================== 3,752,401 ====================================================================== NORWAY-3.79% Aktiv Kapital A.S.A. (Specialized Finance) 77,075 771,120 ---------------------------------------------------------------------- Ekornes A.S.A. (Home Furnishings) 24,800 457,208 ---------------------------------------------------------------------- Norman A.S.A. (Application Software) 50,900 473,006 ---------------------------------------------------------------------- Smedvig A.S.A.-Class A (Oil & Gas Drilling) 65,200 493,510 ====================================================================== 2,194,844 ====================================================================== SPAIN-2.46% Baron de Ley, S.A. (Distillers & Vintners)(a) 9,200 439,762 ---------------------------------------------------------------------- Corporacion Mapfre S.A. (Multi-Line Insurance) 27,100 382,820 ---------------------------------------------------------------------- Miquel y Costas & Miquel, S.A. (Paper Products) 14,300 602,597 ====================================================================== 1,425,179 ====================================================================== SWEDEN-3.31% Alfa Laval A.B. (Industrial Machinery) 27,100 411,546 ---------------------------------------------------------------------- Boss Media A.B.(Internet Software & Services) 182,900 611,316 ---------------------------------------------------------------------- Elanders A.B.-Class B (Publishing)(a) 46,900 588,649 ---------------------------------------------------------------------- Elekta A.B. (Health Care Equipment)(a) 791 17,936 ---------------------------------------------------------------------- Elekta A.B.-Class B (Health Care Equipment)(a) 9 169 ---------------------------------------------------------------------- Telelogic A.B. (Application Software)(a) 177,800 283,573 ====================================================================== 1,913,189 ====================================================================== SWITZERLAND-3.72% Actelion Ltd. (Biotechnology)(a) 4,120 443,421 ---------------------------------------------------------------------- Amazys Holding A.G. (Diversified Commercial Services) 9,000 288,052 ---------------------------------------------------------------------- Geberit A.G. (Building Products) 939 460,264 ---------------------------------------------------------------------- Lindt & Spruengli A.G. (Packaged Foods & Meats) 453 376,161 ---------------------------------------------------------------------- Micronas Semiconductor Holding A.G. (Semiconductors)(a) 5,800 247,589 ---------------------------------------------------------------------- Temenos Group A.G. (Systems Software)(a) 47,200 338,665 ====================================================================== 2,154,152 ====================================================================== UNITED KINGDOM-29.09% Alba PLC (Consumer Electronics) 53,950 611,681 ---------------------------------------------------------------------- Albemarle & Bond Holdings PLC (Consumer Finance) 203,200 364,628 ---------------------------------------------------------------------- Alexon Group PLC (Apparel, Accessories & Luxury Goods) 73,400 382,683 ---------------------------------------------------------------------- Balfour Beatty PLC (Construction & Engineering) 142,700 556,718 ---------------------------------------------------------------------- Belhaven Group (The) PLC (The) (Brewers) 67,200 503,940 ---------------------------------------------------------------------- Cardpoint PLC (Electronic Equipment Manufacturers)(a) 232,900 423,120 ---------------------------------------------------------------------- |
MARKET SHARES VALUE ---------------------------------------------------------------------- UNITED KINGDOM-(CONTINUED) Cattles PLC (Consumer Finance) 115,300 $ 688,114 ---------------------------------------------------------------------- CD Bramall PLC (Specialty Stores) 38,900 305,606 ---------------------------------------------------------------------- Dawson Holdings PLC (Distributors) 99,000 277,344 ---------------------------------------------------------------------- Domino Printing Sciences PLC (Industrial Machinery) 113,000 339,968 ---------------------------------------------------------------------- Domino's Pizza UK & IRL PLC (Restaurants) 150,500 518,625 ---------------------------------------------------------------------- Enterprise Inns PLC (Restaurants) 42,300 765,840 ---------------------------------------------------------------------- Galen Holdings PLC (Pharmaceuticals) 49,200 628,103 ---------------------------------------------------------------------- Gresham Computing PLC (Application Software)(a) 31,600 189,013 ---------------------------------------------------------------------- Haynes Publishing Group PLC (Publishing) 25,000 143,956 ---------------------------------------------------------------------- Hornby PLC (Leisure Products) 25,000 514,447 ---------------------------------------------------------------------- ICAP PLC (Investment Banking & Brokerage) 22,900 635,808 ---------------------------------------------------------------------- Inchcape PLC (Distributors) 14,100 327,786 ---------------------------------------------------------------------- Johnston Press PLC (Publishing) 72,800 605,402 ---------------------------------------------------------------------- Kensington Group PLC (Thrifts & Mortgage Finance) 89,500 525,158 ---------------------------------------------------------------------- Kier Group PLC (Construction & Engineering) 35,681 417,290 ---------------------------------------------------------------------- Lambert Howarth Group PLC (Footwear) 79,400 375,687 ---------------------------------------------------------------------- Majestic Wine PLC (Specialty Stores) 17,900 285,039 ---------------------------------------------------------------------- Marconi Corp. PLC (Communications Equipment)(a) 35,000 369,956 ---------------------------------------------------------------------- McBride PLC (Household Products) 295,400 706,765 ---------------------------------------------------------------------- Morgan Crucible Co. PLC (Industrial Machinery)(a) 116,000 281,680 ---------------------------------------------------------------------- Photo-Me International PLC (Photographic Products) 218,000 451,517 ---------------------------------------------------------------------- PHS Group PLC (Diversified Commercial Services) 326,800 488,682 ---------------------------------------------------------------------- Punch Taverns PLC (Restaurants) 54,300 421,744 ---------------------------------------------------------------------- Robert Wiseman Dairies PLC (Packaged Foods & Meats) 90,900 426,043 ---------------------------------------------------------------------- RPS Group PLC (Environmental Services) 162,100 426,185 ---------------------------------------------------------------------- Savills PLC (Other Diversified Financial Services) 103,300 610,042 ---------------------------------------------------------------------- SCi Entertainment Group PLC (Home Entertainment Software)(a) 128,600 290,463 ---------------------------------------------------------------------- Taylor & Francis Group PLC (Publishing) 68,700 624,359 ---------------------------------------------------------------------- Telecom plus PLC (Integrated Telecommunication Services) 90,800 647,602 ---------------------------------------------------------------------- Topps Tiles PLC (Home Improvement Retail) 35,900 364,854 ---------------------------------------------------------------------- Ultra Electronics Holdings PLC (Aerospace & Defense) 35,800 338,142 ====================================================================== 16,833,990 ====================================================================== Total Foreign Stocks & Other Equity Interests (Cost $36,851,326) 54,334,064 ====================================================================== MONEY MARKET FUNDS-5.18% Liquid Assets Portfolio(d) 1,498,588 1,498,588 ---------------------------------------------------------------------- STIC Prime Portfolio(d) 1,498,588 1,498,588 ====================================================================== Total Money Market Funds (Cost $2,997,176) 2,997,176 ====================================================================== TOTAL INVESTMENTS-99.08% (excluding investments purchased with cash collateral from securities loaned) (Cost $39,848,502) 57,331,240 ====================================================================== |
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MARKET SHARES VALUE ---------------------------------------------------------------------- INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-0.20% Liquid Assets Portfolio(d)(e) 117,600 $ 117,600 ====================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $117,600) 117,600 ====================================================================== TOTAL INVESTMENTS-99.28% (Cost $39,966,102) 57,448,840 ====================================================================== OTHER ASSETS LESS LIABILITIES-0.72% 415,486 ====================================================================== NET ASSETS-100.00% $57,864,326 ______________________________________________________________________ ====================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt Pfd. - Preferred |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of this security. The
market value of this security at 12/31/03 represented 2.45% of the Fund's
net assets. This security is not considered to be illiquid.
(c) Consists of more than one class of securities traded together as a unit.
(d) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(e) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $36,851,326)* $54,334,064 ----------------------------------------------------------- Investments in affiliated money market funds (cost $3,114,776) 3,114,776 ----------------------------------------------------------- Foreign currencies, at value (cost $709,191) 641,188 ----------------------------------------------------------- Receivables for: Fund shares sold 386,597 ----------------------------------------------------------- Dividends 80,217 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 15,887 ----------------------------------------------------------- Other assets 18,357 =========================================================== Total assets 58,591,086 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 390,516 ----------------------------------------------------------- Fund shares reacquired 89,301 ----------------------------------------------------------- Deferred compensation and retirement plans 15,887 ----------------------------------------------------------- Collateral upon return of securities loaned 117,600 ----------------------------------------------------------- Accrued distribution fees 24,636 ----------------------------------------------------------- Accrued transfer agent fees 19,053 ----------------------------------------------------------- Accrued operating expenses 69,767 =========================================================== Total liabilities 726,760 =========================================================== Net assets applicable to shares outstanding $57,864,326 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $44,433,708 ----------------------------------------------------------- Undistributed net investment income (loss) (15,872) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities, foreign currencies and futures contracts (4,038,941) ----------------------------------------------------------- Unrealized appreciation of investment securities and foreign currencies 17,485,431 =========================================================== $57,864,326 ___________________________________________________________ =========================================================== NET ASSETS: Class A $42,102,564 ___________________________________________________________ =========================================================== Class B $ 9,415,327 ___________________________________________________________ =========================================================== Class C $ 6,346,435 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 3,494,403 ___________________________________________________________ =========================================================== Class B 795,175 ___________________________________________________________ =========================================================== Class C 536,101 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 12.05 ----------------------------------------------------------- Offering price per share: (Net asset value of $12.05 divided by 94.50%) $ 12.75 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.84 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.84 ___________________________________________________________ =========================================================== |
* At December 31, 2003, securities with an aggregate market value of $112,374 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $60,116) $ 572,311 ------------------------------------------------------------------------- Dividends from affiliated money market funds* 24,314 ========================================================================= Total investment income 596,625 ========================================================================= EXPENSES: Advisory fees 329,310 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 199,143 ------------------------------------------------------------------------- Distribution fees Class A 88,867 ------------------------------------------------------------------------- Class B 60,131 ------------------------------------------------------------------------- Class C 32,606 ------------------------------------------------------------------------- Transfer agent fees 101,613 ------------------------------------------------------------------------- Trustees' fees 9,273 ------------------------------------------------------------------------- Professional fees 58,239 ------------------------------------------------------------------------- Other 61,320 ========================================================================= Total expenses 990,502 ========================================================================= Less: Fees waived, expenses reimbursed and expense offset arrangements (236,435) ------------------------------------------------------------------------- Net expenses 754,067 ========================================================================= Net investment income (loss) (157,442) ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES AND FUTURES CONTRACTS: Net realized gain (loss) from: Investment securities 4,218,131 ------------------------------------------------------------------------- Foreign currencies (2,366) ------------------------------------------------------------------------- Futures contracts 116,717 ========================================================================= 4,332,482 ========================================================================= Change in net unrealized appreciation of: Investment securities 14,542,972 ------------------------------------------------------------------------- Foreign currencies 1,604 ========================================================================= 14,544,576 ========================================================================= Net gain from investment securities, foreign currencies and futures contracts 18,877,058 ========================================================================= Net increase in net assets resulting from operations $18,719,616 _________________________________________________________________________ ========================================================================= |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-46
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ---------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (157,442) $ (159,922) ---------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies and futures contracts 4,332,482 (3,641,173) ---------------------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities, and foreign currencies 14,544,576 2,004,221 ======================================================================================== Net increase (decrease) in net assets resulting from operations 18,719,616 (1,796,874) ======================================================================================== Distributions to shareholders from net investment income: Class A (110,677) -- ---------------------------------------------------------------------------------------- Share transactions-net: Class A 14,779,957 7,577,888 ---------------------------------------------------------------------------------------- Class B 653,971 4,168,394 ---------------------------------------------------------------------------------------- Class C 2,479,060 1,002,947 ======================================================================================== Net increase in net assets resulting from share transactions 17,912,988 12,749,229 ======================================================================================== Net increase in net assets 36,521,927 10,952,355 ======================================================================================== NET ASSETS: Beginning of year 21,342,399 10,390,044 ======================================================================================== End of year (including undistributed net investment income (loss) of $(15,872) and $(12,828) for 2003 and 2002, respectively) $57,864,326 $21,342,399 ________________________________________________________________________________________ ======================================================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-47
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM European Small Company Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve long-term growth of capital. Companies are listed in the Schedule of Investments based on the country in which they are organized.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. REDEMPTION FEES -- Effective November 24, 2003, the Fund instituted a 2% redemption fee on certain share classes that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions,
FS-48
including exchanges of shares held less than 30 days. The redemption fee is accounted for as an addition to paid-in-capital by the Fund and is allocated among the share classes based on the relative net assets of each class.
E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
F. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
G. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
H. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts.
I. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.95% of the Fund's average daily net assets. AIM has contractually agreed to waive fees and/or reimburse expenses (excluding interest, taxes, extraordinary items and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total annual fund operating expenses of Class A shares to 2.00% through December 31, 2004. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $189,892 and reimbursed expenses of $46,042.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $51,441 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales
FS-49
charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $88,867, $60,131 and $32,606, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC")(collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended December 31, 2003, AIM Distributors retained $11,964 in front-end sales commissions from the sale of Class A shares and $4,579, $0 and $7,294 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
Pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") the advisor established an interfund lending facility that the Fund may participate in for temporary borrowings by the AIM and INVESCO funds. An interfund loan will be made only if the loan rate is favorable to both parties. Advances were made to the following affiliated investment companies during the period:
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $431,126 $26,508,831 $(25,441,369) $ -- $1,498,588 $10,378 $ -- ------------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio 431,126 26,508,831 (25,441,369) -- $1,498,588 10,126 -- ==================================================================================================================================== Subtotal $862,252 $53,017,662 $(50,882,738) $ -- $2,997,176 $20,504 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $ -- $3,164,978 $(3,047,378) $ -- $ 117,600 $ 3,810 $ -- ==================================================================================================================================== Total $862,252 $56,182,640 $(53,930,116) $ -- $3,114,776 $24,314 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $494 and reductions in custodian fees of $7 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $501.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,634 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the
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limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with to these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $112,374 were on loan to brokers. The loans were secured by cash collateral of $117,600 received by the Fund and subsequently invested in an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $3,810 for securities lending transactions.
NOTE 8--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 ----------------------------------------------------------- Distributions paid from ordinary income $110,677 $ -- ___________________________________________________________ =========================================================== |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $17,413,779 ----------------------------------------------------------- Temporary book/tax differences (15,872) ----------------------------------------------------------- Capital loss carryforward (3,967,289) ----------------------------------------------------------- Shares of beneficial interest 44,433,708 =========================================================== Total net assets $57,864,326 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales. The tax basis unrealized appreciation on investments amount includes appreciation on foreign currencies written of $2,693.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation.
The Fund utilized $3,698,753 of capital loss carryforward in the current period to offset net realized capital gain for Federal Income Tax purposes. The Fund has a remaining capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2009 449,177 ---------------------------------------------------------- December 31, 2010 3,518,112 ========================================================== Total capital loss carryforward $3,967,289 __________________________________________________________ ========================================================== |
NOTE 9--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $57,251,952 and $42,251,530, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $17,479,921 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (68,835) =========================================================== Net unrealized appreciation of investment securities $17,411,086 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $40,037,754. |
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NOTE 10--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions, excise tax paid, passive foreign investment company and distribution adjustment, on December 31, 2003, undistributed net investment income was increased by $265,075, undistributed net realized gains decreased by $241,060 and shares of beneficial interest decreased by $24,015. This reclassification had no effect on the net assets of the Fund.
NOTE 11--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with a CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 7,437,349 $ 64,909,222 3,539,416 $ 27,415,985 ---------------------------------------------------------------------------------------------------------------------- Class B 355,346 3,473,696 1,525,491 11,870,378 ---------------------------------------------------------------------------------------------------------------------- Class C 2,260,834 19,474,776 742,433 5,614,529 ====================================================================================================================== Issued as reinvestment of dividends: Class A 6,582 76,679 -- -- ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 24,199 222,934 27,392 208,822 ---------------------------------------------------------------------------------------------------------------------- Class B (24,613) (222,934) (27,627) (208,822) ====================================================================================================================== Reacquired: Class A (5,818,558) (50,428,878) (2,690,785) (20,046,919) ---------------------------------------------------------------------------------------------------------------------- Class B (317,658) (2,596,791) (1,041,846) (7,493,162) ---------------------------------------------------------------------------------------------------------------------- Class C (2,007,635) (16,995,716) (612,283) (4,611,582) ====================================================================================================================== 1,915,846 $ 17,912,988 1,462,191 $ 12,749,229 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
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NOTE 12--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ----------------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.37 $ 7.19 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.03)(a) (0.04)(a) (0.05)(a) (0.04)(a) ------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.74 0.22 (1.93) (0.74) =============================================================================================================================== Total from investment operations 4.71 0.18 (1.98) (0.78) =============================================================================================================================== Less distributions from net investment income (0.03) -- -- (0.05) =============================================================================================================================== Net asset value, end of period $ 12.05 $ 7.37 $ 7.19 $ 9.17 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Total return(b) 63.96% 2.50% (21.59)% (7.84)% _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $42,103 $13,597 $ 6,969 $8,606 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.00%(c) 2.01% 2.01% 2.07%(d) ------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.68%(c) 3.05% 4.65% 6.28%(d) =============================================================================================================================== Ratio of net investment income (loss) to average net assets (0.28)%(c) (0.51)% (0.61)% (1.28)%(d) _______________________________________________________________________________________________________________________________ =============================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% _______________________________________________________________________________________________________________________________ =============================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $25,390,593.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 12--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ----------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.27 $ 7.15 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08)(a) (0.09)(a) (0.10)(a) (0.06)(a) ------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.65 0.21 (1.92) (0.74) =================================================================================================================== Total from investment operations 4.57 0.12 (2.02) (0.80) =================================================================================================================== Less distributions from net investment income -- -- -- (0.03) =================================================================================================================== Net asset value, end of period $11.84 $ 7.27 $ 7.15 $ 9.17 ___________________________________________________________________________________________________________________ =================================================================================================================== Total return(b) 62.86% 1.68% (22.03)% (7.99)% ___________________________________________________________________________________________________________________ =================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $9,415 $5,689 $ 2,330 $2,851 ___________________________________________________________________________________________________________________ =================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.65%(c) 2.66% 2.71% 2.77%(d) ------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 3.33%(c) 3.70% 5.36% 6.98%(d) =================================================================================================================== Ratio of net investment income (loss) to average net assets (0.93)%(c) (1.16)% (1.31)% (1.98)%(d) ___________________________________________________________________________________________________________________ =================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% ___________________________________________________________________________________________________________________ =================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $6,013,048.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 12--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS C ----------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------- DECEMBER 31, 2003 2002 2001 2000 ------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.27 $ 7.14 $ 9.17 $10.00 ------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.09)(a) (0.10)(a) (0.06)(a) ------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.66 0.22 (1.93) (0.74) =================================================================================================================== Total from investment operations 4.57 0.13 (2.03) (0.80) =================================================================================================================== Less distributions from net investment income -- -- -- (0.03) =================================================================================================================== Net asset value, end of period $11.84 $ 7.27 $ 7.14 $ 9.17 ___________________________________________________________________________________________________________________ =================================================================================================================== Total return(b) 62.86% 1.82% (22.14)% (7.99)% ___________________________________________________________________________________________________________________ =================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $6,346 $2,057 $ 1,091 $1,073 ___________________________________________________________________________________________________________________ =================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.65%(c) 2.66% 2.71% 2.77%(d) ------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 3.33%(c) 3.70% 5.36% 6.98%(d) =================================================================================================================== Ratio of net investment income (loss) to average net assets (0.93)%(c) (1.16)% (1.31)% (1.98)%(d) ___________________________________________________________________________________________________________________ =================================================================================================================== Portfolio turnover rate(e) 130% 119% 152% 25% ___________________________________________________________________________________________________________________ =================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $3,260,594.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 13--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
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NOTE 13--LEGAL PROCEEDINGS (CONTINUED)
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
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REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Global Value Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Global Value Fund, formerly known as AIM Worldwide Spectrum Fund, (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE -------------------------------------------------------------------- FOREIGN STOCKS & OTHER EQUITY INTERESTS-72.26% AUSTRALIA-6.83% Alumina Ltd. (Aluminum)(a) 46,500 $ 229,694 -------------------------------------------------------------------- BHP Billiton Ltd. (Diversified Metals & Mining) 21,900 200,715 -------------------------------------------------------------------- Consolidated Broken Hill Ltd. (Diversified Metal & Mining)(a) 689,600 82,956 -------------------------------------------------------------------- Iluka Resources Ltd. (Diversified Metals & Mining)(a) 29,500 100,473 -------------------------------------------------------------------- National Australia Bank Ltd. (Diversified Banks) 13,000 292,733 -------------------------------------------------------------------- Perseverance Corp. Ltd. (Gold)(a) 412,200 108,469 -------------------------------------------------------------------- WMC Resources Ltd. (Diversified Metals & Mining)(a) 70,000 296,304 ==================================================================== 1,311,344 ==================================================================== BERMUDA-3.72% Pan-Ocean Energy Corp. Ltd. (Oil & Gas Exploration & Production)(a) 75,000 526,620 -------------------------------------------------------------------- Weatherford International Ltd. (Oil & Gas Equipment & Services)(a) 5,200 187,200 ==================================================================== 713,820 ==================================================================== BRAZIL-2.32% Caemi Mineracao e Metalurgica S.A.-Pfd. (Steel) 640 281,100 -------------------------------------------------------------------- Companhia Vale do Rio Doce-ADR (Diversified Metals & Mining) 2,800 163,800 ==================================================================== 444,900 ==================================================================== CANADA-32.54% Alcan Inc. (Aluminum) 7,900 369,215 -------------------------------------------------------------------- Barrick Gold Corp. (Gold) 20,800 470,407 -------------------------------------------------------------------- Cameco Corp. (Diversified Metals & Mining) 2,900 167,265 -------------------------------------------------------------------- Canadian Natural Resources Ltd. (Oil & Gas Exploration & Production) 7,900 398,475 -------------------------------------------------------------------- E-L Financial Corp. Ltd. (Multi-Line Insurance) 1,500 341,435 -------------------------------------------------------------------- Energy Savings Income Fund (Gas Utilities) 11,900 258,476 -------------------------------------------------------------------- Ensign Resource Service Group, Inc. (Oil & Gas Drilling) 2,600 41,327 -------------------------------------------------------------------- Falconbridge Ltd. (Diversified Metals & Mining) 8,500 205,679 -------------------------------------------------------------------- Fording Canadian Coal Trust (Diversified Metals & Mining) 8,100 287,500 -------------------------------------------------------------------- Inco Ltd. (Diversified Metals & Mining)(a) 10,100 402,519 -------------------------------------------------------------------- MAAX Inc. (Building Products) 24,200 440,492 -------------------------------------------------------------------- Manitoba Telecom Services Inc. (Integrated Telecommunication Services) 5,700 193,606 -------------------------------------------------------------------- Mullen Transportation Inc. (Trucking) 10,000 304,784 -------------------------------------------------------------------- Noranda, Inc. (Diversified Metals & Mining) 13,600 215,648 -------------------------------------------------------------------- Nortel Networks Corp. (Communications Equipment) 59,600 252,472 -------------------------------------------------------------------- |
-------------------------------------------------------------------- MARKET SHARES VALUE CANADA-(CONTINUED) Northbridge Financial Corp. (Property & Casualty Insurance) 12,400 $ 199,969 -------------------------------------------------------------------- Northern Orion Resources Inc. (Diversified Metals & Mining)(a) 65,000 154,475 -------------------------------------------------------------------- Novicourt Inc. (Diversified Metals & Mining) 93,700 117,848 -------------------------------------------------------------------- Placer Dome Inc. (Gold) 5,200 92,966 -------------------------------------------------------------------- Progress Energy Ltd. (Oil & Gas Exploration & Production)(a) 25,000 239,198 -------------------------------------------------------------------- Rogers Wireless Communications Inc.-Class B (Wireless Telecommunication Services)(a) 17,200 368,951 -------------------------------------------------------------------- Saskatchewan Wheat Pool-Class B (Agricultural Products) 185,100 58,558 -------------------------------------------------------------------- Stornoway Diamond Corp. (Precious Metal & Minerals)(a) 80,000 114,198 -------------------------------------------------------------------- Teck Cominco Ltd.-Class B (Diversified Metals & Mining) 16,600 280,894 -------------------------------------------------------------------- Westaim Corp. (The) (Industrial Conglomerates)(a) 97,400 270,556 ==================================================================== 6,246,913 ==================================================================== DENMARK-1.40% Kobenhavns Lufthavne A.S. (Airport Services)(a) 2,300 269,013 ==================================================================== FINLAND-0.83% UPM-Kymmene Oyj (Paper Products) 8,400 159,763 ==================================================================== FRANCE-2.86% Aventis S.A. (Pharmaceuticals) 5,000 329,570 -------------------------------------------------------------------- Thomson S.A. (Consumer Electronics)(a) 10,300 218,574 ==================================================================== 548,144 ==================================================================== GERMANY-0.52% Bayerische Hypo-und Vereinsbank A.G. (Diversified Banks)(a) 4,300 99,200 ==================================================================== HONG KONG-3.17% Henderson Land Development Co. Ltd. (Real Estate Management & Development) 35,000 154,632 -------------------------------------------------------------------- Sino Land Co. Ltd. (Real Estate Management & Development) 146,000 83,215 -------------------------------------------------------------------- Sun Hung Kai Properties Ltd. (Real Estate Management & Development) 22,000 182,068 -------------------------------------------------------------------- Swire Pacific Ltd. (Multi-Sector Holdings) 30,500 188,179 ==================================================================== 608,094 ==================================================================== JAPAN-4.24% Dai Nippon Printing Co., Ltd. (Commercial Printing) 11,000 154,201 -------------------------------------------------------------------- |
FS-58
MARKET SHARES VALUE -------------------------------------------------------------------- JAPAN-(CONTINUED) Honda Motor Co., Ltd. (Automobile Manufacturers) 4,100 $ 181,781 -------------------------------------------------------------------- Keio Electric Railway Co., Ltd. (Railroads)(a) 15,000 77,822 -------------------------------------------------------------------- Kyocera Corp. (Electronic Equipment Manufacturers) 1,200 79,806 -------------------------------------------------------------------- Lion Corp. (Household Products) 29,000 154,508 -------------------------------------------------------------------- Nippon Unipac Holding (Paper Products)(a) 15 77,263 -------------------------------------------------------------------- Shinkawa Ltd. (Semiconductor Equipment)(a) 4,200 88,217 ==================================================================== 813,598 ==================================================================== MEXICO-0.80% Grupo Aeroportuario del Sureste S.A. de C.V.-ADR (Airport Services) 8,700 153,120 ==================================================================== NETHERLANDS-1.18% Akzo Nobel N.V. (Diversified Chemicals) 5,900 227,101 ==================================================================== PERU-0.63% Compania de Minas Buenaventura S.A.-ADR (Precious Metals & Minerals) 4,300 121,604 ==================================================================== SOUTH KOREA-0.52% Ssangyong Motor Co. (Automobile Manufacturers)(a) 11,600 100,193 ==================================================================== SWEDEN-0.38% Skandia Forsakrings A.B. (Life & Health Insurance)(a) 20,000 72,672 ==================================================================== SWITZERLAND-0.84% Nestle S.A. (Packaged Foods & Meats) 650 161,924 ==================================================================== TAIWAN-2.76% Delta Electronics, Inc. (Electronic Equipment Manufacturers) (Acquired 8/20/2003-10/08/2003; Cost $211,818)(a)(b) 153,000 195,981 -------------------------------------------------------------------- EVA Airways Corp. (Airlines) 389,156 158,711 -------------------------------------------------------------------- President Chain Store Corp. (Food Retail) 115,000 176,090 ==================================================================== 530,782 ==================================================================== UNITED KINGDOM-6.72% Diageo PLC (Distillers & Vintners) 14,600 191,602 -------------------------------------------------------------------- HSBC Holdings PLC (Diversified Banks) 8,800 138,853 -------------------------------------------------------------------- Man Group PLC (Asset Management & Custody Banks) 7,260 189,385 -------------------------------------------------------------------- Randgold Resources Ltd.-ADR (Gold)(a) 3,400 92,820 -------------------------------------------------------------------- Rio Tinto PLC (Diversified Metals & Mining) 3,700 101,936 -------------------------------------------------------------------- Severn Trent PLC (Water Utilities) 7,110 95,085 -------------------------------------------------------------------- Standard Chartered PLC (Diversified Banks)(a) 13,000 214,126 -------------------------------------------------------------------- Unilever PLC (Packaged Foods & Meats) 15,000 139,470 -------------------------------------------------------------------- Vedanta Resources PLC (Diversified Metals & Mining)(a) 10,800 70,963 -------------------------------------------------------------------- |
-------------------------------------------------------------------- MARKET SHARES VALUE UNITED KINGDOM-(CONTINUED) Xstrata PLC (Diversified Metals & Mining)(a) 5,000 $ 56,243 ==================================================================== 1,290,483 ==================================================================== Total Foreign Stocks & Other Equity Interests (Cost $11,921,178) 13,872,668 ==================================================================== DOMESTIC COMMON STOCKS-22.55% ADVERTISING-0.46% Omnicom Group Inc. 1,000 87,330 ==================================================================== APPAREL, ACCESSORIES & LUXURY GOODS-1.19% Jones Apparel Group, Inc. 6,500 228,995 ==================================================================== COMMUNICATIONS EQUIPMENT-2.21% Cisco Systems, Inc.(a) 17,500 425,075 ==================================================================== CONSTRUCTION MATERIALS-0.97% Lafarge North America Inc. 4,600 186,392 ==================================================================== DIVERSIFIED BANKS-1.80% Bank of America Corp. 4,300 345,849 ==================================================================== DIVERSIFIED COMMERCIAL SERVICES-0.53% Coinstar, Inc.(a) 5,600 101,136 ==================================================================== FOREST PRODUCTS-0.60% Rayonier, Inc. 2,760 114,568 ==================================================================== GOLD-1.90% Newmont Mining Corp. 7,500 364,575 ==================================================================== INTEGRATED OIL & GAS-1.62% ChevronTexaco Corp. 3,600 311,004 ==================================================================== INVESTMENT BANKING & BROKERAGE-1.16% Merrill Lynch & Co., Inc. 3,800 222,870 ==================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.72% Citigroup Inc. 6,800 330,072 ==================================================================== PACKAGED FOODS & MEATS-1.32% Lancaster Colony Corp. 5,600 252,896 ==================================================================== PHARMACEUTICALS-4.24% Bristol-Myers Squibb Co. 10,400 297,440 -------------------------------------------------------------------- Merck & Co. Inc. 1,900 87,780 -------------------------------------------------------------------- Schering-Plough Corp. 24,700 429,533 ==================================================================== 814,753 ==================================================================== |
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MARKET SHARES VALUE -------------------------------------------------------------------- SYSTEMS SOFTWARE-2.83% Microsoft Corp. 19,700 $ 542,538 ==================================================================== Total Domestic Common Stocks (Cost $3,829,969) 4,328,053 ==================================================================== MONEY MARKET FUNDS-1.86% Liquid Assets Portfolio(c) 178,736 178,736 -------------------------------------------------------------------- STIC Prime Portfolio(c) 178,736 178,736 ==================================================================== Total Money Market Funds (Cost $357,472) 357,472 ==================================================================== TOTAL INVESTMENTS-96.67% (Cost $16,108,619) 18,558,193 ==================================================================== OTHER ASSETS LESS LIABILITIES-3.33% 640,430 ==================================================================== NET ASSETS-100.00% $19,198,623 ____________________________________________________________________ ==================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt Pfd. - Preferred |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The market value of this security at 12/31/03 represent 1.02% of the Fund's
net assets. Unless otherwise indicated, this security is not considered to
be illiquid.
(c) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $15,751,147) $18,200,721 ----------------------------------------------------------- Investments in affiliated money market funds (cost $357,472) 357,472 ----------------------------------------------------------- Foreign currencies, at value (cost $188,505) 188,858 ----------------------------------------------------------- Receivables for: Investments sold 582,035 ----------------------------------------------------------- Fund shares sold 78,382 ----------------------------------------------------------- Dividends and interest 50,559 ----------------------------------------------------------- Amount due from advisor 13,168 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 12,297 ----------------------------------------------------------- Other assets 19,485 =========================================================== Total assets 19,502,977 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 189,622 ----------------------------------------------------------- Fund shares reacquired 33,083 ----------------------------------------------------------- Deferred compensation and retirement plans 12,297 ----------------------------------------------------------- Accrued distribution fees 11,112 ----------------------------------------------------------- Accrued transfer agent fees 9,168 ----------------------------------------------------------- Accrued operating expenses 49,072 =========================================================== Total liabilities 304,354 =========================================================== Net assets applicable to shares outstanding $19,198,623 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $16,425,483 ----------------------------------------------------------- Undistributed net investment income (loss) (102,604) ----------------------------------------------------------- Undistributed net realized gain from investment securities, foreign currencies, foreign currency contracts and option contracts 424,102 ----------------------------------------------------------- Unrealized appreciation of investment securities, foreign currencies and foreign currency contracts 2,451,642 =========================================================== $19,198,623 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 9,270,246 ___________________________________________________________ =========================================================== Class B $ 7,075,003 ___________________________________________________________ =========================================================== Class C $ 2,853,374 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 789,927 ___________________________________________________________ =========================================================== Class B 611,446 ___________________________________________________________ =========================================================== Class C 246,487 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 11.74 ----------------------------------------------------------- Offering price per share: (Net asset value of $11.74 divided by 94.50%) $ 12.42 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.57 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.58 ___________________________________________________________ =========================================================== |
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $20,972) $ 286,375 ------------------------------------------------------------------------ Dividends from affiliated money market funds 13,527 ------------------------------------------------------------------------ Interest 1,590 ======================================================================== Total investment income 301,492 ======================================================================== EXPENSES: Advisory fees 119,494 ------------------------------------------------------------------------ Administrative services fees 50,000 ------------------------------------------------------------------------ Custodian fees 36,318 ------------------------------------------------------------------------ Distribution fees -- Class A 24,070 ------------------------------------------------------------------------ Class B 52,422 ------------------------------------------------------------------------ Class C 19,388 ------------------------------------------------------------------------ Transfer agent fees 54,565 ------------------------------------------------------------------------ Trustees' fees 9,141 ------------------------------------------------------------------------ Registration and filing fees 36,036 ------------------------------------------------------------------------ Printing and postage 25,733 ------------------------------------------------------------------------ Professional fees 51,505 ------------------------------------------------------------------------ Other 6,318 ======================================================================== Total expenses 484,990 ======================================================================== Less: Fees waived, expense reimbursements and expense offset arrangements (157,052) ======================================================================== Net expenses 327,938 ======================================================================== Net investment income (loss) (26,446) ======================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FOREIGN CURRENCY CONTRACTS AND OPTION CONTRACTS: Net realized gain (loss) from: Investment securities 3,613,180 ------------------------------------------------------------------------ Foreign currencies (38,597) ------------------------------------------------------------------------ Foreign currency contracts (238,687) ------------------------------------------------------------------------ Option contracts written 4,196 ======================================================================== 3,340,092 ======================================================================== Change in net unrealized appreciation of: Investment securities 633,517 ------------------------------------------------------------------------ Foreign currencies 1,712 ------------------------------------------------------------------------ Foreign currency contracts 125,355 ======================================================================== 760,584 ======================================================================== Net gain from investment securities, foreign currencies, foreign currency contracts and option contracts 4,100,677 ======================================================================== Net increase in net assets resulting from operations $4,074,230 ________________________________________________________________________ ======================================================================== |
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ---------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (26,446) $ (190,623) ---------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts 3,340,092 (1,519,961) ---------------------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities, foreign currencies, foreign currency contracts and option contracts 760,584 482,952 ======================================================================================== Net increase (decrease) in net assets resulting from operations 4,074,230 (1,227,632) ======================================================================================== Distributions to shareholders from net investment income: Class A (66,253) (2,912) ---------------------------------------------------------------------------------------- Class B (20,575) -- ---------------------------------------------------------------------------------------- Class C (8,358) -- ======================================================================================== Total distributions from net investment income (95,186) (2,912) ======================================================================================== Distributions to shareholders from net realized gains: Class A (96,651) -- ---------------------------------------------------------------------------------------- Class B (77,081) -- ---------------------------------------------------------------------------------------- Class C (31,309) -- ======================================================================================== Total distributions from net realized gains (205,041) -- ======================================================================================== Decrease in net assets resulting from distributions (300,227) (2,912) ======================================================================================== Share transactions-net: Class A 1,096,605 (1,707,264) ---------------------------------------------------------------------------------------- Class B 1,052,199 1,387,954 ---------------------------------------------------------------------------------------- Class C 481,030 693,806 ======================================================================================== Net increase in net assets resulting from share transactions 2,629,834 374,496 ======================================================================================== Net increase (decrease) in net assets 6,403,837 (856,048) ======================================================================================== NET ASSETS: Beginning of year 12,794,786 13,650,834 ======================================================================================== End of year (including undistributed net investment income (loss) of $(102,604) and $(9,664) for 2003 and 2002, respectively) $19,198,623 $12,794,786 ________________________________________________________________________________________ ======================================================================================== |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Global Value Fund, is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve long-term growth of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. REDEMPTION FEES -- Effective November 24, 2003, the Fund instituted a 2% redemption fee on certain share classes that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions,
FS-64
including exchanges of shares held less than 30 days. The redemption fee is accounted for as an addition to paid-in-capital by the Fund and is allocated among the share classes based on the relative net assets of each class.
E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
F. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
G. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
H. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
I. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts.
J. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.85% of the first $1 billion of the Fund's average daily net assets, plus 0.80% of the Fund's average daily net assets in excess of $1 billion. AIM has contractually agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total annual fund operating expenses of Class A shares to 2.00% through December 31, 2004. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the year ended December 31, 2003, AIM waived fees of $119,494 and reimbursed expenses of $37,312.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred
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in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $28,772 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $24,070, $52,422 and $19,388, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $8,617 in front-end sales commissions from the sale of Class A shares and $0, $0 and $402 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
UNREALIZED REALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND GAIN FUND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME (LOSS) --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $454,569 $13,235,008 $(13,510,841) $ -- $178,736 $ 6,891 $ -- STIC Prime Portfolio 454,569 13,235,008 (13,510,841) -- 178,736 6,636 -- ================================================================================================================================= $909,138 $26,470,016 $(27,021,682) $ -- $357,472 $13,527 $ -- _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian.
For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $245 and reductions in custodian fees of $1 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $246.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,593 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund did not borrow or lend under the facility during the year ended December 31, 2003.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
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During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD --------------------------------------------------------- CALL OPTION CONTRACTS --------------------- NUMBER OF PREMIUMS CONTRACTS RECEIVED --------------------------------------------------------- Beginning of year -- $ -- --------------------------------------------------------- Written 200 18,049 --------------------------------------------------------- Closed (200) $(18,049) ========================================================= End of year -- $ -- _________________________________________________________ ========================================================= |
NOTE 8--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 ------------------------------------------------------------ Distributions paid from ordinary income $ 95,332 $2,912 ------------------------------------------------------------ Long-term capital gain 204,895 -- ============================================================ Total distributions $300,227 $2,912 ____________________________________________________________ ============================================================ |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Undistributed ordinary income $ 473,588 ----------------------------------------------------------- Unrealized appreciation -- investments 2,312,200 ----------------------------------------------------------- Temporary book/tax differences (12,648) ----------------------------------------------------------- Capital (par value and additional paid-in) 16,425,483 =========================================================== Total net assets $19,198,623 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to the tax deferral of losses on wash sales and mark to market of certain passive foreign investment companies. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $2,068.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of director deferral of trustee compensation and trustee retirement plan expenses.
NOTE 9--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $48,339,256 and $46,279,233, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $2,381,176 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (71,044) =========================================================== Net unrealized appreciation of investment securities $2,310,132 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $16,248,061. |
NOTE 10--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions and passive foreign investment company reclassifications, on December 31, 2003, undistributed net investment income (loss) was increased by $28,692, undistributed net realized gains decreased by $28,692. This reclassification had no effect on the net assets of the Fund.
FS-67
NOTE 11--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ------------------------------------------------------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ---------------------------------------------------- 2003 2002 ----------------------- ------------------------- SHARES AMOUNT SHARES AMOUNT ------------------------------------------------------------------------------------------------------------------ Sold: Class A 496,139 $ 5,108,376 838,881 $ 7,844,956 ------------------------------------------------------------------------------------------------------------------ Class B 345,035 3,466,255 410,973 3,812,711 ------------------------------------------------------------------------------------------------------------------ Class C 139,530 1,450,866 122,164 1,145,729 ================================================================================================================== Issued as reinvestment of dividends: Class A 14,310 160,136 310 2,861 ------------------------------------------------------------------------------------------------------------------ Class B 8,515 94,004 -- -- ------------------------------------------------------------------------------------------------------------------ Class C 3,440 37,992 -- -- ================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 14,898 155,309 11,498 102,735 ------------------------------------------------------------------------------------------------------------------ Class B (15,126) (155,309) (11,486) (102,735) ================================================================================================================== Reacquired: Class A (434,061) (4,327,216) (1,038,150) (9,657,816) ------------------------------------------------------------------------------------------------------------------ Class B (244,204) (2,352,751) (251,272) (2,322,022) ------------------------------------------------------------------------------------------------------------------ Class C (103,345) (1,007,828) (49,330) (451,923) ================================================================================================================== 225,131 $ 2,629,834 33,588 $ 374,496 __________________________________________________________________________________________________________________ ================================================================================================================== |
FS-68
NOTE 12--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A -------------------------------------------------------------- DECEMBER 29, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------------ DECEMBER 31, 2003 2002 2001 2000 ---------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 9.05 $ 9.85 $10.00 $10.00 ---------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(a) (0.11)(a) (0.05)(a) -- ---------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.89 (0.69) (0.10) -- ============================================================================================================================ Total from investment operations 2.90 (0.80) (0.15) -- ============================================================================================================================ Less distributions: Dividends from net investment income (0.09) (0.00) (0.00) -- ---------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- -- ============================================================================================================================ Total distributions (0.21) -- -- -- ============================================================================================================================ Net asset value, end of period $11.74 $ 9.05 $ 9.85 $10.00 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Total return(b) 32.15% (8.08)% (1.49)% -- ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $9,270 $6,321 $8,725 $1,110 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratio of expenses to average net assets: With fee waivers 2.00%(c) 2.00% 1.91% 1.80%(d) ---------------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.12%(c) 2.75% 4.44% 76.90%(d) ============================================================================================================================ Ratio of net investment income (loss) to average net assets 0.14%(c) (1.16)% (0.52)% 3.91%(d) ____________________________________________________________________________________________________________________________ ============================================================================================================================ Portfolio turnover rate(e) 372% 101% 168% -- ____________________________________________________________________________________________________________________________ ============================================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $6,877,159.
(d) Annualized.
(e) Not annualized for periods less than one year.
FS-69
NOTE 12--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ------------------------------------------------ JANUARY 2, 2001 YEAR ENDED (DATE SALES DECEMBER 31, COMMENCED TO ------------------------ DECEMBER 31, 2003 2002 2001 -------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $8.94 $9.79 $10.00 -------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(a) (0.17)(a) (0.11)(a) -------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.83 (0.68) (0.10) ============================================================================================================== Total from investment operations 2.78 (0.85) (0.21) ============================================================================================================== Less distributions: Dividends from net investment income (0.03) -- (0.00) -------------------------------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- ============================================================================================================== Total distributions (0.15) -- -- ============================================================================================================== Net asset value, end of period $11.57 $8.94 $ 9.79 ______________________________________________________________________________________________________________ ============================================================================================================== Total return(b) 31.26% (8.68)% (2.09)% ______________________________________________________________________________________________________________ ============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $7,075 $4,624 $3,613 ______________________________________________________________________________________________________________ ============================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.65% 2.57%(d) -------------------------------------------------------------------------------------------------------------- Without fee waivers 3.77%(c) 3.40% 5.10%(d) ============================================================================================================== Ratio of net investment income (loss) to average net assets (0.51)%(c) (1.81)% (1.18)%(d) ______________________________________________________________________________________________________________ ============================================================================================================== Portfolio turnover rate(e) 372% 101% 168% ______________________________________________________________________________________________________________ ============================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $5,242,214.
(d) Annualized.
(e) Not annualized for periods less than one year.
CLASS C ------------------------------------------------ JANUARY 11, 2001 YEAR ENDED (DATE SALES DECEMBER 31, COMMENCED TO ----------------------- DECEMBER 31, 2003 2002 2001 -------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $8.94 $9.79 $10.00 -------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(a) (0.17)(a) (0.11)(a) -------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.84 (0.68) (0.10) ============================================================================================================== Total from investment operations 2.79 (0.85) (0.21) ============================================================================================================== Less distributions: Dividends from net investment income (0.03) -- (0.00) -------------------------------------------------------------------------------------------------------------- Distributions from net realized gains (0.12) -- -- ============================================================================================================== Total distributions (0.15) -- -- ============================================================================================================== Net asset value, end of period $11.58 $8.94 $ 9.79 ______________________________________________________________________________________________________________ ============================================================================================================== Total return(b) 31.37% (8.68)% (2.09)% ______________________________________________________________________________________________________________ ============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,853 $1,850 $1,312 ______________________________________________________________________________________________________________ ============================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.65% 2.57%(d) -------------------------------------------------------------------------------------------------------------- Without fee waivers 3.77%(c) 3.40% 5.10%(d) ============================================================================================================== Ratio of net investment income (loss) to average net assets (0.51)%(c) (1.81)% (1.18)%(d) ______________________________________________________________________________________________________________ ============================================================================================================== Portfolio turnover rate(e) 372% 101% 168% ______________________________________________________________________________________________________________ ============================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America, does not include sales charges and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $1,938,794.
(d) Annualized.
(e) Not annualized for periods less than one year.
FS-70
NOTE 13--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
FS-71
NOTE 13--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-72
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM International Emerging Growth Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM International Emerging Growth Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-73
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ----------------------------------------------------------------------- STOCKS & OTHER EQUITY INTERESTS-90.78% AUSTRALIA-2.06% Computershare Ltd. (Data Processing & Outsourced Services)(a) 274,600 $ 683,376 ----------------------------------------------------------------------- CSL Ltd. (Biotechnology)(a) 40,000 536,821 ----------------------------------------------------------------------- Foodland Associated Ltd. (Food Retail) 14,349 209,940 ----------------------------------------------------------------------- Ramsay Health Care Ltd. (Health Care Facilities) 146,600 525,755 ----------------------------------------------------------------------- Toll Holdings Ltd. (Trucking) 59,400 368,444 ======================================================================= 2,324,336 ======================================================================= BELGIUM-0.89% Mobistar S.A. (Wireless Telecommunication Services)(a) 17,900 1,001,980 ======================================================================= BRAZIL-0.65% Companhia Siderurgica Nacional S.A.-ADR (Steel) 8,800 471,680 ----------------------------------------------------------------------- Embraer-Empresa Brasileira de Aeronautica S.A.-ADR (Aerospace & Defense)(a) 7,600 266,228 ======================================================================= 737,908 ======================================================================= CANADA-22.31% AKITA Drilling Ltd.-Class A (Oil & Gas Drilling) 29,200 544,346 ----------------------------------------------------------------------- Algoma Steel Inc. (Steel)(a) 70,000 380,787 ----------------------------------------------------------------------- Allstream Inc.-Class B (Integrated Telecommunication Services) 14,100 777,350 ----------------------------------------------------------------------- Badger Daylighting Inc. (Construction & Engineering)(a) 358,100 817,883 ----------------------------------------------------------------------- BMTC Group, Inc.-Class A (Specialty Stores) 36,124 365,142 ----------------------------------------------------------------------- Calian Technology Ltd. (Data Processing & Outsourced Services) 130,900 1,222,137 ----------------------------------------------------------------------- Canadian Western Bank (Regional Banks) 17,700 537,146 ----------------------------------------------------------------------- CanWest Global Communications Corp. (Broadcasting & Cable TV)(a) 56,700 605,938 ----------------------------------------------------------------------- Crew Energy Inc. (Oil & Gas Exploration & Production)(a) 160,000 467,901 ----------------------------------------------------------------------- CryptoLogic Inc. (Internet Software & Services) 79,700 951,972 ----------------------------------------------------------------------- DataMirror Corp. (Application Software)(a) 37,000 465,069 ----------------------------------------------------------------------- DRAXIS Health Inc. (Pharmaceuticals)(a) 175,000 591,435 ----------------------------------------------------------------------- Enghouse Systems Ltd. (Application Software)(a) 16,500 206,250 ----------------------------------------------------------------------- Extendicare, Inc.-Class A (Health Care-Long Term Care)(a) 120,200 1,228,897 ----------------------------------------------------------------------- Global Railway Industries Ltd. (Construction, Farm Machinery & Heavy Trucks)(a) 120,000 365,741 ----------------------------------------------------------------------- Hip Interactive Corp. (Distributors)(a) 154,400 411,018 ----------------------------------------------------------------------- Home Capital Group Inc.-Class B (Asset Management & Custody Banks) 42,300 1,085,243 ----------------------------------------------------------------------- |
----------------------------------------------------------------------- MARKET SHARES VALUE CANADA-(CONTINUED) Intertape Polymer Group, Inc. (Metal & Glass Containers) (Acquired 09/05/03-10/27/03; Cost $328,302)(b) 42,700 $ 543,305 ----------------------------------------------------------------------- Mediagrif Interactive Technologies Inc. (Internet Software & Services)(a) 58,200 479,611 ----------------------------------------------------------------------- Mega Bloks (Leisure Products)(a) 27,800 493,364 ----------------------------------------------------------------------- Microcell Telecommunications Inc.-Class B (Wireless Telecommunication Services)(a) 38,200 509,628 ----------------------------------------------------------------------- Pason Systems Inc. (Oil & Gas Equipment & Services) 56,000 1,088,889 ----------------------------------------------------------------------- Reitmans Ltd.-Class A (Apparel Retail) 66,600 1,278,042 ----------------------------------------------------------------------- Richelieu Hardware Ltd. (Trading Companies & Distributors) 38,300 562,383 ----------------------------------------------------------------------- RONA Inc. (Home Improvement Retail) (Acquired 10/28/02-10/27/03; Cost 401,188)(a)(b) 35,300 849,542 ----------------------------------------------------------------------- Saputo Group, Inc. (Packaged Foods& Meats) 31,400 777,731 ----------------------------------------------------------------------- Systems Xcellence Inc. (Health Care Services)(a) 227,700 456,806 ----------------------------------------------------------------------- Telesystem International Wireless Inc. (Wireless Telecommunication Services)(a) 93,000 778,588 ----------------------------------------------------------------------- Total Energy Services Ltd. (Oil & Gas Equipment & Services)(a) 254,600 913,495 ----------------------------------------------------------------------- Trican Well Service Ltd. (Oil & Gas Equipment & Services)(a) 36,100 771,582 ----------------------------------------------------------------------- TSX Group Inc. (Specialized Finance) 30,600 1,012,917 ----------------------------------------------------------------------- Tundra Semiconductor Corp., Ltd. (Electronics-Semiconductors) 71,800 1,493,063 ----------------------------------------------------------------------- VFC Inc. (Consumer Finance) (Acquired 09/26/03-12/19/03; Cost $988,814)(a)(b) 158,900 1,205,237 ----------------------------------------------------------------------- Wajax Ltd. (Industrial Machinery)(a) 158,600 979,012 ======================================================================= 25,217,450 ======================================================================= CAYMAN ISLANDS-1.27% ASM Pacific Technology Ltd. (Semiconductor Equipment) 69,000 302,179 ----------------------------------------------------------------------- Global Bio-chem Technology Group Co. Ltd. (Biotechnology) 1,116,000 689,989 ----------------------------------------------------------------------- Xinao Gas Holdings Ltd. (Gas Utilities)(a) 794,000 442,327 ======================================================================= 1,434,495 ======================================================================= CHILE-0.43% Corpbanca (Regional Banks) (Acquired 11/19/03; Cost 404,412)(a)(b) 18,500 483,925 ======================================================================= CHINA-2.61% China Life Insurance Co. (Life & Health Insurance)(a) 10,700 352,779 ----------------------------------------------------------------------- Great Wall Automobile Holdings Co. Ltd.-Class H (Automobile Manufacturers)(a) 315,500 672,565 ----------------------------------------------------------------------- |
FS-74
MARKET SHARES VALUE ----------------------------------------------------------------------- CHINA-(CONTINUED) Lianhua Supermarket Holdings Ltd.-Class H (Food Retail)(a) 242,000 $ 255,603 ----------------------------------------------------------------------- PICC Property & Casualty Co. Ltd.-Class H (Property & Casualty Insurance)(a) 1,466,500 656,408 ----------------------------------------------------------------------- Tong Ren Tang Technologies Co. Ltd. (Pharmaceuticals) 166,000 291,862 ----------------------------------------------------------------------- Weiqiao Textile Co. Ltd.-Class H (Textiles) (Acquired 09/19/03-12/24/03; Cost $674,557)(a)(b) 571,700 721,657 ======================================================================= 2,950,874 ======================================================================= DENMARK-1.33% Topdanmark A.S. (Multi-Line Insurance)(a) 28,143 1,503,129 ======================================================================= FINLAND-1.17% Nokian Renkaat Oyj (Tires & Rubber) 8,885 669,469 ----------------------------------------------------------------------- Vacon Oyj (Electrical Components & Equipment) 52,577 648,139 ======================================================================= 1,317,608 ======================================================================= FRANCE-1.54% Camaieu (Apparel Retail) 14,095 1,090,401 ----------------------------------------------------------------------- Trigano (Leisure Products)(a) 13,725 652,605 ======================================================================= 1,743,006 ======================================================================= GERMANY-5.15% ADVA A.G. Optical Networking (Communications Equipment)(a) 125,588 630,329 ----------------------------------------------------------------------- Bijou Brigitte Modische Accessoires A.G. (Apparel, Accessories & Luxury Goods) 14,400 741,758 ----------------------------------------------------------------------- Boewe Systec A.G. (Office Electronics)(a) 12,975 677,332 ----------------------------------------------------------------------- Puma A.G. Rudolf Dassler Sport (Footwear) (Acquired 01/30/02-10/27/03; Cost $660,632)(b) 10,419 1,834,848 ----------------------------------------------------------------------- Rheinmetall A.G.-Pfd. (Industrial Conglomerates)(a) 26,051 775,000 ----------------------------------------------------------------------- Vossloh A.G. (Construction & Farm Machinery & Heavy Trucks) 20,543 1,157,679 ======================================================================= 5,816,946 ======================================================================= GREECE-0.57% Germanos S.A. (Computer & Electronics Retail)(a) 26,021 649,399 ======================================================================= HONG KONG-3.14% China Merchants Holdings International Co. Ltd. (Industrial Conglomerates) 162,000 213,883 ----------------------------------------------------------------------- COFCO International Ltd. (Packaged Foods & Meats) 1,000,000 644,031 ----------------------------------------------------------------------- Dah Sing Financial Group (Diversified Banks) 68,000 505,822 ----------------------------------------------------------------------- Denway Motors Ltd. (Automobile Manufacturers) 472,000 501,571 ----------------------------------------------------------------------- Lee & Man Paper Manufacturing Ltd. (Metal & Glass Containers) (Acquired 09/22/03-12/24/03; Cost $538,826)(a)(b) 883,700 700,030 ----------------------------------------------------------------------- Techtronic Industries Co. Ltd. (Household Appliances) (Acquired 04/24/02-7/29/02; Cost 82,574)(b) 102,000 283,129 ----------------------------------------------------------------------- |
----------------------------------------------------------------------- MARKET SHARES VALUE HONG KONG-(CONTINUED) Wing Hang Bank Ltd. (Diversified Banks)(a) 117,000 $ 696,249 ======================================================================= 3,544,715 ======================================================================= HUNGARY-1.38% Gedeon Richter Rt. (Pharmaceuticals) 13,300 1,559,718 ======================================================================= INDIA-3.24% Bajaj Auto Ltd. (Motorcycle Manufacturers) 14,000 348,995 ----------------------------------------------------------------------- Bharat Forge Ltd. (Industrial Machinery) 42,800 744,978 ----------------------------------------------------------------------- Dr. Reddy's Laboratories Ltd.-ADR (Pharmaceuticals) 10,600 335,490 ----------------------------------------------------------------------- HDFC Bank Ltd. (Diversified Banks) 28,000 225,013 ----------------------------------------------------------------------- HDFC Bank Ltd.-ADR (Diversified Banks) 4,400 134,376 ----------------------------------------------------------------------- Housing Development Finance Corp. Ltd. (Thrifts & Mortgage Finance) 53,000 748,505 ----------------------------------------------------------------------- Maruti Udyog Ltd. (Automobile Manufactures)(a) 65,400 539,398 ----------------------------------------------------------------------- Ranbaxy Laboratories Ltd. (Pharmaceuticals) 14,400 346,610 ----------------------------------------------------------------------- Wockhardt Ltd. (Pharmaceuticals) 15,500 244,739 ======================================================================= 3,668,104 ======================================================================= IRELAND-5.51% Anglo Irish Bank Corp. PLC (Diversified Banks) 142,775 2,246,754 ----------------------------------------------------------------------- Depfa Bank PLC (Diversified Banks) 10,775 1,356,743 ----------------------------------------------------------------------- Grafton Group PLC-Units (Trading Companies & Distributors)(c) 136,040 936,052 ----------------------------------------------------------------------- ICON PLC-ADR (Health Care Services)(a) 13,800 601,680 ----------------------------------------------------------------------- Independent News & Media PLC (Publishing) 461,885 1,092,290 ======================================================================= 6,233,519 ======================================================================= ISRAEL-0.53% Taro Pharmaceutical Industries Ltd. (Pharmaceuticals)(a) 9,220 594,690 ======================================================================= ITALY-1.19% Merloni Elettrodomestici S.p.A. (Household Appliances) 71,328 1,341,366 ======================================================================= JAPAN-5.13% Daiwa House Industry Co., Ltd. (Homebuilding) 73,000 775,149 ----------------------------------------------------------------------- Hosiden Corp. (Electronic Equipment Manufacturers) 23,400 266,345 ----------------------------------------------------------------------- JSR Corp. (Specialty Chemicals) 42,000 936,941 ----------------------------------------------------------------------- NEC Electronics Corp. (Semiconductors) (Acquired 07/14/03-08/20/03; Cost $208,737)(b) 5,500 401,639 ----------------------------------------------------------------------- NOK Corp. (Auto Parts & Equipment) 11,000 399,590 ----------------------------------------------------------------------- Sekisui Chemical Co., Ltd. (Homebuilding)(a) 157,000 798,454 ----------------------------------------------------------------------- Stanley Electric Co., Ltd. (Auto Parts & Equipment) 45,000 869,737 ----------------------------------------------------------------------- THK Co., Ltd. (Industrial Machinery)(a) 36,800 747,243 ----------------------------------------------------------------------- Yamaha Corp. (Leisure Products) 30,700 601,933 ======================================================================= 5,797,031 ======================================================================= |
FS-75
MARKET SHARES VALUE ----------------------------------------------------------------------- LUXEMBOURG-1.60% Quilmes Industrial S.A.-ADR (Brewers)(a) 27,400 $ 447,990 ----------------------------------------------------------------------- SBS Broadcasting S.A. (Broadcasting & Cable TV)(a) 41,800 1,362,680 ======================================================================= 1,810,670 ======================================================================= MEXICO-0.31% Consorcio ARA, S.A. de C.V. (Homebuilding)(a) 142,900 355,023 ======================================================================= NETHERLANDS-2.63% Orthofix International N.V. (Health Care Equipment)(a) 16,700 817,966 ----------------------------------------------------------------------- Randstad Holding N.V. (Employment Services)(a) 38,725 936,735 ----------------------------------------------------------------------- Sligro Food Group N.V. (Food Distributors) 17,411 535,487 ----------------------------------------------------------------------- Versatel Telecom International N.V. (Integrated Telecommunication Services)(a) 312,132 679,251 ======================================================================= 2,969,439 ======================================================================= NORWAY-1.71% Aktiv Kapital A.S.A. (Specialized Finance) 119,784 1,198,415 ----------------------------------------------------------------------- Ekornes A.S.A. (Home Furnishings) 39,846 734,593 ======================================================================= 1,933,008 ======================================================================= PHILIPPINES-0.43% Philippine Long Distance Telephone Co. (Integrated Telecommunication Services)(a) 27,600 482,031 ======================================================================= SINGAPORE-1.92% Keppel Corp. Ltd. (Industrial Conglomerates) 154,000 553,223 ----------------------------------------------------------------------- Keppel Land Ltd. (Real Estate Management & Development)(a) 323,000 300,545 ----------------------------------------------------------------------- Neptune Orient Lines Ltd. (Marine)(a) 442,000 562,245 ----------------------------------------------------------------------- SembCorp Logistics Ltd. (Marine Ports & Services) 456,000 537,087 ----------------------------------------------------------------------- Venture Corp. Ltd. (Electronic Manufacturing Services) 18,000 212,008 ======================================================================= 2,165,108 ======================================================================= SOUTH KOREA-2.69% Cheil Communications Inc. (Advertising)(a) 2,100 304,654 ----------------------------------------------------------------------- CJ Corp. (Packaged Foods & Meats) 10,010 521,275 ----------------------------------------------------------------------- Daewoo Shipbuilding & Marine Engineering Co., Ltd. (Construction & Farm Machinery & Heavy Trucks)(a) 17,400 223,245 ----------------------------------------------------------------------- Hana Bank (Diversified Banks) 34,500 636,478 ----------------------------------------------------------------------- Hankook Tire Co. Ltd. (Tires & Rubber) 55,400 418,113 ----------------------------------------------------------------------- Hyundai Department Store Co., Ltd. (Department Stores)(a) 19,600 639,363 ----------------------------------------------------------------------- Kook Soon Dang Brewery Co., Ltd. (Packaged Foods & Meats) 13,386 298,589 ======================================================================= 3,041,717 ======================================================================= SPAIN-0.47% Corporacion Mapfre S.A. (Multi-Line Insurance) 37,500 529,733 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE SWITZERLAND-1.09% Actelion Ltd. (Biotechnology)(a) 7,400 $ 796,437 ----------------------------------------------------------------------- Micronas Semiconductor Holding A.G. (Semiconductors)(a) 10,265 438,191 ======================================================================= 1,234,628 ======================================================================= TAIWAN-4.49% Asia Optical Co., Inc. (Photographic Products)(a) 76,000 523,675 ----------------------------------------------------------------------- Au Optronics Corp. (Electronic Equipment Manufacturers)(a) 220,000 257,185 ----------------------------------------------------------------------- Ichia Technologies, Inc. (Computer Storage & Peripherals)(a) 244,000 445,465 ----------------------------------------------------------------------- Largan Precision Co., Ltd. (Photographic Products) 36,200 351,767 ----------------------------------------------------------------------- Merry Electronics Co., Ltd. (Electronic Equipment Manufacturers)(a) 361,000 637,809 ----------------------------------------------------------------------- Novatek Microelectronics Corp., Ltd. (Semiconductors) 66,100 186,855 ----------------------------------------------------------------------- Oriental Union Chemical Corp. (Commodity Chemicals)(a) 392,000 499,812 ----------------------------------------------------------------------- President Chain Store Corp. (Food Retail) 250,000 382,803 ----------------------------------------------------------------------- Siliconware Precision Industries Co. (Semiconductors)(a) 528,000 541,060 ----------------------------------------------------------------------- Waffer Technology Co., Ltd. (Semiconductor Equipment)(a) 152,000 463,251 ----------------------------------------------------------------------- Wan Hai Lines Ltd. (Marine)(a) 493,000 445,674 ----------------------------------------------------------------------- Yang Ming Marine Transport (Marine)(a) 344,000 341,366 ======================================================================= 5,076,722 ======================================================================= THAILAND-1.70% Kasikornbank PCL (Diversified Banks)(a) 361,000 637,745 ----------------------------------------------------------------------- Land & Houses PCL (Homebuilding) 783,300 251,058 ----------------------------------------------------------------------- Siam Cement PCL (The) (Construction Materials) 35,900 250,061 ----------------------------------------------------------------------- Siam Commercial Bank PCL (Diversified Banks)(a) 575,800 784,706 ======================================================================= 1,923,570 ======================================================================= UNITED KINGDOM-11.00% Alba PLC (Consumer Electronics) 81,130 919,846 ----------------------------------------------------------------------- Cattles PLC (Consumer Finance) 180,470 1,077,051 ----------------------------------------------------------------------- Enterprise Inns PLC (Restaurants) 72,460 1,311,886 ----------------------------------------------------------------------- Galen Holdings PLC (Pharmaceuticals) 82,490 1,053,094 ----------------------------------------------------------------------- Gresham Computing PLC (Application Software)(a) 51,100 305,651 ----------------------------------------------------------------------- ICAP PLC (Investment Banking & Brokerage) 39,020 1,083,372 ----------------------------------------------------------------------- Johnston Press PLC (Publishing) 117,790 979,538 ----------------------------------------------------------------------- Kensington Group PLC (Thrifts & Mortgage Finance) 116,350 682,706 ----------------------------------------------------------------------- Majestic Wine PLC (Specialty Stores) 30,100 479,312 ----------------------------------------------------------------------- McBride PLC (Household Products) 489,130 1,170,278 ----------------------------------------------------------------------- Photo-Me International PLC (Photographic Products)(a) 332,310 688,274 ----------------------------------------------------------------------- RPS Group PLC (Environmental Services) 229,480 603,337 ----------------------------------------------------------------------- |
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MARKET SHARES VALUE ----------------------------------------------------------------------- UNITED KINGDOM-(CONTINUED) Taylor & Francis Group PLC (Publishing) 122,520 $ 1,113,486 ----------------------------------------------------------------------- Topps Tiles PLC (Home Improvement Retail) 40,040 406,929 ----------------------------------------------------------------------- Ultra Electronics Holdings PLC (Aerospace & Defense) 59,230 559,445 ======================================================================= 12,434,205 ======================================================================= UNITED STATES OF AMERICA-0.64% Laidlaw International Inc.(a) 52,500 726,075 ======================================================================= Total Stocks & Other Equity Interests (Cost $78,036,615) 102,602,128 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE MONEY MARKET FUNDS-7.18% Liquid Assets Portfolio(d) 4,055,406 $ 4,055,406 ----------------------------------------------------------------------- STIC Prime Portfolio(d) 4,055,406 4,055,406 ======================================================================= Total Money Market Funds (Cost $8,110,812) 8,110,812 ======================================================================= TOTAL INVESTMENTS--97.96% (Cost $86,147,427) 110,712,940 ======================================================================= OTHER ASSETS LESS LIABILITIES--2.04% 2,307,151 ======================================================================= NET ASSETS-100.00% $113,020,091 _______________________________________________________________________ ======================================================================= |
Investment Abbreviations:
ADR - American Depositary Receipt Pfd. - Preferred |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $7,023,312,
which represented 6.21% of the Fund's net assets. Unless otherwise stated,
these securities are not considered illiquid.
(c) Each unit represents one ordinary share, one ordinary C share, and seven
redeemable shares.
(d) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $78,036,615) $102,602,128 ----------------------------------------------------------- Investments in affiliated money market funds (cost $8,110,812) 8,110,812 ----------------------------------------------------------- Foreign currencies, at value (cost $583,757) 586,343 ----------------------------------------------------------- Receivables for: Investments sold 441,631 ----------------------------------------------------------- Fund shares sold 1,461,367 ----------------------------------------------------------- Dividends 206,986 ----------------------------------------------------------- Amount due from advisor 5,573 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 16,452 ----------------------------------------------------------- Other assets 20,687 =========================================================== Total assets 113,451,979 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 63,874 ----------------------------------------------------------- Fund shares reacquired 148,318 ----------------------------------------------------------- Deferred compensation and retirement plans 16,452 ----------------------------------------------------------- Accrued distribution fees 43,321 ----------------------------------------------------------- Accrued transfer agent fees 21,146 ----------------------------------------------------------- Accrued operating expenses 138,777 =========================================================== Total liabilities 431,888 =========================================================== Net assets applicable to shares outstanding $113,020,091 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $ 88,560,253 ----------------------------------------------------------- Undistributed net investment income (loss) (77,408) ----------------------------------------------------------- Undistributed net realized gain from investment securities, foreign currencies and futures contracts 37,394 ----------------------------------------------------------- Unrealized appreciation of investment securities, foreign currencies and futures contracts 24,499,852 =========================================================== $113,020,091 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 87,268,660 ___________________________________________________________ =========================================================== Class B $ 16,542,964 ___________________________________________________________ =========================================================== Class C $ 9,208,467 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 7,226,077 ___________________________________________________________ =========================================================== Class B 1,391,171 ___________________________________________________________ =========================================================== Class C 774,743 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 12.08 ----------------------------------------------------------- Offering price per share: (Net asset value of $12.08 divided by 94.50%) $ 12.78 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.89 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.89 ___________________________________________________________ =========================================================== |
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $87,476) $ 668,462 ------------------------------------------------------------------------- Dividends from affiliated money market funds 31,537 ------------------------------------------------------------------------- Interest 4,248 ========================================================================= Total investment income 704,247 ========================================================================= EXPENSES: Advisory fees 433,171 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 164,623 ------------------------------------------------------------------------- Distribution fees Class A 118,180 ------------------------------------------------------------------------- Class B 74,842 ------------------------------------------------------------------------- Class C 43,470 ------------------------------------------------------------------------- Interest 1,876 ------------------------------------------------------------------------- Transfer agent fees 98,083 ------------------------------------------------------------------------- Trustees' fees 9,323 ------------------------------------------------------------------------- Professional fees 66,968 ------------------------------------------------------------------------- Other 87,072 ========================================================================= Total expenses 1,147,608 ========================================================================= Less: Fees waived and expense offset arrangements (158,914) ========================================================================= Net expenses 988,694 ========================================================================= Net investment income (loss) (284,447) ========================================================================= REALIZED AND UNREALIZED GAIN FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES AND FUTURES CONTRACTS: Net realized gain from: Investment securities (Net of tax on sale of foreign investments of $813) -- Note 1F 5,355,113 ------------------------------------------------------------------------- Foreign currencies 70,908 ------------------------------------------------------------------------- Futures contracts 326,947 ========================================================================= 5,752,968 ========================================================================= Change in net unrealized appreciation of: Investment securities (Net of tax on sale of foreign investments of $72,497) -- Note 1F 23,341,971 ------------------------------------------------------------------------- Foreign currencies 6,476 ------------------------------------------------------------------------- Futures contracts 21 ========================================================================= 23,348,468 ========================================================================= Net gain from investment securities, foreign currencies and futures contracts 29,101,436 ========================================================================= Net increase in net assets resulting from operations $28,816,989 _________________________________________________________________________ ========================================================================= |
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ----------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (284,447) $ (182,360) ----------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies and futures contracts 5,752,968 (1,435,848) ----------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies and futures contracts 23,348,468 (216,476) ========================================================================================= Net increase (decrease) in net assets resulting from operations 28,816,989 (1,834,684) ========================================================================================= Distributions to shareholders from net investment income: Class A (120,788) -- ----------------------------------------------------------------------------------------- Share transactions-net: Class A 56,079,420 5,678,996 ----------------------------------------------------------------------------------------- Class B 8,070,154 2,421,609 ----------------------------------------------------------------------------------------- Class C 3,704,141 398,520 ========================================================================================= Net increase in net assets resulting from share transactions 67,853,715 8,499,125 ========================================================================================= Net increase in net assets 96,549,916 6,664,441 ========================================================================================= NET ASSETS: Beginning of year 16,470,175 9,805,734 ========================================================================================= End of year (including undistributed net investment income (loss) of $(77,408) and $(14,261) for 2003 and 2002, respectively) $113,020,091 $16,470,175 _________________________________________________________________________________________ ========================================================================================= |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM International Emerging Growth Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve long-term growth of capital. Companies are listed in the Schedule of Investments based on the country in which they are organized.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. REDEMPTION FEES -- Effective November 24, 2003, the Fund instituted a 2% redemption fee on certain share classes that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions,
FS-81
including exchanges of shares held less than 30 days. The redemption fee is accounted for as an addition to paid-in-capital by the Fund and is allocated among the share classes based on the relative net assets of each class.
E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
F. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
G. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
H. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts.
I. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.95% of the Fund's average daily net assets. AIM has contractually agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B, and Class C shares to the extent necessary to limit the total annual fund operating expenses of Class A shares to 2.00%. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the year ended December 31, 2003, AIM waived fees of $158,359.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $49,563 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to their customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based
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sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $118,180, $74,842 and $43,470, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $25,330 in front-end sales commissions from the sale of Class A shares and $1,609, $0 and $1,368 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and
Exchange Commission ("SEC") and approved procedures by the Board of Trustees to
invest daily available cash balances in affiliated money market funds. Each day
the prior day's balance invested in the affiliated money market fund is redeemed
in full and a new purchase amount is submitted to invest the current day's
available cash. The table below shows the transactions in and earnings from
investments in affiliated money market funds for the period ended December 31,
2003.
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND FUND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME ----------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $ 641,539 $38,431,668 $(35,017,801) $ -- $4,055,406 $15,900 ----------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 641,539 38,431,668 (35,017,801) -- $4,055,406 15,637 ======================================================================================================================= $1,283,078 $76,863,336 $(70,035,602) $ -- $8,110,812 $31,537 _______________________________________________________________________________________________________________________ ======================================================================================================================= REALIZED FUND GAIN (LOSS) --------------------------------------- Liquid Assets Portfolio $ -- --------------------------------------- STIC Prime Portfolio -- ======================================= $ -- _______________________________________ ======================================= |
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $515 and reductions in custodian fees of $40 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $555.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. Certain former Trustees also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,646 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund did not borrow or lend under the facility during the year ended December 31, 2003.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be
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compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 were as follows:
2003 2002 ------------------------------------------------------------- Distributions paid from ordinary income $120,788 $ -- _____________________________________________________________ ============================================================= |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Undistributed ordinary income $ 81,918 ----------------------------------------------------------- Undistributed long-term gain 126,039 ----------------------------------------------------------- Unrealized appreciation -- investments 24,267,754 ----------------------------------------------------------- Temporary book/tax differences (15,873) ----------------------------------------------------------- Capital (par value and additional paid-in) 88,560,253 =========================================================== Total net assets $113,020,091 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales and the recognition for tax purposes of unrealized gains on passive foreign investment companies. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $6,837
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the director deferral of trustee compensation.
NOTE 8--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $98,522,593 and $39,864,543, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $24,558,318 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (297,401) =========================================================== Net unrealized appreciation of investment securities $24,260,917 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $86,452,023. |
NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions, passive foreign investment companies excise taxes, and redemption fees, on December 31, 2003, undistributed net investment income was increased by $342,088, undistributed net realized gains decreased by $341,735, undistributed appreciation of investment securities decreased by $21 and shares of beneficial interest decreased by $332. This reclassification had no effect on the net assets of the Fund.
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NOTE 10--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 11,919,761 $109,893,228 3,320,793 $ 24,876,290 ---------------------------------------------------------------------------------------------------------------------- Class B 1,165,952 11,299,951 639,639 4,859,028 ---------------------------------------------------------------------------------------------------------------------- Class C 2,225,582 18,994,606 505,667 3,617,347 ====================================================================================================================== Issued as reinvestment of dividends: Class A 7,488 87,303 -- -- ---------------------------------------------------------------------------------------------------------------------- Automatic conversion of Class B shares to Class A shares: Class A 33,321 340,599 3,706 26,644 ---------------------------------------------------------------------------------------------------------------------- Class B (33,826) (340,599) (3,719) (26,644) ====================================================================================================================== Reacquired: Class A (6,138,550) (54,241,710)* (2,653,242) (19,223,938) ---------------------------------------------------------------------------------------------------------------------- Class B (313,814) (2,889,198)* (348,193) (2,410,775) ---------------------------------------------------------------------------------------------------------------------- Class C (1,867,698) (15,290,465)* (454,970) (3,218,827) ====================================================================================================================== 6,998,216 $ 67,853,715 1,009,681 $ 8,499,125 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
* Net of redemption fees of $121, $28 and $17 for Class A, Class B and Class C respectively, based on the relative net assets of each class.
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NOTE 11--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.91 $ 7.10 $ 7.97 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.04)(a) (0.06)(a) (0.08)(a) (0.03)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.24 (0.13) (0.76) (2.00) ======================================================================================================================= Total from investment operations 5.20 (0.19) (0.84) (2.03) ======================================================================================================================= Less dividends from net investment income (0.03) -- (0.03) -- ----------------------------------------------------------------------------------------------------------------------- Redemption fees added to paid-in-capital 0.00 -- -- -- ----------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 12.08 $ 6.91 $ 7.10 $ 7.97 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 75.10% (2.68)% (10.48)% (20.30)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $87,269 $9,703 $ 5,202 $ 5,625 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.00%(c) 2.01% 2.00%(d) 2.11%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 2.35%(c) 3.03% 4.53%(d) 6.83%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (0.46)%(c) (0.85)% (1.12)% (1.09)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of
$33,765,767.
(d) Ratio of expenses to average net assets including interest expense were
2.02% and 4.55% with and without waivers and expense reimbursements,
respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.84 $ 7.07 $ 7.95 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.10)(a) (0.11)(a) (0.13)(a) (0.05)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.15 (0.12) (0.75) (2.00) ======================================================================================================================= Total from investment operations 5.05 (0.23) (0.88) (2.05) ======================================================================================================================= Redemption fees added to paid-in-capital 0.00 -- -- -- ======================================================================================================================= Net asset value, end of period $ 11.89 $ 6.84 $ 7.07 $ 7.95 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 73.83% (3.25)% (11.07)% (20.50)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $16,543 $3,918 $ 2,016 $ 1,992 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.66% 2.70%(d) 2.81%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.00%(c) 3.68% 5.23%(d) 7.53%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.11)%(c) (1.50)% (1.83)% (1.79)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of
$7,484,179.
(d) Ratio of expenses to average net assets including interest expense were
2.72% and 5.25% with and without waivers and expense reimbursements,
respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS C --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ---------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 6.83 $ 7.07 $ 7.95 $ 10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.10)(a) (0.11)(a) (0.13)(a) (0.05)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 5.16 (0.13) (0.75) (2.00) ======================================================================================================================= Total from investment operations 5.06 (0.24) (0.88) (2.05) ======================================================================================================================= Redemption fees added to paid-in-capital 0.00 -- -- -- ======================================================================================================================= Net asset value, end of period $ 11.89 $ 6.83 $ 7.07 $ 7.95 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 74.09% (3.39)% (11.07)% (20.50)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 9,208 $2,849 $ 2,588 $ 2,649 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.65%(c) 2.66% 2.70%(d) 2.81%(e) ----------------------------------------------------------------------------------------------------------------------- Without fee waivers 3.00%(c) 3.68% 5.23%(d) 7.53%(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.11)%(c) (1.50)% (1.83)% (1.79)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 93% 118% 145% 30% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average daily net assets of
$4,346,998.
(d) Ratios of expenses to average net assets including interest expense were
2.72% and 5.25% with and without waivers and expense reimbursements,
respectively. Ratio of interest expense to average net assets was 0.02%.
(e) Annualized.
(f) Not annualized for periods less than one year.
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NOTE 12--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
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NOTE 12--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
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REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Mid Cap Basic Value Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Mid Cap Basic Value Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ------------------------------------------------------------------------ COMMON STOCKS & OTHER EQUITY INTERESTS-96.17% ADVERTISING-6.09% Interpublic Group of Cos., Inc. (The)(a) 216,470 $ 3,376,932 ------------------------------------------------------------------------ R.H. Donnelley Corp.(a) 78,800 3,139,392 ======================================================================== 6,516,324 ======================================================================== APPAREL RETAIL-5.84% Abercrombie & Fitch Co.-Class A(a) 72,710 1,796,664 ------------------------------------------------------------------------ Gap, Inc. (The) 86,700 2,012,307 ------------------------------------------------------------------------ TJX Cos., Inc. (The) 110,500 2,436,525 ======================================================================== 6,245,496 ======================================================================== ASSET MANAGEMENT & CUSTODY BANKS-2.43% Janus Capital Group Inc. 116,840 1,917,345 ------------------------------------------------------------------------ Waddell & Reed Financial, Inc.-Class A 29,090 682,452 ======================================================================== 2,599,797 ======================================================================== BUILDING PRODUCTS-1.89% American Standard Cos. Inc.(a) 20,050 2,019,035 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-7.99% BISYS Group, Inc. (The)(a) 113,900 1,694,832 ------------------------------------------------------------------------ Ceridian Corp.(a) 101,480 2,124,991 ------------------------------------------------------------------------ Certegy Inc. 60,750 1,992,600 ------------------------------------------------------------------------ DST Systems, Inc.(a) 65,570 2,738,203 ======================================================================== 8,550,626 ======================================================================== DIVERSIFIED COMMERCIAL SERVICES-2.11% Viad Corp. 90,200 2,255,000 ======================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-2.62% Waters Corp.(a) 84,500 2,802,020 ======================================================================== EMPLOYMENT SERVICES-1.40% Robert Half International Inc.(a) 64,330 1,501,462 ======================================================================== FOOD RETAIL-2.68% Kroger Co. (The)(a) 155,100 2,870,901 ======================================================================== HEALTH CARE FACILITIES-2.06% Universal Health Services, Inc.-Class B 40,950 2,199,834 ======================================================================== HEALTH CARE SERVICES-2.22% IMS Health Inc. 95,340 2,370,152 ======================================================================== HOME FURNISHINGS-1.49% Natuzzi S.p.A.-ADR (Italy) 158,700 1,599,696 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ HOTELS, RESORTS & CRUISE LINES-2.96% Orient-Express Hotels Ltd.-Class A (Bermuda) 80,500 $ 1,322,615 ------------------------------------------------------------------------ Starwood Hotels & Resorts Worldwide, Inc. 51,180 1,840,945 ======================================================================== 3,163,560 ======================================================================== INDUSTRIAL MACHINERY-3.01% Kennametal Inc. 22,930 911,468 ------------------------------------------------------------------------ SPX Corp.(a) 39,340 2,313,585 ======================================================================== 3,225,053 ======================================================================== INSURANCE BROKERS-2.88% Aon Corp. 128,700 3,081,078 ======================================================================== IT CONSULTING & OTHER SERVICES-2.25% Acxiom Corp.(a) 129,450 2,403,887 ======================================================================== LEISURE FACILITIES-1.98% Speedway Motorsports, Inc. 73,100 2,114,052 ======================================================================== LEISURE PRODUCTS-2.15% Brunswick Corp. 72,170 2,297,171 ======================================================================== LIFE & HEALTH INSURANCE-3.92% Nationwide Financial Services, Inc.-Class A 70,790 2,340,317 ------------------------------------------------------------------------ Protective Life Corp. 54,700 1,851,048 ======================================================================== 4,191,365 ======================================================================== MANAGED HEALTH CARE-5.40% Aetna Inc. 39,590 2,675,492 ------------------------------------------------------------------------ Anthem, Inc.(a) 41,280 3,096,000 ======================================================================== 5,771,492 ======================================================================== MULTI-LINE INSURANCE-2.09% American Financial Group, Inc. 84,330 2,231,372 ======================================================================== MULTI-SECTOR HOLDINGS-1.95% Leucadia National Corp. 45,200 2,083,720 ======================================================================== OIL & GAS DRILLING-3.14% Nabors Industries, Ltd. (Bermuda)(a) 40,690 1,688,635 ------------------------------------------------------------------------ Pride International, Inc.(a) 89,610 1,670,330 ======================================================================== 3,358,965 ======================================================================== OIL & GAS EQUIPMENT & SERVICES-1.50% Smith International, Inc.(a) 38,760 1,609,315 ======================================================================== PACKAGED FOODS & MEATS-2.20% Cadbury Schweppes PLC-ADR (United Kingdom) 78,900 2,358,321 ======================================================================== PROPERTY & CASUALTY INSURANCE-3.43% ACE Ltd. (Cayman Islands) 77,820 3,223,304 ------------------------------------------------------------------------ |
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MARKET SHARES VALUE ------------------------------------------------------------------------ PROPERTY & CASUALTY INSURANCE-(CONTINUED) Aspen Insurance Holdings Ltd. (Bermuda)(a) 18,100 $ 449,061 ======================================================================== 3,672,365 ======================================================================== REGIONAL BANKS-3.76% Cullen/Frost Bankers, Inc. 47,100 1,910,847 ------------------------------------------------------------------------ Zions Bancorp 34,470 2,114,045 ======================================================================== 4,024,892 ======================================================================== RESTAURANTS-3.49% CEC Entertainment Inc.(a) 46,600 2,208,374 ------------------------------------------------------------------------ Outback Steakhouse, Inc. 34,430 1,522,150 ======================================================================== 3,730,524 ======================================================================== SEMICONDUCTOR EQUIPMENT-1.39% Brooks Automation, Inc.(a) 61,450 1,485,247 ======================================================================== SYSTEMS SOFTWARE-4.24% Computer Associates International, Inc. 165,900 4,535,706 ======================================================================== THRIFTS & MORTGAGE FINANCE-5.61% Federal Agricultural Mortgage Corp.-Class C(a) 56,400 1,802,544 ------------------------------------------------------------------------ MGIC Investment Corp. 31,400 1,787,916 ------------------------------------------------------------------------ Radian Group Inc. 49,480 2,412,150 ======================================================================== 6,002,610 ======================================================================== Total Common Stocks & Other Equity Interests (Cost $85,728,699) 102,871,038 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ MONEY MARKET FUNDS-6.49% Liquid Assets Portfolio(b) 3,469,832 $ 3,469,832 ------------------------------------------------------------------------ STIC Prime Portfolio(b) 3,469,832 3,469,832 ======================================================================== Total Money Market Funds (Cost $6,939,664) 6,939,664 ======================================================================== TOTAL INVESTMENTS-102.66% (excluding investments purchased with cash collateral from securities loaned) (Cost $92,668,363) 109,810,702 ======================================================================== INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-1.63% Liquid Assets Portfolio(b)(c) 1,742,200 1,742,200 ======================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $1,742,200) 1,742,200 ======================================================================== TOTAL INVESTMENTS-104.29% (Cost $94,410,563) 111,552,902 ======================================================================== OTHER ASSETS LESS LIABILITIES-(4.29%) (4,593,729) ======================================================================== NET ASSETS-100.00% $106,959,173 ________________________________________________________________________ ======================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(c) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-93
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $85,728,699)* $102,871,038 ----------------------------------------------------------- Investments in affiliated money market funds (cost $8,681,864) 8,681,864 ----------------------------------------------------------- Receivables for: Fund shares sold 817,957 ----------------------------------------------------------- Dividends 93,056 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 8,061 ----------------------------------------------------------- Other assets 40,277 =========================================================== Total assets 112,512,253 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 3,407,053 ----------------------------------------------------------- Fund shares reacquired 226,899 ----------------------------------------------------------- Deferred compensation and retirement plans 8,534 ----------------------------------------------------------- Collateral upon return of securities loaned 1,742,200 ----------------------------------------------------------- Accrued distribution fees 57,395 ----------------------------------------------------------- Accrued transfer agent fees 55,285 ----------------------------------------------------------- Accrued operating expenses 55,714 =========================================================== Total liabilities 5,553,080 =========================================================== Net assets applicable to shares outstanding $106,959,173 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $101,200,780 ----------------------------------------------------------- Undistributed net investment income (loss) (7,330) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities (11,376,616) ----------------------------------------------------------- Unrealized appreciation of investment securities 17,142,339 =========================================================== $106,959,173 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 55,372,221 ___________________________________________________________ =========================================================== Class B $ 38,164,921 ___________________________________________________________ =========================================================== Class C $ 13,422,031 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 4,908,460 ___________________________________________________________ =========================================================== Class B 3,426,476 ___________________________________________________________ =========================================================== Class C 1,205,785 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 11.28 ----------------------------------------------------------- Offering price per share: (Net asset value of $11.28 divided by 94.50%) $ 11.94 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.14 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.13 ___________________________________________________________ =========================================================== |
* At December 31, 2003, securities with an aggregate market value of $1,679,818 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $9,638) $ 536,800 ------------------------------------------------------------------------- Dividends from affiliated money market funds* 46,089 ========================================================================= Total investment income 582,889 ========================================================================= EXPENSES: Advisory fees 585,948 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 26,105 ------------------------------------------------------------------------- Distribution fees: Class A 131,657 ------------------------------------------------------------------------- Class B 266,912 ------------------------------------------------------------------------- Class C 89,362 ------------------------------------------------------------------------- Transfer agent fees 296,327 ------------------------------------------------------------------------- Trustees' fees 10,013 ------------------------------------------------------------------------- Registration and filing fees 91,271 ------------------------------------------------------------------------- Other 91,415 ========================================================================= Total expenses 1,639,010 ========================================================================= Less: Fees waived and expense offset arrangements (88,937) ========================================================================= Net expenses 1,550,073 ========================================================================= Net investment income (loss) (967,184) ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES: Net realized gain (loss) from investment securities (4,054,747) ------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities 27,636,943 ========================================================================= Net gain from investment securities 23,582,196 ========================================================================= Net increase in net assets resulting from operations $22,615,012 _________________________________________________________________________ ========================================================================= |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-95
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (967,184) $ (476,400) ------------------------------------------------------------------------------------------ Net realized gain (loss) from investment securities (4,054,747) (7,321,869) ------------------------------------------------------------------------------------------ Change in net unrealized appreciation (depreciation) of investment securities 27,636,943 (10,493,590) ========================================================================================== Net increase (decrease) in net assets resulting from operations 22,615,012 (18,291,859) ========================================================================================== Distributions to shareholders from net investment income: Class A -- (478) ------------------------------------------------------------------------------------------ Class B -- (253) ------------------------------------------------------------------------------------------ Class C -- (97) ========================================================================================== Decrease in net assets resulting from distributions -- (828) ========================================================================================== Share transactions-net: Class A 4,929,815 50,139,628 ------------------------------------------------------------------------------------------ Class B 8,575,378 25,993,450 ------------------------------------------------------------------------------------------ Class C 2,445,889 9,553,721 ========================================================================================== Net increase in net assets resulting from share transactions 15,951,082 85,686,799 ========================================================================================== Net increase in net assets 38,566,094 67,394,112 ========================================================================================== NET ASSETS: Beginning of year 68,393,079 998,967 ========================================================================================== End of year (including undistributed net investment income (loss) of $(7,330) and $(3,770) for 2003 and 2002, respectively) $106,959,173 $ 68,393,079 __________________________________________________________________________________________ ========================================================================================== |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Mid Cap Basic Value Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is long-term growth of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as
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such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.80% of the first $1 billion of the Fund's average daily net assets, plus 0.75% of the Fund's average daily net assets on the next $4 billion, plus 0.70% of the Fund's average daily net assets in excess of $5 billion. AIM has voluntarily agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total fund operating expenses of Class A shares to 1.80%. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $87,608.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $146,290 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $131,657, $266,912 and $89,362, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $37,836 in front-end sales commissions from the sale of Class A shares and $10,690, $92 and $2,506 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
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NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $1,643,540 $26,659,180 $(24,832,888) $ -- $3,469,832 $18,888 $ -- --------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 1,643,540 26,659,180 (24,832,888) -- 3,469,832 18,520 -- ================================================================================================================================= Subtotal $3,287,080 $53,318,360 $(49,665,776) $ -- $6,939,664 $37,408 $ -- ================================================================================================================================= |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $ -- $10,792,100 $(9,049,900) $ -- $1,742,200 $8,681 $ -- ==================================================================================================================================== Total $3,287,080 $64,110,460 $(58,715,676) $ -- $8,681,864 $46,089 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties of $28,873.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agent fees from AISI (an affiliate of AIM) of $1,235 and reductions in custodian fees of $94 under expense offset arrangements, which resulted in a reduction of the Fund's total expenses of $1,329.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,702 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
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Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $1,679,818 were on loan to brokers. The loans were secured by cash collateral of $1,742,200, received by the Fund and subsequently invested in an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $8,681 for securities lending transactions.
NOTE 8--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 -------------------------------------------------------- Distributions paid from ordinary income $ -- $828 ________________________________________________________ ======================================================== |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 15,734,086 ----------------------------------------------------------- Temporary book/tax differences (7,330) ----------------------------------------------------------- Capital loss carryforward (9,895,859) ----------------------------------------------------------- Post-October capital loss deferral (72,504) ----------------------------------------------------------- Shares of beneficial interest 101,200,780 =========================================================== Total net assets $106,959,173 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2010 $3,285,438 ---------------------------------------------------------- December 31, 2011 6,610,421 ========================================================== Total capital loss carryforward $9,895,859 __________________________________________________________ ========================================================== |
NOTE 9--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during year ended December 31, 2003 was $50,253,384 and $37,038,258, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $17,258,527 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (1,524,441) =========================================================== Net unrealized appreciation of investment securities $15,734,086 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $95,818,816. |
NOTE 10--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of net operating losses, on December 31, 2003, undistributed net investment income was increased by $963,624 and shares of beneficial interest decreased by $963,624. This reclassification had no effect on the net assets of the Fund.
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NOTE 11--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 3,832,986 $ 37,737,367 6,822,286 $ 67,387,599 ---------------------------------------------------------------------------------------------------------------------- Class B 1,803,614 17,257,750 3,513,553 34,188,591 ---------------------------------------------------------------------------------------------------------------------- Class C 886,121 8,452,954 1,447,908 13,866,491 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 156,161 1,515,851 54,117 479,487 ---------------------------------------------------------------------------------------------------------------------- Class B (157,780) (1,515,851) (54,301) (479,487) ====================================================================================================================== Reacquired: Class A (3,833,211) (34,323,403) (2,163,879) (17,727,458) ---------------------------------------------------------------------------------------------------------------------- Class B (811,030) (7,166,521) (897,580) (7,715,654) ---------------------------------------------------------------------------------------------------------------------- Class C (665,740) (6,007,065) (492,504) (4,312,770) ====================================================================================================================== 1,211,121 $ 15,951,082 8,229,600 $ 85,686,799 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
NOTE 12--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.23 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08) (0.06)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.13 (1.70) (0.01) =========================================================================================================== Total from investment operations 3.05 (1.76) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.28 $ 8.23 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 37.06% (17.62)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $55,372 $39,130 $ 400 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 1.80%(c) 1.80% 1.80%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 1.92%(c) 1.93% 199.49%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.00)%(c) (0.70)% (0.31)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $37,616,169.
(d) Annualized.
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NOTE 12--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.13) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.09 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.96 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.14 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 36.19% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $38,165 $21,204 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $26,691,192.
(d) Annualized.
CLASS C --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.12) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.07 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.95 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.13 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return 36.06% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $13,422 $ 8,059 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $8,936,175.
(d) Annualized.
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NOTE 13--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
FS-103
NOTE 13--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-104
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Premier Equity Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Premier Equity Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in the four years then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the periods ended on or before December 31, 1999 were audited by other independent auditors whose report dated February 14, 2000, expressed an unqualified opinion thereon.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE --------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-96.98% ADVERTISING-1.71% Omnicom Group Inc. 1,789,800 $ 156,303,234 =========================================================================== AEROSPACE & DEFENSE-1.44% Lockheed Martin Corp. 1,477,200 75,928,080 --------------------------------------------------------------------------- United Technologies Corp. 588,900 55,810,053 =========================================================================== 131,738,133 =========================================================================== AIR FREIGHT & LOGISTICS-0.33% FedEx Corp. 448,000 30,240,000 =========================================================================== AIRLINES-0.66% Southwest Airlines Co. 3,730,300 60,207,042 =========================================================================== ALUMINUM-0.31% Alcoa Inc. 751,000 28,538,000 =========================================================================== APPAREL RETAIL-0.52% Gap, Inc. (The) 2,049,600 47,571,216 =========================================================================== APPLICATION SOFTWARE-1.30% BEA Systems, Inc.(a) 3,184,600 39,170,580 --------------------------------------------------------------------------- SAP A.G.-ADR (Germany) 1,931,000 80,252,360 =========================================================================== 119,422,940 =========================================================================== ASSET MANAGEMENT & CUSTODY BANKS-1.42% Bank of New York Co., Inc. (The) 3,928,400 130,108,608 =========================================================================== BIOTECHNOLOGY-1.56% Amgen Inc.(a) 2,319,600 143,351,280 =========================================================================== BREWERS-1.00% Anheuser-Busch Cos., Inc. 1,734,000 91,347,120 =========================================================================== BROADCASTING & CABLE TV-3.05% Clear Channel Communications, Inc. 992,300 46,469,409 --------------------------------------------------------------------------- Comcast Corp.-Class A(a) 752,032 24,719,292 --------------------------------------------------------------------------- Comcast Corp.-Special Class A(a) 4,568,800 142,912,064 --------------------------------------------------------------------------- Cox Communications, Inc.-Class A(a) 1,900,200 65,461,890 =========================================================================== 279,562,655 =========================================================================== BUILDING PRODUCTS-0.57% American Standard Cos. Inc.(a) 519,650 52,328,755 =========================================================================== COMMUNICATIONS EQUIPMENT-2.92% Cisco Systems, Inc.(a) 7,443,600 180,805,044 --------------------------------------------------------------------------- Nokia Oyj-ADR (Finland) 5,129,900 87,208,300 =========================================================================== 268,013,344 =========================================================================== |
--------------------------------------------------------------------------- MARKET SHARES VALUE COMPUTER HARDWARE-3.69% Dell Inc.(a) 5,399,500 $ 183,367,020 --------------------------------------------------------------------------- International Business Machines Corp. 1,671,200 154,886,816 =========================================================================== 338,253,836 =========================================================================== CONSUMER FINANCE-1.28% American Express Co. 1,650,000 79,579,500 --------------------------------------------------------------------------- SLM Corp. 1,007,700 37,970,136 =========================================================================== 117,549,636 =========================================================================== DATA PROCESSING & OUTSOURCED SERVICES-1.20% Affiliated Computer Services, Inc.-Class A(a) 1,307,600 71,211,896 --------------------------------------------------------------------------- Paychex, Inc. 1,046,100 38,914,920 =========================================================================== 110,126,816 =========================================================================== DEPARTMENT STORES-0.49% Federated Department Stores, Inc. 952,800 44,905,464 =========================================================================== DIVERSIFIED BANKS-3.79% Bank of America Corp. 2,306,100 185,479,623 --------------------------------------------------------------------------- U.S. Bancorp 1,479,800 44,068,444 --------------------------------------------------------------------------- Wells Fargo & Co. 2,007,100 118,198,119 =========================================================================== 347,746,186 =========================================================================== DIVERSIFIED CAPITAL MARKETS-0.71% J.P. Morgan Chase & Co. 1,761,500 64,699,895 =========================================================================== DIVERSIFIED CHEMICALS-0.91% Dow Chemical Co. (The) 787,000 32,715,590 --------------------------------------------------------------------------- E. I. du Pont de Nemours & Co. 1,100,000 50,479,000 =========================================================================== 83,194,590 =========================================================================== DIVERSIFIED COMMERCIAL SERVICES-1.36% Cendant Corp.(a) 4,403,900 98,074,853 --------------------------------------------------------------------------- Cintas Corp. 534,700 26,804,511 =========================================================================== 124,879,364 =========================================================================== DRUG RETAIL-0.48% Walgreen Co. 1,212,900 44,125,302 =========================================================================== ENVIRONMENTAL SERVICES-1.00% Waste Management, Inc. 3,094,000 91,582,400 =========================================================================== FOOTWEAR-1.02% NIKE, Inc.-Class B 1,358,800 93,023,448 =========================================================================== GENERAL MERCHANDISE STORES-1.73% Target Corp. 4,124,900 158,396,160 =========================================================================== |
FS-106
MARKET SHARES VALUE --------------------------------------------------------------------------- HEALTH CARE EQUIPMENT-0.97% Guidant Corp. 649,200 $ 39,081,840 --------------------------------------------------------------------------- St. Jude Medical, Inc.(a) 817,800 50,172,030 =========================================================================== 89,253,870 =========================================================================== HEALTH CARE FACILITIES-0.66% HCA Inc. 1,400,800 60,178,368 =========================================================================== HOME IMPROVEMENT RETAIL-0.84% Home Depot, Inc. (The) 2,173,900 77,151,711 =========================================================================== HOTELS, RESORTS & CRUISE LINES-0.54% Starwood Hotels & Resorts Worldwide, Inc. 1,384,700 49,807,659 =========================================================================== HOUSEHOLD PRODUCTS-3.38% Clorox Co. (The) 1,426,900 69,290,264 --------------------------------------------------------------------------- Colgate-Palmolive Co. 928,400 46,466,420 --------------------------------------------------------------------------- Procter & Gamble Co. (The) 1,945,800 194,346,504 =========================================================================== 310,103,188 =========================================================================== HYPERMARKETS & SUPER CENTERS-2.06% Wal-Mart de Mexico S.A. de C.V.-Series V (Mexico) 17,488,800 49,881,235 --------------------------------------------------------------------------- Wal-Mart Stores, Inc. 2,619,100 138,943,255 =========================================================================== 188,824,490 =========================================================================== INDUSTRIAL CONGLOMERATES-5.94% 3M Co. 997,000 84,774,910 --------------------------------------------------------------------------- General Electric Co. 10,731,700 332,468,066 --------------------------------------------------------------------------- Tyco International Ltd. (Bermuda) 4,815,900 127,621,350 =========================================================================== 544,864,326 =========================================================================== INDUSTRIAL MACHINERY-2.60% Danaher Corp. 1,768,700 162,278,225 --------------------------------------------------------------------------- Dover Corp. 691,000 27,467,250 --------------------------------------------------------------------------- Ingersoll-Rand Co.-Class A (Bermuda) 720,000 48,873,600 =========================================================================== 238,619,075 =========================================================================== INTEGRATED OIL & GAS-4.77% BP PLC-ADR (United Kingdom) 1,972,200 97,328,070 --------------------------------------------------------------------------- ConocoPhillips 1,156,600 75,838,262 --------------------------------------------------------------------------- Exxon Mobil Corp. 6,430,700 263,658,700 =========================================================================== 436,825,032 =========================================================================== INVESTMENT BANKING & BROKERAGE-3.28% Merrill Lynch & Co., Inc. 2,321,300 136,144,245 --------------------------------------------------------------------------- Morgan Stanley 2,846,400 164,721,168 =========================================================================== 300,865,413 =========================================================================== |
--------------------------------------------------------------------------- MARKET SHARES VALUE IT CONSULTING & OTHER SERVICES-0.63% Accenture Ltd.-Class A (Bermuda)(a) 2,208,000 $ 58,114,560 =========================================================================== MANAGED HEALTH CARE-1.60% Anthem, Inc.(a) 940,100 70,507,500 --------------------------------------------------------------------------- UnitedHealth Group Inc. 1,310,400 76,239,072 =========================================================================== 146,746,572 =========================================================================== MOVIES & ENTERTAINMENT-1.13% Viacom Inc.-Class B 2,332,300 103,507,474 =========================================================================== MULTI-LINE INSURANCE-2.52% American International Group, Inc. 3,490,400 231,343,712 =========================================================================== OIL & GAS DRILLING-0.29% GlobalSantaFe Corp. (Cayman Islands) 1,067,000 26,493,610 =========================================================================== OIL & GAS EQUIPMENT & SERVICES-1.06% BJ Services Co.(a) 707,800 25,410,020 --------------------------------------------------------------------------- Halliburton Co. 1,753,300 45,585,800 --------------------------------------------------------------------------- Schlumberger Ltd. (Netherlands) 485,200 26,550,144 =========================================================================== 97,545,964 =========================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-3.97% Citigroup Inc. 7,491,000 363,613,140 =========================================================================== PHARMACEUTICALS-8.24% Allergan, Inc. 764,000 58,682,840 --------------------------------------------------------------------------- Johnson & Johnson 2,204,700 113,894,802 --------------------------------------------------------------------------- Lilly (Eli) & Co. 541,500 38,083,695 --------------------------------------------------------------------------- Merck & Co. Inc. 996,700 46,047,540 --------------------------------------------------------------------------- Pfizer Inc. 10,433,100 368,601,423 --------------------------------------------------------------------------- Teva Pharmaceutical Industries Ltd.-ADR (Israel) 551,200 31,258,552 --------------------------------------------------------------------------- Wyeth 2,331,100 98,955,195 =========================================================================== 755,524,047 =========================================================================== PROPERTY & CASUALTY INSURANCE-0.64% Chubb Corp. (The) 866,500 59,008,650 =========================================================================== RESTAURANTS-1.08% McDonald's Corp. 1,723,300 42,789,539 --------------------------------------------------------------------------- Yum! Brands, Inc.(a) 1,622,300 55,807,120 =========================================================================== 98,596,659 =========================================================================== SEMICONDUCTOR EQUIPMENT-0.81% Applied Materials, Inc.(a) 3,320,300 74,540,735 =========================================================================== |
FS-107
MARKET SHARES VALUE --------------------------------------------------------------------------- SEMICONDUCTORS-3.35% Analog Devices, Inc. 2,519,000 $ 114,992,350 --------------------------------------------------------------------------- Intel Corp. 5,977,000 192,459,400 =========================================================================== 307,451,750 =========================================================================== SOFT DRINKS-2.19% Coca-Cola Co. (The) 2,289,900 116,212,425 --------------------------------------------------------------------------- PepsiCo, Inc. 1,817,700 84,741,174 =========================================================================== 200,953,599 =========================================================================== SPECIALTY STORES-0.53% Staples, Inc.(a) 1,782,600 48,664,980 =========================================================================== SYSTEMS SOFTWARE-5.40% Computer Associates International, Inc. 2,386,100 65,235,974 --------------------------------------------------------------------------- Microsoft Corp. 12,128,800 334,027,152 --------------------------------------------------------------------------- Oracle Corp.(a) 2,931,300 38,693,160 --------------------------------------------------------------------------- VERITAS Software Corp.(a) 1,536,100 57,081,476 =========================================================================== 495,037,762 =========================================================================== THRIFTS & MORTGAGE FINANCE-2.82% Fannie Mae 2,796,900 209,935,314 --------------------------------------------------------------------------- Freddie Mac 834,900 48,691,368 =========================================================================== 258,626,682 =========================================================================== WIRELESS TELECOMMUNICATION SERVICES-1.23% Nextel Communications, Inc.-Class A(a) 2,155,200 60,474,912 --------------------------------------------------------------------------- |
--------------------------------------------------------------------------- MARKET SHARES VALUE WIRELESS TELECOMMUNICATION SERVICES-(CONTINUED) Vodafone Group PLC (United Kingdom) 21,113,210 $ 52,211,226 =========================================================================== 112,686,138 =========================================================================== Total Common Stocks & Other Equity Interests (Cost $7,723,102,821) 8,892,164,590 =========================================================================== PRINCIPAL MARKET AMOUNT VALUE --------------------------------------------------------------------------- U.S. TREASURY BILLS-0.32% 0.87%, 3/18/04 (Cost $29,744,866)(b) $29,800,000(c) $ 29,741,890 =========================================================================== SHARES MONEY MARKET FUNDS-3.27% Liquid Assets Portfolio(d) 149,855,268 149,855,268 --------------------------------------------------------------------------- STIC Prime Portfolio(d) 149,855,268 149,855,268 =========================================================================== Total Money Market Funds (Cost $299,710,536) 299,710,536 =========================================================================== TOTAL INVESTMENTS-100.57% (excluding investments purchased with cash collateral from securities loaned) (Cost $8,052,558,223) 9,221,617,016 =========================================================================== INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-1.31% Liquid Assets Portfolio(d)(e) 119,778,490 119,778,490 =========================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $119,778,490) 119,778,490 =========================================================================== TOTAL INVESTMENTS-101.88% (Cost $8,172,336,713) 9,341,395,506 =========================================================================== OTHER ASSETS LESS LIABILITIES-(1.88%) (172,445,780) =========================================================================== NET ASSETS-100.00% $9,168,949,726 ___________________________________________________________________________ =========================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security traded on a discount basis. The interest rate shown represents the
discount rate at the time of purchase by the Fund.
(c) A portion of the principal balance was pledged as collateral to cover margin
requirements for open futures contracts. See Note 1 section G and Note 9.
(d) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3
(e) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-108
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $7,752,847,687)* $ 8,921,906,480 ------------------------------------------------------------ Investments in affiliated money market funds (cost $419,489,026) 419,489,026 ------------------------------------------------------------ Receivables for: Variation margin 616,250 ------------------------------------------------------------ Fund shares sold 2,056,520 ------------------------------------------------------------ Dividends 7,347,461 ------------------------------------------------------------ Investment for deferred compensation and retirement plans 545,602 ------------------------------------------------------------ Other assets 555,079 ============================================================ Total assets 9,352,516,418 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Fund shares reacquired 51,684,653 ------------------------------------------------------------ Deferred compensation and retirement plans 1,140,857 ------------------------------------------------------------ Collateral upon return of securities loaned 119,778,490 ------------------------------------------------------------ Accrued distribution fees 4,384,225 ------------------------------------------------------------ Accrued transfer agent fees 5,649,228 ------------------------------------------------------------ Accrued operating expenses 929,239 ============================================================ Total liabilities 183,566,692 ============================================================ Net assets applicable to shares outstanding $ 9,168,949,726 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $12,715,830,414 ------------------------------------------------------------ Undistributed net investment income (loss) (990,003) ------------------------------------------------------------ Undistributed net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts (4,725,989,892) ------------------------------------------------------------ Unrealized appreciation of investment securities, foreign currencies, foreign currency contracts and futures contracts 1,180,099,207 ============================================================ $ 9,168,949,726 ____________________________________________________________ ============================================================ NET ASSETS: Class A $ 5,116,443,760 ____________________________________________________________ ============================================================ Class B $ 3,616,395,032 ____________________________________________________________ ============================================================ Class C $ 433,332,073 ____________________________________________________________ ============================================================ Class R $ 651,427 ____________________________________________________________ ============================================================ Institutional Class $ 2,127,434 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 545,512,843 ____________________________________________________________ ============================================================ Class B 413,122,277 ____________________________________________________________ ============================================================ Class C 49,471,462 ____________________________________________________________ ============================================================ Class R 69,738 ____________________________________________________________ ============================================================ Institutional Class 224,569 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 9.38 ------------------------------------------------------------ Offering price per share: (Net asset value of $9.38 divided by 94.50%) $ 9.93 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 8.75 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 8.76 ____________________________________________________________ ============================================================ Class R: Net asset value and offering price per share $ 9.34 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 9.47 ____________________________________________________________ ============================================================ |
* At December 31, 2003, securities with an aggregate market value of
$116,256,265 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-109
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $384,236) $ 112,060,220 ---------------------------------------------------------------------------- Dividends from affiliated money market funds* 7,735,893 ---------------------------------------------------------------------------- Interest 552,453 ============================================================================ Total investment income 120,348,566 ============================================================================ EXPENSES: Advisory fees 56,790,898 ---------------------------------------------------------------------------- Administrative services fees 761,336 ---------------------------------------------------------------------------- Custodian fees 517,480 ---------------------------------------------------------------------------- Distribution fees: Class A 11,843,149 ---------------------------------------------------------------------------- Class B 38,803,582 ---------------------------------------------------------------------------- Class C 4,242,684 ---------------------------------------------------------------------------- Class R 2,329 ---------------------------------------------------------------------------- Transfer agent fees (Class A, B, C, & R) 31,497,701 ---------------------------------------------------------------------------- Transfer agent fees -- Institutional Class 1,118 ---------------------------------------------------------------------------- Trustees' fees 139,410 ---------------------------------------------------------------------------- Other 2,807,219 ============================================================================ Total expenses 147,406,906 ============================================================================ Less: Fees waived and expense offset arrangements (1,322,457) ---------------------------------------------------------------------------- Net expenses 146,084,449 ============================================================================ Net investment income (loss) (25,735,883) ============================================================================ REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FOREIGN CURRENCY CONTRACTS, FUTURES CONTRACTS AND OPTION CONTRACTS: Net realized gain (loss) from: Investment securities (585,972,855) ---------------------------------------------------------------------------- Foreign currencies (123,194) ---------------------------------------------------------------------------- Foreign currency contracts (3,466,091) ---------------------------------------------------------------------------- Futures contracts 69,449,042 ---------------------------------------------------------------------------- Option contracts written 480,126 ============================================================================ (519,632,972) ============================================================================ Change in net unrealized appreciation of: Investment securities 2,484,939,325 ---------------------------------------------------------------------------- Foreign currencies 17,615 ---------------------------------------------------------------------------- Foreign currency contracts 80,695 ---------------------------------------------------------------------------- Futures contracts 20,750,367 ============================================================================ 2,505,788,002 ============================================================================ Net gain from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts 1,986,155,030 ============================================================================ Net increase in net assets resulting from operations $1,960,419,147 ____________________________________________________________________________ ============================================================================ |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-110
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (25,735,883) $ (64,174,804) ------------------------------------------------------------------------------------------------ Net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts (519,632,972) (2,370,879,580) ------------------------------------------------------------------------------------------------ Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies, foreign currency contracts and futures contracts 2,505,788,002 (2,871,180,046) ================================================================================================ Net increase (decrease) in net assets resulting from operations 1,960,419,147 (5,306,234,430) ================================================================================================ Share transactions-net: Class A (586,536,341) (1,392,867,197) ------------------------------------------------------------------------------------------------ Class B (1,467,119,888) (2,339,535,311) ------------------------------------------------------------------------------------------------ Class C (101,720,007) (232,888,880) ------------------------------------------------------------------------------------------------ Class R 318,566 200,138 ------------------------------------------------------------------------------------------------ Institutional Class (625,385) 2,649,533 ================================================================================================ Net increase (decrease) in net assets resulting from share transactions (2,155,683,055) (3,962,441,717) ================================================================================================ Net increase (decrease) in net assets (195,263,908) (9,268,676,147) ================================================================================================ NET ASSETS: Beginning of year 9,364,213,634 18,632,889,781 ================================================================================================ End of year (including undistributed net investment income (loss) of $(990,003) and $(911,328) for 2003 and 2002, respectively) $ 9,168,949,726 $ 9,364,213,634 ________________________________________________________________________________________________ ================================================================================================ |
See accompanying notes which are an integral part of the financial statements.
FS-111
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Premier Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's primary investment objective is to achieve long-term growth of capital. Income is a secondary objective. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise
FS-112
taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
F. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
G. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the fund would continue to be subject to market risk with respect to the value of contracts and continue to be required to maintain the margin deposits on the futures contract.
H. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
I. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.80% of the first $150 million of the Fund's average daily net assets, plus 0.625% of the Fund's average daily net assets in excess of $150 million. AIM has voluntarily agreed to waive advisory fees payable by the Fund to AIM at the annual rate of 0.025% for each $5 billion increment in net assets over $5 billion, up to a maximum waiver of 0.175% on net assets in excess of $35 billion. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds in which the Fund has invested (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). Voluntary fee waivers or reimbursements may be modified or discontinued with approval of the Board of Trustees without further notice to investors. For the year ended December 31, 2003, AIM waived fees of $1,170,110.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $761,336 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as
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A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. For the Institutional Class, the transfer agent has contractually agreed to reimburse class specific transfer agent fees to the extent necessary to limit transfer agent fees to 0.10% of the average net assets. During the year ended December 31, 2003, AISI retained $13,352,135 for such services and had no class specific transfer agent fee reimbursements.
The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B, Class C, Class R and the Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of these amounts, AIM Distributors may pay a service fee up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares to selected dealers and financial institutions who furnish continuing personal shareholder services to their customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B, Class C and Class R shares paid $11,843,149, $38,803,582, $4,242,684, and $2,329, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $467,280 in front-end sales commissions from the sale of Class A shares and $59,617, $1,396, $22,796 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $371,645,740 $ 914,484,665 $(1,136,275,137) $ -- $149,855,268 $3,886,345 $ -- ------------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio 371,645,740 914,484,665 (1,136,275,137) -- 149,855,268 3,753,745 -- ==================================================================================================================================== Subtotal $743,291,480 $1,828,969,330 $(2,272,550,274) $ -- $299,710,536 $7,640,090 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
INVESTMENTS OF CASH COLLATERAL FORM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $135,612,100 $ 885,508,130 $ (901,341,740) $ -- $119,778,490 $ 95,803 $ -- ================================================================================================================================== Total $878,903,580 $2,714,477,460 $(3,173,892,014) $ -- $419,489,026 $7,735,893 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties of $913,362.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian.
For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $148,646 and reductions in custodian fees of $3,701 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $152,347.
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NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $28,458 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with to these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $116,256,265 were on loan to brokers. The loans were secured by cash collateral of $119,778,490 received by the Fund and subsequently invested in an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $95,803 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD ------------------------------------------------------------ CALL OPTION CONTRACTS ------------------------ NUMBER OF PREMIUMS CONTRACTS RECEIVED ------------------------------------------------------------ Beginning of year -- $ -- ------------------------------------------------------------ Written 17,550 2,618,650 ------------------------------------------------------------ Closed (7,650) (1,400,216) ------------------------------------------------------------ Exercised (9,900) (1,218,434) ============================================================ End of year -- $ -- ____________________________________________________________ ============================================================ |
NOTE 9--FUTURES CONTRACTS
On December 31, 2003, $15,117,000 principal amount of U.S. Treasury obligations were pledged as collateral to cover margin requirements for open futures contracts.
OPEN FUTURES CONTRACTS AT PERIOD END ---------------------------------------------------------------------------- NO. OF MONTH/ MARKET UNREALIZED CONTRACT CONTRACTS COMMITMENT VALUE APPRECIATION ---------------------------------------------------------------------------- S&P 500 850 Mar-04/Long $236,002,500 $11,022,800 ____________________________________________________________________________ ============================================================================ |
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NOTE 10--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
There were no ordinary income or long-term capital gain distributions paid during the years ended December 31, 2003 and December 31, 2002.
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 1,156,703,704 ------------------------------------------------------------ Temporary book/tax differences (990,003) ------------------------------------------------------------ Capital loss carryforward (4,702,594,389) ------------------------------------------------------------ Capital (par value and additional paid-in) 12,715,830,414 ============================================================ Total net assets $ 9,168,949,726 ____________________________________________________________ ============================================================ |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales and the tax recognition of unrealized gains or losses on certain future contracts. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $17,615.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ------------------------------------------------------------ December 31, 2009 1,690,224,044 ------------------------------------------------------------ December 31, 2010 2,279,293,105 ------------------------------------------------------------ December 31, 2011 733,077,240 ============================================================ Total capital loss carryforward $4,702,594,389 ____________________________________________________________ ============================================================ |
NOTE 11--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $3,082,813,926 and $4,798,350,277, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $1,533,187,610 ------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (376,501,521) ============================================================ Net unrealized appreciation of investment securities $1,156,686,089 ____________________________________________________________ ============================================================ Cost of investments for tax purposes is $8,184,709,417. |
NOTE 12--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of capital loss carryforwards, merger transactions, net operating losses and foreign currency transactions on December 31, 2003, undistributed net investment income was increased by $25,657,208, undistributed net realized gains decreased by $22,601,785 and shares of beneficial interest decreased by $3,055,423. This reclassification had no effect on the net assets of the Fund.
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NOTE 13--SHARE INFORMATION
The Fund currently offers five different classes of shares: Class A shares, Class B shares, Class C shares, Class R shares and the Institutional Class shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Class R shares and the Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING -------------------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------------ 2003 2002 ------------------------------- ------------------------------- SHARES AMOUNT SHARES AMOUNT -------------------------------------------------------------------------------------------------------------------------------- Sold: Class A 39,598,262 $ 320,765,623 73,118,435 $ 657,092,554 -------------------------------------------------------------------------------------------------------------------------------- Class B 13,786,253 105,078,641 22,610,679 195,949,105 -------------------------------------------------------------------------------------------------------------------------------- Class C 3,249,627 24,835,033 5,748,410 50,204,828 -------------------------------------------------------------------------------------------------------------------------------- Class R* 89,985 704,135 29,155 211,650 -------------------------------------------------------------------------------------------------------------------------------- Institutional Class** -- -- 345,082 3,005,669 ================================================================================================================================ Issued in connection with acquisitions:*** Class A 2,782,677 24,469,013 -- -- -------------------------------------------------------------------------------------------------------------------------------- Class B 3,838,877 31,511,253 -- -- -------------------------------------------------------------------------------------------------------------------------------- Class C 1,461,575 11,994,377 -- -- ================================================================================================================================ Automatic conversion of Class B shares to Class A shares: Class A 77,425,211 643,745,569 37,066,076 329,215,215 -------------------------------------------------------------------------------------------------------------------------------- Class B (82,660,881) (643,745,569) (39,184,836) (329,215,215) ================================================================================================================================ Reacquired: Class A (192,041,009) (1,575,516,546) (274,622,366) (2,379,174,966) -------------------------------------------------------------------------------------------------------------------------------- Class B (126,732,034) (959,964,213) (270,457,065) (2,206,269,201) -------------------------------------------------------------------------------------------------------------------------------- Class C (18,159,353) (138,549,417) (34,348,509) (283,093,708) -------------------------------------------------------------------------------------------------------------------------------- Class R* (47,869) (385,569) (1,533) (11,512) -------------------------------------------------------------------------------------------------------------------------------- Institutional Class** (74,164) (625,385) (46,349) (356,136) ================================================================================================================================ (277,482,843) $(2,155,683,055) (479,742,821) $(3,962,441,717) ________________________________________________________________________________________________________________________________ ================================================================================================================================ |
* Class R shares commenced sales on June 3, 2002. ** Institutional Class shares commenced sales on March 15, 2002. *** As of the opening of business on November 24, 2003, the Fund acquired all of the net assets of AIM Premier Equity II Fund pursuant to a plan of reorganization approved by AIM Premier Equity II Fund shareholders on October 28, 2003. The acquisition was accomplished by a tax-free exchange of 8,083,129 shares of the Fund for 12,162,356 shares of AIM Premier Equity II Fund outstanding as of the opening of business November 24, 2003. AIM Premier Equity II Fund net assets at that date of $67,974,643 including $5,277,895 of unrealized depreciation, were combined with those of the Fund. The aggregate net assets of the Fund immediately before the acquisition were $8,817,104,791.
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NOTE 14--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A --------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, --------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.51 $ 10.87 $ 12.51 $ 16.28 $ 13.40 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(b) (0.01)(b) 0.00 (0.04)(b) (0.01) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.86 (3.35) (1.63) (2.42) 3.97 ================================================================================================================================= Total from investment operations 1.87 (3.36) (1.63) (2.46) 3.96 ================================================================================================================================= Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================================= Net asset value, end of period $ 9.38 $ 7.51 $ 10.87 $ 12.51 $ 16.28 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 24.90% (30.91)% (12.99)% (14.95)% 29.95% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $5,116,444 $4,642,361 $8,502,699 $ 11,223,504 $12,640,073 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers 1.26%(d) 1.17% 1.08% 1.00% 1.00% --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers 1.27%(d) 1.19% 1.12% 1.04% 1.02% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.07%(d) (0.08)% (0.03)% (0.11)% (0.09)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 37% 36% 38% 67% 66% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of 4,737,259,713.
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NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B --------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, --------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ----------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.07 $ 10.30 $ 11.94 $ 15.73 $ 13.08 ----------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ----------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.73 (3.16) (1.54) (2.17) 3.86 ============================================================================================================================= Total from investment operations 1.68 (3.23) (1.63) (2.48) 3.73 ============================================================================================================================= Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ============================================================================================================================= Net asset value, end of period $ 8.75 $ 7.07 $ 10.30 $ 11.94 $ 15.73 _____________________________________________________________________________________________________________________________ ============================================================================================================================= Total return(c) 23.76% (31.36)% (13.61)% (15.65)% 28.94% _____________________________________________________________________________________________________________________________ ============================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $3,616,395 $4,274,489 $9,186,980 $12,491,366 $ 14,338,087 _____________________________________________________________________________________________________________________________ ============================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ----------------------------------------------------------------------------------------------------------------------------- Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ============================================================================================================================= Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.89)% (0.88)% _____________________________________________________________________________________________________________________________ ============================================================================================================================= Portfolio turnover rate 37% 36% 38% 67% 66% _____________________________________________________________________________________________________________________________ ============================================================================================================================= |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $3,880,358,150.
CLASS C ---------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 7.07 $ 10.31 $ 11.95 $ 15.74 $ 13.09 ------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 1.74 (3.17) (1.54) (2.17) 3.86 ================================================================================================================== Total from investment operations 1.69 (3.24) (1.63) (2.48) 3.73 ================================================================================================================== Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================== Net asset value, end of period $ 8.76 $ 7.07 $ 10.31 $ 11.95 $ 15.74 __________________________________________________________________________________________________________________ ================================================================================================================== Total return(c) 23.90% (31.43)% (13.60)% (15.62)% 28.92% __________________________________________________________________________________________________________________ ================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $433,332 $444,901 $943,211 $1,262,192 $860,859 __________________________________________________________________________________________________________________ ================================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ------------------------------------------------------------------------------------------------------------------ Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ================================================================================================================== Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.88)% (0.88)% __________________________________________________________________________________________________________________ ================================================================================================================== Portfolio turnover rate 37% 36% 38% 67% 66% __________________________________________________________________________________________________________________ ================================================================================================================== |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $424,268,449.
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NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS R -------------------------------- JUNE 3, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ---------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.50 $ 9.16 ---------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.01)(a) (0.02)(a) ---------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.85 (1.64) ============================================================================================== Total from investment operations 1.84 (1.66) ============================================================================================== Net asset value, end of period $ 9.34 $ 7.50 ______________________________________________________________________________________________ ============================================================================================== Total return(b) 24.53% (18.12)% ______________________________________________________________________________________________ ============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 651 $ 207 ______________________________________________________________________________________________ ============================================================================================== Ratio of expenses to average net assets: With fee waivers 1.51%(c) 1.48%(d) ---------------------------------------------------------------------------------------------- Without fee waivers 1.52%(c) 1.50%(d) ============================================================================================== Ratio of net investment income (loss) to average net assets (0.18)%(c) (0.40)%(d) ______________________________________________________________________________________________ ============================================================================================== Portfolio turnover rate(e) 37% 36% ______________________________________________________________________________________________ ============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $465,853.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
INSTITUTIONAL CLASS --------------------------------- MARCH 15, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ----------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.55 $ 10.66 ----------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.05(a) 0.03(a) ----------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.87 (3.14) =============================================================================================== Total from investment operations 1.92 (3.11) =============================================================================================== Net asset value, end of period $ 9.47 $ 7.55 _______________________________________________________________________________________________ =============================================================================================== Total return(b) 25.43% (29.17)% _______________________________________________________________________________________________ =============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,127 $ 2,255 _______________________________________________________________________________________________ =============================================================================================== Ratio of expenses to average net assets: With fee waivers 0.71%(c) 0.66%(d) ----------------------------------------------------------------------------------------------- Without fee waivers 0.72%(c) 0.68%(d) =============================================================================================== Ratio of net investment income to average net assets 0.62%(c) 0.42%(d) _______________________________________________________________________________________________ =============================================================================================== Portfolio turnover rate(e) 37% 36% _______________________________________________________________________________________________ =============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $2,191,456.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 15--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office
FS-121
NOTE 15--LEGAL PROCEEDINGS (CONTINUED)
of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-122
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Select Equity Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Select Equity Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the four years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the periods ended on or before December 31, 1999 were audited by other independent auditors whose report dated February 14, 2000, expressed an unqualified opinion thereon.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ----------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-97.33% ADVERTISING-2.06% Interpublic Group of Cos., Inc. (The)(a) 345,100 $ 5,383,560 ----------------------------------------------------------------------- Omnicom Group Inc. 43,300 3,781,389 ----------------------------------------------------------------------- R.H. Donnelley Corp.(a) 39,100 1,557,744 ======================================================================= 10,722,693 ======================================================================= AEROSPACE & DEFENSE-0.93% Engineered Support Systems, Inc. 56,250 3,097,125 ----------------------------------------------------------------------- United Technologies Corp. 18,300 1,734,291 ======================================================================= 4,831,416 ======================================================================= APPAREL RETAIL-2.13% Abercrombie & Fitch Co.-Class A(a) 86,100 2,127,531 ----------------------------------------------------------------------- Gap, Inc. (The) 210,000 4,874,100 ----------------------------------------------------------------------- Men's Wearhouse, Inc. (The)(a) 56,400 1,410,564 ----------------------------------------------------------------------- Pacific Sunwear of California, Inc.(a) 46,100 973,632 ----------------------------------------------------------------------- TJX Cos., Inc. (The) 76,200 1,680,210 ======================================================================= 11,066,037 ======================================================================= APPAREL, ACCESSORIES & LUXURY GOODS-0.78% Coach, Inc.(a) 64,000 2,416,000 ----------------------------------------------------------------------- V. F. Corp. 37,800 1,634,472 ======================================================================= 4,050,472 ======================================================================= APPLICATION SOFTWARE-0.68% Amdocs Ltd. (United Kingdom)(a) 60,900 1,369,032 ----------------------------------------------------------------------- Business Objects S.A. (France)(a) 33,000 1,144,110 ----------------------------------------------------------------------- SAP A.G.-ADR (Germany) 25,200 1,047,312 ======================================================================= 3,560,454 ======================================================================= ASSET MANAGEMENT & CUSTODY BANKS-1.67% Affiliated Managers Group, Inc.(a) 56,100 3,903,999 ----------------------------------------------------------------------- Bank of New York Co., Inc. (The) 89,300 2,957,616 ----------------------------------------------------------------------- MCG Capital Corp. 93,700 1,827,150 ======================================================================= 8,688,765 ======================================================================= AUTO PARTS & EQUIPMENT-0.51% American Axle & Manufacturing Holdings, Inc.(a) 65,100 2,631,342 ======================================================================= BIOTECHNOLOGY-1.03% Gilead Sciences, Inc.(a) 25,200 1,465,128 ----------------------------------------------------------------------- Invitrogen Corp.(a) 56,000 3,920,000 ======================================================================= 5,385,128 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE BUILDING PRODUCTS-2.32% American Standard Cos. Inc.(a) 56,700 $ 5,709,690 ----------------------------------------------------------------------- Griffon Corp.(a) 109,200 2,212,392 ----------------------------------------------------------------------- Masco Corp. 152,300 4,174,543 ======================================================================= 12,096,625 ======================================================================= CASINOS & GAMING-1.45% International Game Technology 61,300 2,188,410 ----------------------------------------------------------------------- Penn National Gaming, Inc.(a) 44,000 1,015,520 ----------------------------------------------------------------------- Scientific Games Corp.-Class A(a) 132,200 2,248,722 ----------------------------------------------------------------------- Shuffle Master, Inc.(a) 60,200 2,084,124 ======================================================================= 7,536,776 ======================================================================= COMMUNICATIONS EQUIPMENT-2.75% Cisco Systems, Inc.(a) 112,000 2,720,480 ----------------------------------------------------------------------- Inter-Tel, Inc. 49,400 1,234,012 ----------------------------------------------------------------------- Juniper Networks, Inc.(a) 82,000 1,531,760 ----------------------------------------------------------------------- Motorola, Inc. 218,300 3,071,481 ----------------------------------------------------------------------- Plantronics, Inc.(a) 57,100 1,864,315 ----------------------------------------------------------------------- QLogic Corp.(a) 40,200 2,074,320 ----------------------------------------------------------------------- UTStarcom, Inc.(a) 48,600 1,801,602 ======================================================================= 14,297,970 ======================================================================= COMPUTER & ELECTRONICS RETAIL-0.52% Best Buy Co., Inc. 30,000 1,567,200 ----------------------------------------------------------------------- GameStop Corp.-Class A(a) 75,600 1,164,996 ======================================================================= 2,732,196 ======================================================================= COMPUTER HARDWARE-1.68% Dell Inc.(a) 166,600 5,657,736 ----------------------------------------------------------------------- Diebold, Inc. 43,900 2,364,893 ----------------------------------------------------------------------- Neoware Systems, Inc.(a) 52,800 723,360 ======================================================================= 8,745,989 ======================================================================= COMPUTER STORAGE & PERIPHERALS-0.94% EMC Corp.(a) 109,900 1,419,908 ----------------------------------------------------------------------- Network Appliance, Inc.(a) 51,500 1,057,295 ----------------------------------------------------------------------- SanDisk Corp.(a) 22,200 1,357,308 ----------------------------------------------------------------------- Synaptics Inc.(a) 70,000 1,048,600 ======================================================================= 4,883,111 ======================================================================= CONSTRUCTION & ENGINEERING-0.24% Chicago Bridge & Iron Co. N.V.-New York Shares (Netherlands) 43,700 1,262,930 ======================================================================= |
FS-124
MARKET SHARES VALUE ----------------------------------------------------------------------- CONSUMER ELECTRONICS-0.31% Koninklijke (Royal) Philips Electronics N.V.-New York Shares (Netherlands) 56,007 $ 1,629,244 ======================================================================= CONSUMER FINANCE-1.94% American Express Co. 74,800 3,607,604 ----------------------------------------------------------------------- MBNA Corp. 194,100 4,823,385 ----------------------------------------------------------------------- Nelnet, Inc.-Class A(a) 74,800 1,675,520 ======================================================================= 10,106,509 ======================================================================= DATA PROCESSING & OUTSOURCED SERVICES-5.43% Alliance Data Systems Corp.(a) 87,700 2,427,536 ----------------------------------------------------------------------- BISYS Group, Inc. (The)(a) 81,500 1,212,720 ----------------------------------------------------------------------- Ceridian Corp.(a) 296,100 6,200,334 ----------------------------------------------------------------------- Certegy Inc. 71,500 2,345,200 ----------------------------------------------------------------------- DST Systems, Inc.(a) 30,100 1,256,976 ----------------------------------------------------------------------- First Data Corp. 92,300 3,792,607 ----------------------------------------------------------------------- Fiserv, Inc.(a) 59,000 2,331,090 ----------------------------------------------------------------------- Intrado Inc.(a) 63,400 1,391,630 ----------------------------------------------------------------------- Paychex, Inc. 54,800 2,038,560 ----------------------------------------------------------------------- SunGard Data Systems Inc.(a) 191,000 5,292,610 ======================================================================= 28,289,263 ======================================================================= DIVERSIFIED BANKS-1.47% Bank One Corp. 106,600 4,859,894 ----------------------------------------------------------------------- U.S. Bancorp 94,100 2,802,298 ======================================================================= 7,662,192 ======================================================================= DIVERSIFIED CAPITAL MARKETS-0.59% J.P. Morgan Chase & Co. 83,800 3,077,974 ======================================================================= DIVERSIFIED CHEMICALS-0.30% Engelhard Corp. 52,900 1,584,355 ======================================================================= DIVERSIFIED COMMERCIAL SERVICES-3.13% Apollo Group, Inc.-Class A(a) 27,900 1,897,200 ----------------------------------------------------------------------- Cendant Corp.(a) 263,700 5,872,599 ----------------------------------------------------------------------- Corinthian Colleges, Inc.(a) 28,700 1,594,572 ----------------------------------------------------------------------- Equifax Inc. 48,400 1,185,800 ----------------------------------------------------------------------- H&R Block, Inc. 26,600 1,472,842 ----------------------------------------------------------------------- University of Phoenix Online(a) 22,200 1,530,246 ----------------------------------------------------------------------- Viad Corp. 109,400 2,735,000 ======================================================================= 16,288,259 ======================================================================= ELECTRICAL COMPONENTS & EQUIPMENT-0.47% Rockwell Automation, Inc. 68,700 2,445,720 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE ELECTRONIC EQUIPMENT MANUFACTURERS-1.93% Amphenol Corp.-Class A(a) 39,300 $ 2,512,449 ----------------------------------------------------------------------- Mettler-Toledo International Inc.(a) 36,700 1,549,107 ----------------------------------------------------------------------- Varian Inc.(a) 43,600 1,819,428 ----------------------------------------------------------------------- Waters Corp.(a) 125,600 4,164,896 ======================================================================= 10,045,880 ======================================================================= EMPLOYMENT SERVICES-0.34% Robert Half International Inc.(a) 76,600 1,787,844 ======================================================================= ENVIRONMENTAL SERVICES-1.15% Republic Services, Inc. 74,800 1,917,124 ----------------------------------------------------------------------- Waste Management, Inc. 138,000 4,084,800 ======================================================================= 6,001,924 ======================================================================= FOOD DISTRIBUTORS-0.55% Sysco Corp. 76,700 2,855,541 ======================================================================= FOOD RETAIL-1.80% Kroger Co. (The)(a) 299,600 5,545,596 ----------------------------------------------------------------------- Safeway Inc.(a) 175,300 3,840,823 ======================================================================= 9,386,419 ======================================================================= FOOTWEAR-0.44% Reebok International Ltd. 58,200 2,288,424 ======================================================================= GENERAL MERCHANDISE STORES-0.75% Dollar General Corp. 53,400 1,120,866 ----------------------------------------------------------------------- Target Corp. 72,000 2,764,800 ======================================================================= 3,885,666 ======================================================================= HEALTH CARE DISTRIBUTORS-0.85% Cardinal Health, Inc. 30,800 1,883,728 ----------------------------------------------------------------------- McKesson Corp. 79,000 2,540,640 ======================================================================= 4,424,368 ======================================================================= HEALTH CARE EQUIPMENT-4.27% Apogent Technologies Inc.(a) 34,400 792,576 ----------------------------------------------------------------------- Bard (C.R.), Inc. 76,600 6,223,750 ----------------------------------------------------------------------- Baxter International Inc. 34,700 1,059,044 ----------------------------------------------------------------------- Biomet, Inc. 141,000 5,133,810 ----------------------------------------------------------------------- Boston Scientific Corp.(a) 58,500 2,150,460 ----------------------------------------------------------------------- Cytyc Corp.(a) 175,100 2,409,376 ----------------------------------------------------------------------- Wilson Greatbatch Technologies, Inc.(a) 39,600 1,673,892 ----------------------------------------------------------------------- Zimmer Holdings, Inc.(a) 39,800 2,801,920 ======================================================================= 22,244,828 ======================================================================= HEALTH CARE FACILITIES-1.30% HCA Inc. 63,500 2,727,960 ----------------------------------------------------------------------- Universal Health Services, Inc.-Class B 44,300 2,379,796 ----------------------------------------------------------------------- |
FS-125
MARKET SHARES VALUE ----------------------------------------------------------------------- HEALTH CARE FACILITIES-(CONTINUED) VCA Antech, Inc.(a) 54,300 $ 1,682,214 ======================================================================= 6,789,970 ======================================================================= HEALTH CARE SERVICES-2.65% Caremark Rx, Inc.(a) 66,500 1,684,445 ----------------------------------------------------------------------- eResearch Technology, Inc.(a) 53,100 1,349,802 ----------------------------------------------------------------------- Express Scripts, Inc.(a) 44,600 2,962,778 ----------------------------------------------------------------------- ICON PLC-ADR (Ireland)(a) 38,400 1,674,240 ----------------------------------------------------------------------- IMS Health Inc. 245,600 6,105,616 ======================================================================= 13,776,881 ======================================================================= HEALTH CARE SUPPLIES-1.90% Bausch & Lomb Inc. 43,200 2,242,080 ----------------------------------------------------------------------- Coopers Cos., Inc. (The) 37,000 1,743,810 ----------------------------------------------------------------------- Fisher Scientific International Inc.(a) 142,900 5,911,773 ======================================================================= 9,897,663 ======================================================================= HOME IMPROVEMENT RETAIL-0.24% Home Depot, Inc. (The) 34,900 1,238,601 ======================================================================= HOMEBUILDING-0.24% M.D.C. Holdings, Inc. 19,300 1,244,850 ======================================================================= HOTELS, RESORTS & CRUISE LINES-0.34% Starwood Hotels & Resorts Worldwide, Inc. 49,900 1,794,903 ======================================================================= HOUSEHOLD PRODUCTS-0.80% Procter & Gamble Co. (The) 41,600 4,155,008 ======================================================================= HOUSEWARES & SPECIALTIES-0.30% Yankee Candle Co., Inc. (The)(a) 57,200 1,563,276 ======================================================================= INDUSTRIAL CONGLOMERATES-1.53% 3M Co. 32,000 2,720,960 ----------------------------------------------------------------------- Tyco International Ltd. (Bermuda) 197,100 5,223,150 ======================================================================= 7,944,110 ======================================================================= INDUSTRIAL MACHINERY-1.65% Dover Corp. 38,800 1,542,300 ----------------------------------------------------------------------- Graco Inc. 58,100 2,329,810 ----------------------------------------------------------------------- Pentair, Inc. 34,800 1,590,360 ----------------------------------------------------------------------- SPX Corp.(a) 52,900 3,111,049 ======================================================================= 8,573,519 ======================================================================= INSURANCE BROKERS-0.80% Aon Corp. 174,000 4,165,560 ======================================================================= INTEGRATED OIL & GAS-0.31% Exxon Mobil Corp. 39,100 1,603,100 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE INTERNET RETAIL-0.25% Amazon.com, Inc.(a) 24,900 $ 1,310,736 ======================================================================= INTERNET SOFTWARE & SERVICES-0.56% United Online, Inc.(a) 89,000 1,494,310 ----------------------------------------------------------------------- Yahoo! Inc.(a) 30,900 1,395,753 ======================================================================= 2,890,063 ======================================================================= INVESTMENT BANKING & BROKERAGE-1.97% Charles Schwab Corp. (The) 137,300 1,625,632 ----------------------------------------------------------------------- Merrill Lynch & Co., Inc. 57,300 3,360,645 ----------------------------------------------------------------------- Morgan Stanley 90,700 5,248,809 ======================================================================= 10,235,086 ======================================================================= LEISURE FACILITIES-0.23% Speedway Motorsports, Inc. 42,200 1,220,424 ======================================================================= LEISURE PRODUCTS-0.61% Brunswick Corp. 69,300 2,205,819 ----------------------------------------------------------------------- Marvel Enterprises, Inc.(a) 33,000 960,630 ======================================================================= 3,166,449 ======================================================================= LIFE & HEALTH INSURANCE-0.71% Nationwide Financial Services, Inc.-Class A 38,900 1,286,034 ----------------------------------------------------------------------- Prudential Financial, Inc. 57,900 2,418,483 ======================================================================= 3,704,517 ======================================================================= MANAGED HEALTH CARE-1.40% Aetna Inc. 44,800 3,027,584 ----------------------------------------------------------------------- UnitedHealth Group Inc. 73,200 4,258,776 ======================================================================= 7,286,360 ======================================================================= MOVIES & ENTERTAINMENT-0.46% Walt Disney Co. (The) 103,700 2,419,321 ======================================================================= MULTI-LINE INSURANCE-0.29% American Financial Group, Inc. 57,400 1,518,804 ======================================================================= MULTI-SECTOR HOLDINGS-0.22% Leucadia National Corp. 24,700 1,138,670 ======================================================================= OIL & GAS DRILLING-1.76% Pride International, Inc.(a) 263,400 4,909,776 ----------------------------------------------------------------------- Transocean Ltd. (Cayman Islands)(a) 177,000 4,249,770 ======================================================================= 9,159,546 ======================================================================= OIL & GAS EQUIPMENT & SERVICES-1.69% FMC Technologies, Inc.(a) 165,200 3,849,160 ----------------------------------------------------------------------- Halliburton Co. 41,900 1,089,400 ----------------------------------------------------------------------- Schlumberger Ltd. (Netherlands) 70,500 3,857,760 ======================================================================= 8,796,320 ======================================================================= |
FS-126
MARKET SHARES VALUE ----------------------------------------------------------------------- OIL & GAS EXPLORATION & PRODUCTION-2.55% Chesapeake Energy Corp. 76,600 $ 1,040,228 ----------------------------------------------------------------------- Comstock Resources, Inc.(a) 68,000 1,312,400 ----------------------------------------------------------------------- Evergreen Resources, Inc.(a) 56,600 1,840,066 ----------------------------------------------------------------------- Spinnaker Exploration Co.(a) 40,100 1,294,027 ----------------------------------------------------------------------- Ultra Petroleum Corp. (Canada)(a) 152,300 3,749,626 ----------------------------------------------------------------------- XTO Energy, Inc. 142,400 4,029,920 ======================================================================= 13,266,267 ======================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-1.89% Citigroup Inc. 202,600 9,834,204 ======================================================================= PACKAGED FOODS & MEATS-0.88% Flowers Foods, Inc. 58,200 1,501,560 ----------------------------------------------------------------------- Kraft Foods Inc.-Class A 95,900 3,089,898 ======================================================================= 4,591,458 ======================================================================= PHARMACEUTICALS-1.52% Medicis Pharmaceutical Corp.-Class A 55,500 3,957,150 ----------------------------------------------------------------------- Taro Pharmaceutical Industries Ltd. (Israel)(a) 26,300 1,696,350 ----------------------------------------------------------------------- Wyeth 53,000 2,249,850 ======================================================================= 7,903,350 ======================================================================= PROPERTY & CASUALTY INSURANCE-1.03% ACE Ltd. (Cayman Islands) 129,800 5,376,316 ======================================================================= REAL ESTATE-0.27% Friedman, Billings, Ramsey Group, Inc.-Class A 61,600 1,421,728 ======================================================================= REGIONAL BANKS-0.95% East West Bancorp, Inc. 59,300 3,183,224 ----------------------------------------------------------------------- TCF Financial Corp. 34,800 1,786,980 ======================================================================= 4,970,204 ======================================================================= RESTAURANTS-1.87% CBRL Group, Inc. 84,600 3,236,796 ----------------------------------------------------------------------- CEC Entertainment Inc.(a) 60,000 2,843,400 ----------------------------------------------------------------------- Ruby Tuesday, Inc. 82,500 2,350,425 ----------------------------------------------------------------------- Yum! Brands, Inc.(a) 38,100 1,310,640 ======================================================================= 9,741,261 ======================================================================= SEMICONDUCTOR EQUIPMENT-0.32% Brooks Automation, Inc.(a) 69,000 1,667,730 ======================================================================= SEMICONDUCTORS-2.72% Altera Corp.(a) 64,000 1,452,800 ----------------------------------------------------------------------- Integrated Circuit Systems, Inc.(a) 42,600 1,213,674 ----------------------------------------------------------------------- Intel Corp. 187,300 6,031,060 ----------------------------------------------------------------------- |
----------------------------------------------------------------------- MARKET SHARES VALUE SEMICONDUCTORS-(CONTINUED) Linear Technology Corp. 63,300 $ 2,663,031 ----------------------------------------------------------------------- Marvell Technology Group Ltd. (Bermuda)(a) 31,400 1,191,002 ----------------------------------------------------------------------- Microchip Technology Inc. 48,000 1,601,280 ======================================================================= 14,152,847 ======================================================================= SOFT DRINKS-1.09% PepsiCo, Inc. 122,000 5,687,640 ======================================================================= SPECIALTY STORES-3.38% AutoNation, Inc.(a) 208,700 3,833,819 ----------------------------------------------------------------------- Bed Bath & Beyond Inc.(a) 32,000 1,387,200 ----------------------------------------------------------------------- Claire's Stores, Inc. 68,000 1,281,120 ----------------------------------------------------------------------- Regis Corp. 67,800 2,679,456 ----------------------------------------------------------------------- Rent-A-Center, Inc.(a) 55,750 1,665,810 ----------------------------------------------------------------------- Select Comfort Corp.(a) 76,000 1,881,760 ----------------------------------------------------------------------- Staples, Inc.(a) 142,700 3,895,710 ----------------------------------------------------------------------- Tractor Supply Co.(a) 24,600 956,694 ======================================================================= 17,581,569 ======================================================================= STEEL-0.22% GrafTech International Ltd.(a) 85,800 1,158,300 ======================================================================= SYSTEMS SOFTWARE-4.73% Adobe Systems Inc. 35,300 1,387,290 ----------------------------------------------------------------------- Computer Associates International, Inc. 332,000 9,076,880 ----------------------------------------------------------------------- Microsoft Corp. 212,000 5,838,480 ----------------------------------------------------------------------- Oracle Corp.(a) 342,300 4,518,360 ----------------------------------------------------------------------- Symantec Corp.(a) 63,000 2,182,950 ----------------------------------------------------------------------- VERITAS Software Corp.(a) 43,900 1,631,324 ======================================================================= 24,635,284 ======================================================================= TECHNOLOGY DISTRIBUTORS-1.78% CDW Corp. 57,600 3,326,976 ----------------------------------------------------------------------- Global Imaging Systems, Inc.(a) 134,000 4,254,500 ----------------------------------------------------------------------- ScanSource, Inc.(a) 37,100 1,692,502 ======================================================================= 9,273,978 ======================================================================= THRIFTS & MORTGAGE FINANCE-3.92% Doral Financial Corp. (Puerto Rico) 127,800 4,125,384 ----------------------------------------------------------------------- Fannie Mae 88,000 6,605,280 ----------------------------------------------------------------------- IndyMac Bancorp, Inc. 60,000 1,787,400 ----------------------------------------------------------------------- MGIC Investment Corp. 35,200 2,004,288 ----------------------------------------------------------------------- New York Community Bancorp, Inc. 40,300 1,533,415 ----------------------------------------------------------------------- Radian Group Inc. 41,500 2,023,125 ----------------------------------------------------------------------- Washington Mutual, Inc. 57,500 2,306,900 ======================================================================= 20,385,792 ======================================================================= |
FS-127
MARKET SHARES VALUE ----------------------------------------------------------------------- TRADING COMPANIES & DISTRIBUTORS-0.29% MSC Industrial Direct Co., Inc.-Class A 54,100 $ 1,487,750 ======================================================================= TRUCKING-0.30% Landstar System, Inc.(a) 41,700 1,586,268 ======================================================================= Total Common Stocks & Other Equity Interests (Cost $414,511,771) 506,811,997 ======================================================================= MONEY MARKET FUNDS-3.17% Liquid Assets Portfolio(b) 8,261,408 8,261,408 ----------------------------------------------------------------------- STIC Prime Portfolio(b) 8,261,408 8,261,408 ======================================================================= Total Money Market Funds (Cost $16,522,816) 16,522,816 ======================================================================= TOTAL INVESTMENTS-100.50% (excluding investments purchased with cash collateral from securities loaned) (Cost $431,034,587) 523,334,813 ======================================================================= |
----------------------------------------------------------------------- MARKET SHARES VALUE INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-2.28% Liquid Assets Portfolio(b)(c) 11,874,485 $ 11,874,485 ======================================================================= Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $11,874,485) 11,874,485 ======================================================================= TOTAL INVESTMENTS-102.78% (Cost $442,909,072) 535,209,298 ======================================================================= OTHER ASSETS LESS LIABILITIES-(2.78%) (14,500,127) ======================================================================= NET ASSETS-100.00% $520,709,171 _______________________________________________________________________ ======================================================================= |
Investment Abbreviations:
ADR - American Depositary Receipt |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(c) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-128
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $414,511,771)* $ 506,811,997 ------------------------------------------------------------ Investments in affiliated money market funds (cost $28,397,301) 28,397,301 ------------------------------------------------------------ Receivables for: Fund shares sold 204,888 ------------------------------------------------------------ Dividends 432,803 ------------------------------------------------------------ Investment for deferred compensation and retirement plans 80,886 ------------------------------------------------------------ Other assets 48,298 ============================================================ Total assets 535,976,173 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 190,707 ------------------------------------------------------------ Fund shares reacquired 2,299,167 ------------------------------------------------------------ Deferred compensation and retirement plans 108,887 ------------------------------------------------------------ Collateral upon return of securities loaned 11,874,485 ------------------------------------------------------------ Accrued distribution fees 250,640 ------------------------------------------------------------ Accrued transfer agent fees 417,111 ------------------------------------------------------------ Accrued operating expenses 126,005 ============================================================ Total liabilities 15,267,002 ============================================================ Net assets applicable to shares outstanding $ 520,709,171 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $ 645,037,594 ------------------------------------------------------------ Undistributed net investment income (loss) (104,405) ------------------------------------------------------------ Undistributed net realized gain (loss) from investment securities, futures contracts and option contracts (216,524,244) ------------------------------------------------------------ Unrealized appreciation of investment securities and option contracts 92,300,226 ============================================================ $ 520,709,171 ============================================================ NET ASSETS: Class A $ 288,976,266 ____________________________________________________________ ============================================================ Class B $ 198,147,982 ____________________________________________________________ ============================================================ Class C $ 33,584,923 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 18,645,969 ____________________________________________________________ ============================================================ Class B 14,198,366 ____________________________________________________________ ============================================================ Class C 2,410,001 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 15.50 ------------------------------------------------------------ Offering price per share: (Net asset value of $15.50 divided by 94.50%) $ 16.40 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 13.96 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 13.94 ____________________________________________________________ ============================================================ |
* At December 31, 2003, securities with an aggregate market value of $10,454,090
were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-129
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $8,985) $ 3,833,061 -------------------------------------------------------------------------- Dividends from affiliated money market funds* 191,544 -------------------------------------------------------------------------- Interest 6,615 ========================================================================== Total investment income 4,031,220 ========================================================================== EXPENSES: Advisory fees 3,333,532 -------------------------------------------------------------------------- Administrative services fees 133,014 -------------------------------------------------------------------------- Custodian fees 70,211 -------------------------------------------------------------------------- Distribution fees: Class A 648,509 -------------------------------------------------------------------------- Class B 2,002,766 -------------------------------------------------------------------------- Class C 316,848 -------------------------------------------------------------------------- Transfer agent fees 2,103,241 -------------------------------------------------------------------------- Trustees' fees 15,979 -------------------------------------------------------------------------- Other 328,578 ========================================================================== Total expenses 8,952,678 ========================================================================== Less: Fees waived and expense offset arrangements (13,494) ========================================================================== Net expenses 8,939,184 ========================================================================== Net investment income (loss) (4,907,964) ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FUTURES CONTRACTS AND OPTION CONTRACTS: Net realized gain from: Investment securities 12,614,993 -------------------------------------------------------------------------- Futures contracts 1,155,270 -------------------------------------------------------------------------- Option contracts written 349,426 ========================================================================== 14,119,689 ========================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities 116,286,988 -------------------------------------------------------------------------- Option contracts written (15,199) ========================================================================== 116,271,789 ========================================================================== Net gain from investment securities, futures contracts and option contracts 130,391,478 ========================================================================== Net increase in net assets resulting from operations $125,483,514 __________________________________________________________________________ ========================================================================== |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (4,907,964) $ (5,779,008) ------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, futures contracts and option contracts 14,119,689 (160,704,077) ------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities, and option contracts 116,271,789 (82,229,216) =============================================================================== Net increase (decrease) in net assets resulting from operations 125,483,514 (248,712,301) =============================================================================== Share transactions-net: Class A (29,873,189) (29,981,711) ------------------------------------------------------------------------------- Class B (65,917,432) (101,502,496) ------------------------------------------------------------------------------- Class C (6,917,020) (9,762,755) =============================================================================== Net increase (decrease) in net assets resulting from share transactions (102,707,641) (141,246,962) =============================================================================== Net increase (decrease) in net assets 22,775,873 (389,959,263) =============================================================================== NET ASSETS: Beginning of year 497,933,298 887,892,561 =============================================================================== End of year (including undistributed net investment income (loss) of $(104,405) and $(65,559) for 2003 and 2002, respectively) $ 520,709,171 $ 497,933,298 _______________________________________________________________________________ =============================================================================== |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Select Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve long-term growth of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is
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distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
F. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain deposits on the futures contracts.
G. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.80% of the first $150 million of the Fund's average daily net assets, plus 0.625% of the Fund's average daily net assets in excess of $150 million. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $4,384.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $133,014 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $966,539 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to their customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $648,509, $2,002,766 and $316,848, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended December 31, 2003, AIM Distributors retained $40,200 in front-end sales commissions from the sale of Class A shares and $445, $0 and $2,572 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
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NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from security lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED REALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND GAIN 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME (LOSS) ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $ 8,219,451 $ 48,220,151 $ (48,178,194) $ -- $ 8,261,408 $ 85,074 $ -- ---------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 8,219,451 48,220,151 (48,178,194) -- $ 8,261,408 82,421 -- ================================================================================================================================== Subtotal $16,438,902 $ 96,440,302 $ (96,356,388) $ -- $16,522,816 $167,495 $ -- ================================================================================================================================== |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
MARKET UNREALIZED REALIZED VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND GAIN 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* (LOSS) ----------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $4,872,000 $ 66,537,845 $ (59,535,360) $ -- $11,874,485 $ 24,049 $ -- =================================================================================================================================== Total $21,310,902 $162,978,147 $(155,891,748) $ -- $28,397,301 $191,544 $ -- ___________________________________________________________________________________________________________________________________ =================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties of $73,535.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agent fees from AISI (an affiliate of AIM) of $8,899 and reductions in custodian fees of $211 under expense offset arrangements, which resulted in a reduction of the Fund's total expenses of $9,110.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $4,965 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed facility credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
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Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $10,454,090 were on loan to brokers. The loans were secured by cash collateral of $11,874,485 received by the Fund and subsequently invested in Liquid Asset Portfolio, an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $24,049 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD ------------------------------------------------------------------------------- CALL OPTION CONTRACTS ---------------------- NUMBER OF PREMIUMS CONTRACTS RECEIVED ------------------------------------------------------------------------------- Beginning of year 400 $ 17,199 ------------------------------------------------------------------------------- Written 9,290 595,187 ------------------------------------------------------------------------------- Exercised (3,170) (262,960) ------------------------------------------------------------------------------- Expired (6,520) (349,426) =============================================================================== End of year -- $ -- _______________________________________________________________________________ =============================================================================== |
NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
There were no ordinary income or long-term capital gain distributions paid during the years ended December 31, 2003 and 2002.
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 90,017,761 ------------------------------------------------------------------------------- Temporary book/tax differences (104,405) ------------------------------------------------------------------------------- Capital loss carryforward (214,241,779) ------------------------------------------------------------------------------- Shares of beneficial interest 645,037,594 =============================================================================== Total net assets $ 520,709,171 _______________________________________________________________________________ =============================================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD -------------------------------------------------------------------------------- December 31, 2009 $ 47,261,707 -------------------------------------------------------------------------------- December 31, 2010 120,187,758 -------------------------------------------------------------------------------- December 31, 2011 46,792,314 ================================================================================ Total capital loss carryforward $214,241,779 ________________________________________________________________________________ ================================================================================ |
NOTE 10--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $326,552,502 and $432,215,997, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $100,977,216 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (10,959,455) =========================================================== Net unrealized appreciation of investment securities $ 90,017,761 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $445,191,537. |
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NOTE 11--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily, as a result of differing book/tax treatment of net operating losses and partnership adjustments on December 31, 2003, undistributed net investment income was increased by $4,869,118, undistributed net realized gains decreased by $2,628 and shares of beneficial interest decreased by $4,866,490. This reclassification had no effect on the net assets of the Fund.
NOTE 12--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ------------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ----------------------------------------------------------- 2003 2002 --------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT ------------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,879,248 $ 24,704,966 4,095,378 $ 59,894,387 ------------------------------------------------------------------------------------------------------------------------- Class B 1,110,183 13,223,360 1,801,311 23,788,330 ------------------------------------------------------------------------------------------------------------------------- Class C 507,573 6,077,786 630,709 8,316,201 ========================================================================================================================= Automatic conversion of Class B shares to Class A shares: Class A 2,268,563 30,491,869 1,319,880 19,006,319 ------------------------------------------------------------------------------------------------------------------------- Class B (2,511,307) (30,491,869) (1,446,033) (19,006,319) ========================================================================================================================= Reacquired: Class A (6,444,289) (85,070,024) (7,806,746) (108,882,417) ------------------------------------------------------------------------------------------------------------------------- Class B (4,176,762) (48,648,923) (8,382,431) (106,284,507) ------------------------------------------------------------------------------------------------------------------------- Class C (1,100,332) (12,994,806) (1,436,948) (18,078,956) ========================================================================================================================= (8,467,123) $(102,707,641) (11,224,880) $(141,246,962) _________________________________________________________________________________________________________________________ ========================================================================================================================= |
NOTE 13--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 11.97 $ 17.00 $ 22.88 $ 26.23 $ 19.35 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.06)(a) (0.08)(a) (0.01)(a) (0.06) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.62 (4.97) (5.79) (0.44) 8.00 ================================================================================================================================= Total from investment operations 3.53 (5.03) (5.87) (0.45) 7.94 ================================================================================================================================= Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ================================================================================================================================= Net asset value, end of period $ 15.50 $ 11.97 $ 17.00 $ 22.88 $ 26.23 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 29.49% (29.59)% (25.64)% (1.77)% 41.48% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $288,976 $250,666 $396,779 $532,042 $461,628 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.47%(c) (1.32)% 1.24% 1.07% 1.09% ================================================================================================================================= Ratio of net investment income (loss) to average net assets (0.65)%(c) (0.45)% (0.45)% (0.02)% (0.31)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 69% 86% 117% 56% 31% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(c) Ratios are based on average daily net assets of $259,403,691.
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NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ---------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------- 2003 2002 2001 2000 1999 ------------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 10.86 $ 15.54 $ 21.07 $ 24.57 $ 18.33 ------------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.17)(a) (0.16)(a) (0.20)(a) (0.22)(a) (0.23)(a) ------------------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 3.27 (4.52) (5.32) (0.38) 7.53 ============================================================================================================================== Total from investment operations 3.10 (4.68) (5.52) (0.60) 7.30 ============================================================================================================================== Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ============================================================================================================================== Net asset value, end of period $ 13.96 $ 10.86 $ 15.54 $ 21.07 $ 24.57 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Total return(b) 28.55% (30.12)% (26.19)% (2.50)% 40.29% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $198,148 $214,709 $432,002 $661,445 $592,555 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratio of expenses to average net assets 2.22%(c) 2.07% 2.00% 1.84% 1.90% ============================================================================================================================== Ratio of net investment income (loss) to average net assets (1.40)%(c) (1.20)% (1.21)% (0.80)% (1.12)% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Portfolio turnover rate 69% 86% 117% 56% 31% ______________________________________________________________________________________________________________________________ ============================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(c) Ratios are based on average daily net assets of $200,276,520.
CLASS C ------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2003 2002 2001 2000 1999 -------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 10.84 $ 15.52 $ 21.05 $ 24.55 $ 18.32 -------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.17)(a) (0.16)(a) (0.20)(a) (0.22)(a) (0.23)(a) -------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.27 (4.52) (5.32) (0.38) 7.52 ========================================================================================================================== Total from investment operations 3.10 (4.68) (5.52) (0.60) 7.29 ========================================================================================================================== Less distributions from net realized gains -- -- (0.01) (2.90) (1.06) ========================================================================================================================== Net asset value, end of period $ 13.94 $ 10.84 $ 15.52 $ 21.05 $ 24.55 __________________________________________________________________________________________________________________________ ========================================================================================================================== Total return(b) 28.60% (30.15)% (26.21)% (2.50)% 40.26% __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $33,585 $32,558 $59,112 $71,989 $25,275 __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratio of expenses to average net assets 2.22%(c) 2.07% 2.00% 1.84% 1.90% ========================================================================================================================== Ratio of net investment income (loss) to average net assets (1.40)%(c) (1.20)% (1.21)% (0.80)% (1.12)% __________________________________________________________________________________________________________________________ ========================================================================================================================== Portfolio turnover rate 69% 86% 117% 56% 31% __________________________________________________________________________________________________________________________ ========================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(c) Ratios are based on average daily net assets of $31,684,828.
NOTE 14--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
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NOTE 14--LEGAL PROCEEDINGS (CONTINUED)
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
FS-138
NOTE 14--LEGAL PROCEEDINGS (CONTINUED)
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-139
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Small Cap Equity Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Small Cap Equity Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-140
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ------------------------------------------------------------------------ COMMON STOCKS & OTHER EQUITY INTERESTS-96.41% ADVERTISING-1.90% ADVO, Inc. 164,000 $ 5,208,640 ------------------------------------------------------------------------ R.H. Donnelley Corp.(a) 117,800 4,693,152 ======================================================================== 9,901,792 ======================================================================== AIR FREIGHT & LOGISTICS-1.49% Pacer International, Inc.(a) 200,000 4,044,000 ------------------------------------------------------------------------ UTI Worldwide, Inc. (United Kingdom) 98,800 3,747,484 ======================================================================== 7,791,484 ======================================================================== AIRLINES-0.47% AirTran Holdings, Inc.(a) 204,800 2,437,120 ======================================================================== APPAREL RETAIL-1.65% Cache, Inc.(a) 200,000 4,166,000 ------------------------------------------------------------------------ Stage Stores, Inc.(a) 159,200 4,441,680 ======================================================================== 8,607,680 ======================================================================== APPLICATION SOFTWARE-1.09% Open Solutions Inc.(a) 33,487 588,367 ------------------------------------------------------------------------ ScanSoft, Inc.(a) 388,900 2,068,948 ------------------------------------------------------------------------ Verint Systems Inc.(a) 133,500 3,011,760 ======================================================================== 5,669,075 ======================================================================== ASSET MANAGEMENT & CUSTODY BANKS-1.76% Affiliated Managers Group, Inc.(a) 64,200 4,467,678 ------------------------------------------------------------------------ MCG Capital Corp. 241,500 4,709,250 ======================================================================== 9,176,928 ======================================================================== AUTO PARTS & EQUIPMENT-1.16% American Axle & Manufacturing Holdings, Inc.(a) 85,200 3,443,784 ------------------------------------------------------------------------ LKQ Corp.(a) 144,800 2,599,160 ======================================================================== 6,042,944 ======================================================================== BIOTECHNOLOGY-2.67% OraSure Technologies, Inc.(a) 289,000 2,300,440 ------------------------------------------------------------------------ QLT Inc. (Canada)(a) 161,000 3,034,850 ------------------------------------------------------------------------ Serologicals Corp.(a) 315,700 5,872,020 ------------------------------------------------------------------------ United Therapeutics Corp.(a) 119,000 2,731,050 ======================================================================== 13,938,360 ======================================================================== BROADCASTING & CABLE TV-0.93% Cumulus Media Inc.-Class A(a) 220,300 4,846,600 ======================================================================== BUILDING PRODUCTS-1.72% ElkCorp. 169,300 4,520,310 ------------------------------------------------------------------------ |
MARKET SHARES VALUE ------------------------------------------------------------------------ BUILDING PRODUCTS-(CONTINUED) Griffon Corp.(a) 221,500 $ 4,487,590 ======================================================================== 9,007,900 ======================================================================== CASINOS & GAMING-1.13% Scientific Games Corp.-Class A(a) 348,300 5,924,583 ======================================================================== COMMUNICATIONS EQUIPMENT-2.32% Avocent Corp.(a) 133,400 4,871,768 ------------------------------------------------------------------------ Centillium Communications, Inc.(a) 397,500 2,237,925 ------------------------------------------------------------------------ Inter-Tel, Inc. 95,200 2,378,096 ------------------------------------------------------------------------ Plantronics, Inc.(a) 80,200 2,618,530 ======================================================================== 12,106,319 ======================================================================== COMPUTER HARDWARE-0.59% Pinnacle Systems, Inc.(a) 364,300 3,107,479 ======================================================================== COMPUTER STORAGE & PERIPHERALS-1.02% Overland Storage, Inc.(a) 120,000 2,256,000 ------------------------------------------------------------------------ Synaptics Inc.(a) 205,000 3,070,900 ======================================================================== 5,326,900 ======================================================================== CONSTRUCTION & ENGINEERING-0.84% Chicago Bridge & Iron Co. N.V.-New York Shares (Netherlands) 151,700 4,384,130 ======================================================================== CONSTRUCTION & FARM MACHINERY & HEAVY TRUCKS-1.07% Wabash National Corp.(a) 190,300 5,575,790 ======================================================================== CONSUMER FINANCE-1.42% AmeriCredit Corp.(a) 181,300 2,888,109 ------------------------------------------------------------------------ Rewards Network Inc.(a) 426,600 4,547,556 ======================================================================== 7,435,665 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-2.09% Alliance Data Systems Corp.(a) 133,300 3,689,744 ------------------------------------------------------------------------ Certegy Inc. 87,600 2,873,280 ------------------------------------------------------------------------ Intrado Inc.(a) 199,500 4,379,025 ======================================================================== 10,942,049 ======================================================================== DIVERSIFIED COMMERCIAL SERVICES-6.45% Corrections Corp. of America(a) 177,300 5,111,559 ------------------------------------------------------------------------ Integrated Alarm Services Group, Inc.(a) 478,000 4,063,000 ------------------------------------------------------------------------ LECG Corp.(a) 149,500 3,422,055 ------------------------------------------------------------------------ Navigant Consulting, Inc.(a) 256,800 4,843,248 ------------------------------------------------------------------------ NCO Group, Inc.(a) 117,200 2,668,644 ------------------------------------------------------------------------ Sotheby's Holdings, Inc.-Class A(a) 350,000 4,781,000 ------------------------------------------------------------------------ |
FS-141
MARKET SHARES VALUE ------------------------------------------------------------------------ DIVERSIFIED COMMERCIAL SERVICES-(CONTINUED) Tetra Tech, Inc. 152,500 $ 3,791,150 ------------------------------------------------------------------------ United Rentals, Inc.(a) 260,500 5,017,230 ======================================================================== 33,697,886 ======================================================================== DIVERSIFIED METALS & MINING-1.75% Compass Minerals International, Inc.(a) 263,400 3,761,352 ------------------------------------------------------------------------ CONSOL Energy Inc. (Acquired 09/17/03; Cost $4,098,600)(a)(b)(c) 230,000 5,361,300 ======================================================================== 9,122,652 ======================================================================== DRUG RETAIL-0.61% NeighborCare, Inc.(a) 162,700 3,213,325 ======================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-2.24% Aeroflex Inc.(a) 367,300 4,293,737 ------------------------------------------------------------------------ Amphenol Corp.-Class A(a) 46,700 2,985,531 ------------------------------------------------------------------------ Varian Inc.(a) 106,300 4,435,899 ======================================================================== 11,715,167 ======================================================================== ENVIRONMENTAL SERVICES-0.89% Casella Waste Systems, Inc.-Class A(a) 338,700 4,636,803 ======================================================================== FOOTWEAR-0.51% Reebok International Ltd. 68,200 2,681,624 ======================================================================== GENERAL MERCHANDISE STORES-0.41% Fred's, Inc. 69,750 2,160,855 ======================================================================== HEALTH CARE EQUIPMENT-0.49% Wilson Greatbatch Technologies, Inc.(a) 60,100 2,540,427 ======================================================================== HEALTH CARE FACILITIES-2.07% United Surgical Partners International, Inc.(a) 152,200 5,095,656 ------------------------------------------------------------------------ VCA Antech, Inc.(a) 184,500 5,715,810 ======================================================================== 10,811,466 ======================================================================== HEALTH CARE SERVICES-0.75% US Oncology, Inc.(a) 366,200 3,940,312 ======================================================================== HEALTH CARE SUPPLIES-1.85% Align Technology, Inc.(a) 180,000 2,973,600 ------------------------------------------------------------------------ PolyMedica Corp. 110,000 2,894,100 ------------------------------------------------------------------------ Sola International Inc.(a) 202,000 3,797,600 ======================================================================== 9,665,300 ======================================================================== HOME FURNISHINGS-0.93% Tempur-Pedic International Inc.(a) 315,000 4,882,500 ======================================================================== HOTELS, RESORTS & CRUISE LINES-0.51% Kerzner International Ltd. (Bahamas)(a) 67,900 2,645,384 ======================================================================== HOUSEHOLD PRODUCTS-0.08% Rayovac Corp.(a) 19,900 416,905 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ HOUSEWARES & SPECIALTIES-1.89% Jarden Corp.(a) 191,700 $ 5,241,078 ------------------------------------------------------------------------ Yankee Candle Co., Inc. (The)(a) 168,700 4,610,571 ======================================================================== 9,851,649 ======================================================================== INDUSTRIAL GASES-0.69% Airgas, Inc. 168,300 3,615,084 ======================================================================== INDUSTRIAL MACHINERY-0.82% Kennametal Inc. 108,300 4,304,925 ======================================================================== INTERNET SOFTWARE & SERVICES-1.36% Digital Insight Corp.(a) 102,000 2,539,800 ------------------------------------------------------------------------ United Online, Inc.(a) 271,000 4,550,090 ======================================================================== 7,089,890 ======================================================================== INVESTMENT BANKING & BROKERAGE-0.86% CMET Finance Holdings, Inc. (Acquired 12/08/03; Cost $4,480,000)(a)(b)(c) 44,800 4,480,000 ======================================================================== INVESTMENT COMPANIES-EXCHANGE TRADED FUNDS-0.22% iShares Nasdaq Biotechnology Index Fund(a) 16,000 1,151,200 ======================================================================== IT CONSULTING & OTHER SERVICES-0.79% DigitalNet Holdings, Inc.(a) 91,200 1,778,400 ------------------------------------------------------------------------ ManTech International Corp.-Class A(a) 94,300 2,352,785 ======================================================================== 4,131,185 ======================================================================== LIFE & HEALTH INSURANCE-0.86% American Medical Security Group, Inc.(a) 200,600 4,497,452 ======================================================================== MANAGED HEALTH CARE-1.13% Sierra Health Services, Inc.(a) 215,700 5,920,965 ======================================================================== OFFICE SERVICES & SUPPLIES-1.29% Danka Business Systems PLC-ADR (United Kingdom)(a) 517,400 2,276,560 ------------------------------------------------------------------------ Moore Wallace Inc. (Canada)(a) 238,000 4,457,740 ======================================================================== 6,734,300 ======================================================================== OIL & GAS EQUIPMENT & SERVICES-1.67% FMC Technologies, Inc.(a) 119,300 2,779,690 ------------------------------------------------------------------------ Key Energy Services, Inc.(a) 287,600 2,965,156 ------------------------------------------------------------------------ W-H Energy Services, Inc.(a) 183,100 2,966,220 ======================================================================== 8,711,066 ======================================================================== OIL & GAS EXPLORATION & PRODUCTION-2.55% Comstock Resources, Inc.(a) 140,000 2,702,000 ------------------------------------------------------------------------ Southwestern Energy Co.(a) 188,900 4,514,710 ------------------------------------------------------------------------ Ultra Petroleum Corp. (Canada)(a) 107,800 2,654,036 ------------------------------------------------------------------------ |
FS-142
MARKET SHARES VALUE ------------------------------------------------------------------------ OIL & GAS EXPLORATION & PRODUCTION-(CONTINUED) Westport Resources Corp.(a) 115,700 $ 3,454,802 ======================================================================== 13,325,548 ======================================================================== OIL & GAS REFINING, MARKETING & TRANSPORTATION-0.52% Golar LNG Ltd. (Bermuda)(a) 191,600 2,742,558 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-0.20% Oxford Finance Corp. (Acquired 03/25/02; Cost $1,300,000)(b)(c) 130,000 1,040,000 ======================================================================== PACKAGED FOODS & MEATS-0.86% Flowers Foods, Inc. 174,900 4,512,420 ======================================================================== PERSONAL PRODUCTS-0.91% NBTY, Inc.(a) 176,600 4,743,476 ======================================================================== PHARMACEUTICALS-1.36% aaiPharma Inc.(a) 126,000 3,165,120 ------------------------------------------------------------------------ Axcan Pharma Inc. (Canada)(a) 250,700 3,923,455 ======================================================================== 7,088,575 ======================================================================== PROPERTY & CASUALTY INSURANCE-3.82% Direct General Corp. 154,000 5,097,400 ------------------------------------------------------------------------ Infinity Property & Casualty Corp. 158,500 5,238,425 ------------------------------------------------------------------------ Navigators Group, Inc. (The)(a) 136,500 4,213,755 ------------------------------------------------------------------------ Quanta Capital Holdings Ltd. (Bermuda) (Acquired 08/27/03-11/21/03; Cost $4,710,940)(a)(b)(c) 469,700 5,401,550 ======================================================================== 19,951,130 ======================================================================== PUBLISHING-0.91% Journal Communications, Inc.-Class A 256,200 4,747,386 ======================================================================== RAILROADS-0.98% Genesee & Wyoming Inc.-Class A(a) 162,700 5,125,050 ======================================================================== REAL ESTATE-6.60% American Financial Realty Trust(c) 290,200 4,947,910 ------------------------------------------------------------------------ American Home Mortgage Investment Corp. 131,100 2,951,061 ------------------------------------------------------------------------ Ashford Hospitality Trust(a) 418,000 3,925,020 ------------------------------------------------------------------------ Fieldstone Investment Corp. (Acquired 11/10/03-11/11/03; Cost $4,704,275)(a)(b)(c) 311,300 5,214,275 ------------------------------------------------------------------------ Friedman, Billings, Ramsey Group, Inc.-Class A 298,120 6,880,610 ------------------------------------------------------------------------ Highland Hospitality Corp.(a) 448,800 4,891,920 ------------------------------------------------------------------------ Luminent Mortgage Capital, Inc.(a) 400,000 5,640,000 ======================================================================== 34,450,796 ======================================================================== REGIONAL BANKS-0.48% Texas Capital Bancshares, Inc.(a) 173,800 2,513,496 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ RESTAURANTS-2.33% Landry's Restaurants, Inc. 115,100 $ 2,960,372 ------------------------------------------------------------------------ Ruby Tuesday, Inc. 127,900 3,643,871 ------------------------------------------------------------------------ Volume Services America Holdings, Inc.-IDS(d) 334,500 5,569,425 ======================================================================== 12,173,668 ======================================================================== SEMICONDUCTOR EQUIPMENT-0.50% Axcelis Technologies, Inc.(a) 253,800 2,593,836 ======================================================================== SEMICONDUCTORS-2.11% AMIS Holdings, Inc.(a) 222,500 4,067,300 ------------------------------------------------------------------------ DSP Group, Inc.(a) 170,300 4,242,173 ------------------------------------------------------------------------ Integrated Circuit Systems, Inc.(a) 94,400 2,689,456 ======================================================================== 10,998,929 ======================================================================== SPECIALIZED FINANCE-1.04% GATX Corp. 194,400 5,439,312 ======================================================================== SPECIALTY CHEMICALS-1.70% Great Lakes Chemical Corp. 190,400 5,176,976 ------------------------------------------------------------------------ Minerals Technologies Inc. 62,850 3,723,862 ======================================================================== 8,900,838 ======================================================================== SPECIALTY STORES-3.24% Advance Auto Parts, Inc.(a) 44,800 3,646,720 ------------------------------------------------------------------------ Pep Boys-Manny, Moe & Jack 241,500 5,523,105 ------------------------------------------------------------------------ Select Comfort Corp.(a) 161,400 3,996,264 ------------------------------------------------------------------------ West Marine, Inc.(a) 134,400 3,737,664 ======================================================================== 16,903,753 ======================================================================== STEEL-1.34% GrafTech International Ltd.(a) 520,000 7,020,000 ======================================================================== TECHNOLOGY DISTRIBUTORS-1.88% Global Imaging Systems, Inc.(a) 167,300 5,311,775 ------------------------------------------------------------------------ ScanSource, Inc.(a) 98,800 4,507,256 ======================================================================== 9,819,031 ======================================================================== THRIFTS & MORTGAGE FINANCE-3.29% First Niagara Financial Group, Inc. 265,000 3,951,150 ------------------------------------------------------------------------ Franklin Bank Corp.-Class A (Acquired 10/29/02; Cost $1,350,000)(a)(b)(c) 135,000 2,308,500 ------------------------------------------------------------------------ Franklin Bank Corp.(a) 125,500 2,384,500 ------------------------------------------------------------------------ Jefferson Bancshares, Inc. 200,000 2,758,000 ------------------------------------------------------------------------ Saxon Capital, Inc.(a) 184,700 3,869,465 ------------------------------------------------------------------------ TierOne Corp.(a) 83,200 1,910,272 ======================================================================== 17,181,887 ======================================================================== TRUCKING-3.35% Dollar Thrifty Automotive Group, Inc.(a) 105,700 2,741,858 ------------------------------------------------------------------------ Landstar System, Inc.(a) 134,800 5,127,792 ------------------------------------------------------------------------ Overnite Corp.(a) 207,400 4,718,350 ------------------------------------------------------------------------ |
FS-143
MARKET SHARES VALUE ------------------------------------------------------------------------ TRUCKING-(CONTINUED) Quality Distribution Inc.(a) 252,200 $ 4,930,510 ======================================================================== 17,518,510 ======================================================================== Total Common Stocks & Other Equity Interests (Cost $381,075,671) 503,631,319 ======================================================================== MONEY MARKET FUNDS-3.84% Liquid Assets Portfolio(e) 10,035,910 10,035,910 ------------------------------------------------------------------------ STIC Prime Portfolio(e) 10,035,910 10,035,910 ======================================================================== Total Money Market Funds (Cost $20,071,820) 20,071,820 ======================================================================== TOTAL INVESTMENTS-100.25% (excluding investments purchased with cash collateral from securities loaned) (Cost $401,147,491) 523,703,139 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-13.38% Liquid Assets Portfolio(e)(f) 34,938,267 $ 34,938,267 ------------------------------------------------------------------------ STIC Prime Portfolio(e)(f) 34,938,266 34,938,266 ======================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $69,876,533) 69,876,533 ======================================================================== TOTAL INVESTMENTS-113.63% (Cost $471,024,024) 593,579,672 ======================================================================== OTHER ASSETS LESS LIABILITIES-(13.63%) (71,219,220) ======================================================================== NET ASSETS-100.00% $522,360,452 ________________________________________________________________________ ======================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt IDS - Income Deposit Securities |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $23,805,625,
which represented 4.56% of the Fund's net assets. These securities are
considered to be illiquid.
(c) Security fair valued in accordance with the procedures established by the
Board of Trustees.
(d) Consists of more than one class of securities traded together as a unit.
(e) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(f) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-144
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $381,075,671)* $503,631,319 ----------------------------------------------------------- Investments in affiliated money market funds (cost $89,948,353) 89,948,353 ----------------------------------------------------------- Receivables for: Investments sold 1,169,234 ----------------------------------------------------------- Fund shares sold 504,658 ----------------------------------------------------------- Dividends 422,509 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 24,123 ----------------------------------------------------------- Other assets 45,518 =========================================================== Total assets 595,745,714 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 1,484,734 ----------------------------------------------------------- Fund shares reacquired 1,289,195 ----------------------------------------------------------- Deferred compensation and retirement plans 28,228 ----------------------------------------------------------- Collateral upon return of securities loaned 69,876,533 ----------------------------------------------------------- Accrued distribution fees 286,947 ----------------------------------------------------------- Accrued transfer agent fees 307,553 ----------------------------------------------------------- Accrued operating expenses 112,072 =========================================================== Total liabilities 73,385,262 =========================================================== Net assets applicable to shares outstanding $522,360,452 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $437,348,480 ----------------------------------------------------------- Undistributed net investment income (loss) (28,398) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (37,515,278) ----------------------------------------------------------- Unrealized appreciation of investment securities 122,555,648 =========================================================== $522,360,452 ___________________________________________________________ =========================================================== NET ASSETS: Class A $266,284,101 ___________________________________________________________ =========================================================== Class B $177,811,497 ___________________________________________________________ =========================================================== Class C $ 75,763,014 ___________________________________________________________ =========================================================== Class R $ 2,501,840 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 22,140,298 ___________________________________________________________ =========================================================== Class B 15,103,201 ___________________________________________________________ =========================================================== Class C 6,438,364 ___________________________________________________________ =========================================================== Class R 208,688 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 12.03 ----------------------------------------------------------- Offering price per share: (Net asset value of $12.03 divided by 94.50%) $ 12.73 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.77 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.77 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 11.99 ___________________________________________________________ =========================================================== |
* At December 31, 2003, securities with an aggregate market value of $67,951,774 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-145
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $6,496) $ 2,633,231 -------------------------------------------------------------------------- Dividends from affiliated money market funds* 530,401 ========================================================================== Total investment income 3,163,632 ========================================================================== EXPENSES: Advisory fees 3,062,023 -------------------------------------------------------------------------- Administrative services fees 112,855 -------------------------------------------------------------------------- Custodian fees 72,926 -------------------------------------------------------------------------- Distribution fees: Class A 636,252 -------------------------------------------------------------------------- Class B 1,247,627 -------------------------------------------------------------------------- Class C 527,403 -------------------------------------------------------------------------- Class R 4,743 -------------------------------------------------------------------------- Transfer agent fees 1,551,554 -------------------------------------------------------------------------- Trustees' fees 13,692 -------------------------------------------------------------------------- Other 302,101 ========================================================================== Total expenses 7,531,176 ========================================================================== Less: Fees waived and expense offset arrangements (20,279) ========================================================================== Net expenses 7,510,897 ========================================================================== Net investment income (loss) (4,347,265) ========================================================================== REALIZED AND UNREALIZED GAIN FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain from: Investment securities 23,911,837 -------------------------------------------------------------------------- Foreign currencies 2,678 ========================================================================== 23,914,515 ========================================================================== Change in net unrealized appreciation of investment securities 123,707,904 ========================================================================== Net gain from investment securities and foreign currencies 147,622,419 ========================================================================== Net increase in net assets resulting from operations $143,275,154 __________________________________________________________________________ ========================================================================== |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-146
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (4,347,265) $ (2,453,128) ------------------------------------------------------------------------------------------ Net realized gain (loss) from investment securities and foreign currencies 23,914,515 (51,756,756) ------------------------------------------------------------------------------------------ Change in net unrealized appreciation (depreciation) of investment securities 123,707,904 (25,094,706) ========================================================================================== Net increase (decrease) in net assets resulting from operations 143,275,154 (79,304,590) ========================================================================================== Share transactions-net: Class A 52,426,841 75,475,822 ------------------------------------------------------------------------------------------ Class B 29,417,204 63,981,320 ------------------------------------------------------------------------------------------ Class C 13,847,595 22,474,509 ------------------------------------------------------------------------------------------ Class R 2,003,122 56,926 ========================================================================================== Net increase in net assets resulting from share transactions 97,694,762 161,988,577 ========================================================================================== Net increase in net assets 240,969,916 82,683,987 ========================================================================================== NET ASSETS: Beginning of year 281,390,536 198,706,549 ========================================================================================== End of year (including undistributed net investment income (loss) of $(28,398) and $119,353 for 2003 and 2002, respectively) $522,360,452 $281,390,536 __________________________________________________________________________________________ ========================================================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-147
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Small Cap Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently consists of multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund is currently closed to new investors.
The Fund's investment objective is to achieve long-term growth of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise
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taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
F. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
G. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
H. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.85% of the Fund's average daily net assets. AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $3,786.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $112,855 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $700,499 for such services.
The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B, Class C and Class R shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. During the Fund's closing to new investors, AIM Distributors has agreed to waive 0.10% of the Fund's average daily net assets of Class A distribution plan fees. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B, Class C and Class R shares paid $629,015, $1,247,267, $527,403 and $4,743, respectively, after AIM Distributors waived Class A plan fees of $7,237.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to
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remittance to the shareholder. During the year ended December 31, 2003, AIM Distributors retained $161,868 in front-end sales commissions from the sale of Class A shares and $457, $107, $10,626 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $ 9,368,395 $107,688,704 $(107,021,189) $ -- $10,035,910 $102,561 $ -- --------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 9,368,395 107,688,704 (107,021,189) -- 10,035,910 99,905 -- ================================================================================================================================= Subtotal $18,736,790 $215,377,408 $(214,042,378) $ -- $20,071,820 $202,466 $ -- ================================================================================================================================= |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $ -- $116,651,952 $ (81,713,686) $ -- $34,938,267 $166,125 $ -- --------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio -- 116,646,094 (81,707,827) -- 34,938,266 161,810 -- --------------------------------------------------------------------------------------------------------------------------------- Subtotal $ -- $233,298,046 $(163,421,513) $ -- $69,876,533 $327,935 $ -- ================================================================================================================================= Total $18,736,790 $448,675,454 $(377,463,891) $ -- $89,948,353 $530,401 $ -- _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
* Dividend income is net of fees paid to security lending counterparties of $330,633.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $6,036 and reductions in custodian fees of $3,220 under expense offset arrangements, which resulted in a reduction of the Fund's total expenses of $9,256.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $4,391 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each
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loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $67,951,774 were on loan to brokers. The loans were secured by cash collateral of $69,876,533 received by the Fund and subsequently invested in affiliated money market funds. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $327,935 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD -------------------------------------------------------------------------------- CALL OPTION CONTRACTS ------------------------ NUMBER OF PREMIUMS CONTRACTS RECEIVED -------------------------------------------------------------------------------- Beginning of year -- $ -- -------------------------------------------------------------------------------- Written 1,250 146,942 -------------------------------------------------------------------------------- Exercised (1,250) (146,942) ================================================================================ End of year -- $ -- ________________________________________________________________________________ ================================================================================ |
NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
There were no ordinary income or long-term capital gain distributions paid during the years ended December 31, 2003 and 2002.
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $121,527,197 ------------------------------------------------------------------------------- Temporary book/tax differences (21,532) ------------------------------------------------------------------------------- Capital loss carryforward (36,493,693) ------------------------------------------------------------------------------- Shares of beneficial interest 437,348,480 =============================================================================== Total net assets $522,360,452 _______________________________________________________________________________ =============================================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to the tax deferral of losses on wash sales and reclassification of distributions from a partnership.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund utilized $23,715,960 of capital loss carryforward in the current period to offset net realized capital gain for Federal Income Tax purposes. The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ------------------------------------------------------------------------------- December 31, 2010 $36,493,693 _______________________________________________________________________________ =============================================================================== |
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NOTE 10--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $476,973,675 and $385,773,844, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $125,852,747 ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (4,325,550) =============================================================================== Net unrealized appreciation of investment securities $121,527,197 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $472,052,475. |
NOTE 11--RECLASSIFICATIONS OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions, partnership adjustments and net operating losses, on December 31, 2003, undistributed net investment income was increased by $4,199,514, undistributed net realized gain decreased by $29,442 and shares of beneficial interest decreased by $4,170,072. This reclassification had no effect on the net assets of the Fund.
NOTE 12--SHARE INFORMATION
The Fund currently consists of four different classes of shares: Class A shares, Class B shares, Class C shares and Class R shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Class R shares are sold at net asset value. Under some circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ----------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, --------------------------------------------------------- 2003 2002 -------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT ----------------------------------------------------------------------------------------------------------------------- Sold: Class A 11,095,421 $109,381,334 20,734,085 $207,041,581 ----------------------------------------------------------------------------------------------------------------------- Class B 5,802,424 56,480,592 10,459,416 103,695,654 ----------------------------------------------------------------------------------------------------------------------- Class C 2,724,692 26,562,929 4,842,924 46,658,247 ----------------------------------------------------------------------------------------------------------------------- Class R* 231,356 2,309,531 6,714 56,937 ======================================================================================================================= Automatic conversion of Class B shares to Class A shares: Class A 474,336 4,772,838 172,467 1,560,774 ----------------------------------------------------------------------------------------------------------------------- Class B (483,310) (4,772,838) (174,243) (1,560,774) ======================================================================================================================= Reacquired: Class A (6,516,746) (61,727,331) (14,135,868) (133,126,533) ----------------------------------------------------------------------------------------------------------------------- Class B (2,491,251) (22,290,550) (4,344,297) (38,153,560) ----------------------------------------------------------------------------------------------------------------------- Class C (1,358,495) (12,715,334) (2,695,124) (24,183,738) ----------------------------------------------------------------------------------------------------------------------- Class R* (29,381) (306,409) (1) (11) ======================================================================================================================= 9,449,046 $ 97,694,762 14,866,073 $161,988,577 _______________________________________________________________________________________________________________________ ======================================================================================================================= |
* Class R shares commenced sales on June 3, 2002.
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NOTE 13--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ------------------------------------------------------------ AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO -------------------------------------- DECEMBER 31, 2003 2002 2001 2000 -------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.23 $ 10.19 $ 9.36 $ 10.00 -------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.09)(a) (0.05)(a) (0.05)(a) (0.00)(a) -------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.89 (1.91) 0.88 (0.64) ========================================================================================================================== Total from investment operations 3.80 (1.96) 0.83 (0.64) ========================================================================================================================== Less dividends from net investment income -- -- (0.00) -- ========================================================================================================================== Net asset value, end of period $ 12.03 $ 8.23 $ 10.19 $ 9.36 __________________________________________________________________________________________________________________________ ========================================================================================================================== Total return(b) 46.17% (19.23)% 8.92% (6.40)% __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $266,284 $140,652 $105,146 $32,805 __________________________________________________________________________________________________________________________ ========================================================================================================================== Ratio of expenses to average net assets 1.77%(c) 1.67% 1.78% 1.78%(d)(e) ========================================================================================================================== Ratio of net investment income (loss) to average net assets (0.89)%(c) (0.54)% (0.57)% (0.12)%(e) __________________________________________________________________________________________________________________________ ========================================================================================================================== Portfolio turnover rate(f) 112% 117% 123% 49% __________________________________________________________________________________________________________________________ ========================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $181,786,297.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee
waivers was 2.72% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
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NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B -------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ------------------------------------- DECEMBER 31, 2003 2002 2001 2000 ---------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.11 $ 10.11 $ 9.33 $ 10.00 ---------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15)(a) (0.11)(a) (0.11)(a) (0.03)(a) ---------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.81 (1.89) 0.89 (0.64) ====================================================================================================================== Total from investment operations 3.66 (2.00) 0.78 (0.67) ====================================================================================================================== Net asset value, end of period $ 11.77 $ 8.11 $ 10.11 $ 9.33 ______________________________________________________________________________________________________________________ ====================================================================================================================== Total return(b) 45.13% (19.78)% 8.36% (6.70)% ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $177,811 $99,551 $64,012 $16,385 ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratio of expenses to average net assets 2.42%(c) 2.32% 2.44% 2.49%(d)(e) ====================================================================================================================== Ratio of net investment income (loss) to average net assets (1.54)%(c) (1.19)% (1.23)% (0.83)(%(e) ______________________________________________________________________________________________________________________ ====================================================================================================================== Portfolio turnover rate(f) 112% 117% 123% 49% ______________________________________________________________________________________________________________________ ====================================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $124,762,681.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee
waivers was 3.43% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
CLASS C --------------------------------------------------------- AUGUST 31, 2000 (DATE OPERATIONS YEAR ENDED DECEMBER 31, COMMENCED) TO ----------------------------------- DECEMBER 31, 2003 2002 2001 2000 ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.11 $ 10.10 $ 9.34 $10.00 ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15)(a) (0.11)(a) (0.11)(a) (0.03)(a) ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.81 (1.88) 0.87 (0.63) ======================================================================================================================= Total from investment operations 3.66 (1.99) 0.76 (0.66) ======================================================================================================================= Net asset value, end of period $ 11.77 $ 8.11 $ 10.10 $ 9.34 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 45.13% (19.70)% 8.14% (6.60)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $75,763 $41,132 $29,548 $9,028 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets 2.42%(c) 2.32% 2.44% 2.49%(d)(e) ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.54)%(c) (1.19)% (1.23)% (0.83)%(e) _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(f) 112% 117% 123% 49% _______________________________________________________________________________________________________________________ ======================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $52,740,332.
(d) After fee waivers. Ratio of expenses to average net assets prior to fee
waivers was 3.43% (annualized).
(e) Annualized.
(f) Not annualized for periods less than one year.
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NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS R -------------------------------- JUNE 3, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ---------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.22 $ 10.58 ---------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.11)(a) (0.04)(a) ---------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.88 (2.32) ============================================================================================== Total from investment operations 3.77 (2.36) ============================================================================================== Net asset value, end of period $11.99 $ 8.22 ______________________________________________________________________________________________ ============================================================================================== Total return(b) 45.86% (22.31)% ______________________________________________________________________________________________ ============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,502 $ 55 ______________________________________________________________________________________________ ============================================================================================== Ratio of expenses to average net assets 1.92%(c) 1.92%(d) ============================================================================================== Ratio of net investment income (loss) to average net assets (1.04)%(c) (0.78)%(d) ______________________________________________________________________________________________ ============================================================================================== Portfolio turnover rate(e) 112% 117% ______________________________________________________________________________________________ ============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $948,635.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 14--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
FS-155
NOTE 14--LEGAL PROCEEDINGS (CONTINUED)
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-156
AIM BALANCED FUND
AIM BASIC BALANCED FUND
AIM MID CAP BASIC VALUE FUND
AIM PREMIER EQUITY FUND
PROSPECTUS
APRIL 30, 2004
Institutional Classes
AIM Balanced Fund seeks to achieve as high a total return as possible, consistent with preservation of capital.
AIM Basic Balanced Fund seeks to achieve long-term growth of capital and current income.
AIM Mid Cap Basic Value Fund seeks to provide long-term growth of capital.
AIM Premier Equity Fund seeks to achieve long-term growth of capital. Income is a secondary objective.
This prospectus contains important information about the Institutional Class shares of the funds. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
INVESTMENT OBJECTIVES AND STRATEGIES 1 ------------------------------------------------------ AIM Balanced Fund 1 AIM Basic Balanced Fund 1 AIM Mid Cap Basic Value Fund 1 AIM Premier Equity Fund 1 All Funds 2 PRINCIPAL RISKS OF INVESTING IN THE FUNDS 2 ------------------------------------------------------ All Funds 2 Balanced 2 Basic Balanced 2 Mid Cap Basic Value 2 Premier Equity 3 PERFORMANCE INFORMATION 4 ------------------------------------------------------ Annual Total Returns 4 Performance Table 7 FEE TABLE AND EXPENSE EXAMPLE 9 ------------------------------------------------------ Fee Table 9 Expense Example 9 FUND MANAGEMENT 10 ------------------------------------------------------ The Advisor 10 Advisor Compensation 10 Portfolio Managers 10 OTHER INFORMATION 12 ------------------------------------------------------ Dividends and Distributions 12 Suitability for Investors 12 FINANCIAL HIGHLIGHTS 13 ------------------------------------------------------ SHAREHOLDER INFORMATION A-1 ------------------------------------------------------ Purchasing Shares A-1 Redeeming Shares A-2 Pricing of Shares A-2 Taxes A-3 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA and Invest with DISCIPLINE are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design, AIM Investments, AIM Investments and Design, myaim.com, The AIM College Savings Plan, AIM Solo 401(k) and Your goals. Our solutions. are service marks of A I M Management Group Inc. AIM Trimark is a service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
AIM BALANCED FUND (BALANCED)
The fund's investment objective is to achieve as high a total return as possible, consistent with preservation of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing in a broadly diversified portfolio of common stocks, preferred stocks, convertible securities and bonds. The fund normally invests a minimum of 30% and a maximum of 70% of its total assets in equity securities and a minimum of 30% and a maximum of 70% of its total assets in non-convertible debt securities. The fund may also invest up to 25% of its total assets in convertible securities.
In selecting the percentages of assets to be invested in equity or debt securities, the portfolio managers consider such factors as general market and economic conditions, as well as trends, yields, interest rates and changes in fiscal and monetary policies. The portfolio managers will primarily purchase equity securities for growth of capital and debt securities for income purposes. However, the portfolio managers will focus on companies whose securities have the potential for both growth of capital and income generation. The portfolio managers consider whether to sell a particular security when they believe that security no longer has that potential.
The fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If the fund does trade in this way, it may incur increased transaction costs, which can lower the actual return on your investment. Active trading may also increase short-term gains and losses, which may affect the taxes you have to pay.
AIM BASIC BALANCED FUND (BASIC BALANCED)
The fund's investment objective is long-term growth of capital and current income. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing in a broadly diversified portfolio of common stocks, preferred stocks, convertible securities and bonds. The fund invests without regard to market capitalization. The fund normally invests a minimum of 30% and a maximum of 70% of its total assets in equity securities and a minimum of 30% and a maximum of 70% of its total assets in investment-grade non-convertible debt securities. The fund may also invest up to 25% of its total assets in convertible securities.
In selecting the percentages of assets to be invested in equity or debt securities, the portfolio managers consider such factors as general market and economic conditions, as well as trends, yields, interest rates and changes in fiscal and monetary policies. In selecting equity investments, the portfolio managers seek to identify those companies whose stock prices are undervalued by investors due to temporary factors and that provide the potential for attractive returns. The portfolio managers will purchase debt securities for both capital appreciation and income, and to provide portfolio diversification. The portfolio managers consider whether to sell a particular security when they believe that security no longer has that potential.
AIM MID CAP BASIC VALUE FUND (MID CAP BASIC VALUE)
The fund's investment objective is long-term growth of capital. The investment objective of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objective by investing, normally, at least 80% of its assets in securities of mid-capitalization companies that offer potential for capital growth. In complying with this 80% investment requirement, the fund will invest primarily in marketable equity securities, including convertible securities, but its investments may include other securities, such as synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options, exchange-traded funds and American Depositary Receipts. The fund considers a company to be a mid-capitalization company if it has a market capitalization, at the time of purchase, within the range of the largest and smallest capitalized companies included in the Russell Midcap--Registered Trademark-- Index during the most recent 11-month period (based on month-end data) plus the most recent data during the current month. The Russell Midcap--Registered Trademark-- Index measures the performance of the 800 smallest companies in the Russell 1000--Registered Trademark-- Index. The Russell 1000--Registered Trademark-- Index measures the performance of the 1000 largest companies domiciled in the United States. The companies in the Russell Midcap--Registered Trademark-- Index represent approximately 25% of the total market capitalization of the Russell 1000--Registered Trademark-- Index. Under normal conditions, the top 10 holdings may comprise at least a third of the portfolio's net assets.
The fund may also invest in debt instruments that are consistent with its investment objective of long-term growth of capital.
The portfolio managers purchase securities of companies that they believe are undervalued in relation to long-term earning power, capital structure and cash flows, among other factors. The portfolio managers consider whether to sell a particular security when they believe the security no longer has that potential.
AIM PREMIER EQUITY FUND (PREMIER EQUITY)
The fund's investment objective is to achieve long-term growth of capital. Income is a secondary objective. The investment objectives of the fund may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its objectives by investing, normally, at least 80% of its assets in equity securities, including convertible securities. In complying with the 80% investment requirement, the fund's investments may include synthetic instruments. Synthetic instruments are investments that have economic characteristics similar to the fund's direct investments, and may include warrants, futures, options exchange-traded funds and American Depositary Receipts. The fund may invest in preferred stocks and debt instruments that have prospects for
growth of capital. The portfolio managers focus on undervalued equity securities of (1) out-of-favor cyclical growth companies, (2) established growth companies that are undervalued compared to historical relative valuation parameters, (3) companies where there is early but tangible evidence of improving prospects that are not yet reflected in the price of the company's equity securities, and (4) companies whose equity securities are selling at prices that do not reflect the current market value of their assets and where there is reason to expect realization of this potential in the form of increased equity values. The portfolio managers consider whether to sell a particular security when they believe the company no longer fits into any of these categories.
ALL FUNDS
Each fund may also invest up to 25% of its total assets in foreign securities. For cash management purposes, each of the funds may also hold a portion of its assets in cash or cash equivalents, including shares of affiliated money market funds. Any percentage limitations with respect to assets of a fund are applied at the time of purchase.
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, each of the funds may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, a fund may not achieve its investment objective(s).
ALL FUNDS
There is a risk that you could lose all or a portion of your investment in the funds. The value of your investment in the funds will go up and down with the prices of the securities in which the funds invest. The prices of equity securities change in response to many factors, including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. For Mid Cap Basic Value this is especially true with respect to equity securities of smaller companies, whose prices may go up and down more than equity securities of larger, more established companies.
Foreign securities have additional risks, including exchange rate changes, political and economic upheaval, the relative lack of information about these companies, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
An investment in the funds is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
BALANCED
Interest rate increases may cause the price of a debt security to decrease; the longer a debt security's duration, the more sensitive it is to this risk. The issuer of a security may default or otherwise be unable to honor a financial obligation.
The values of convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest or dividends, their values may fall if interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
The income you may receive from your investment in the fund may vary.
BASIC BALANCED
Interest rate increases may cause the price of a debt security to decrease; the longer a debt security's duration, the more sensitive it is to this risk. The issuer of a security may default or otherwise be unable to honor a financial obligation.
The values of convertible securities in which the fund invests may also be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest or dividends, their values may fall if interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
The income you may receive from your investment in the fund may vary.
MID CAP BASIC VALUE
Since equity securities of smaller companies may not be traded as often as equity securities of larger, more-established companies, it may be difficult or impossible for the portfolio to sell securities at a desirable price. Debt securities are particularly vulnerable to credit risk and interest rate fluctuations. When interest rates rise, bond prices fall; the longer a bond's duration, the more sensitive it is to this risk.
The values of convertible securities in which the fund may invest also will be affected by market interest rates, the risk that the issuer may default on interest or principal payments and the value of the underlying stock into which these securities may be converted. Specifically, since these types of convertible securities pay fixed interest and dividends, their values may fall if market interest rates
rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back certain of the convertible securities at a time and at a price that is unfavorable to the fund.
Also, since a large percentage of the fund's assets will be invested in a limited number of securities, any change in the value of those securities could significantly affect the value of your investment in the fund.
The fund may participate in the initial public offering (IPO) market in some market cycles. Because of the fund's small asset base, any investment the fund may make in IPOs may significantly affect the fund's total return. As the fund's assets grow, the impact of IPO investments will decline, which may reduce the effect of IPO investments on the fund's total return.
PREMIER EQUITY
The income you may receive from your investment in the fund may vary.
Institutional Class shares of Basic Balanced and Mid Cap Basic Value were first made available for public sale on April 30, 2004.
The bar charts and tables shown below provide an indication of the risks of investing in each of the funds. A fund's past performance (before and after taxes) is not necessarily an indication of its future performance. The returns shown for Basic Balanced and Mid Cap Basic Value are those of each fund's Class A shares, which are not offered in this prospectus. Institutional Class shares would have higher annual returns because, although the shares are invested in the same portfolio of securities, Institutional Class shares have lower expenses.
The following bar charts show changes in the performance of Balanced and Premier Equity's Institutional Class shares and Basic Balanced and Mid Cap Basic Value's Class A shares from year to year. The bar charts do not reflect sales loads. If they did, the annual total returns shown for Class A shares would be lower. Institutional Class shares are not subject to front-end or back-end sales loads.
BALANCED -- INSTITUTIONAL CLASS
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2003................................................................... 17.71% |
BASIC BALANCED -- CLASS A
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2002................................................................... -10.97% 2003................................................................... 22.35% |
MID CAP BASIC VALUE -- CLASS A
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2002................................................................... -17.70% 2003................................................................... 37.06% |
PREMIER EQUITY -- INSTITUTIONAL CLASS
ANNUAL YEAR ENDED TOTAL DECEMBER 31 RETURNS ----------- ------- 2003................................................................... 25.43% |
The Institutional Class shares' year-to-date total returns as of March 31, 2004, were 3.75% and 0.95% for Balanced and Premier Equity, respectively. The Class A shares' year-to-date total returns as of March 31, 2004, were 2.94% and 6.03% for Basic Balanced and Mid Cap Basic Value, respectively.
During the periods shown in the bar charts, the highest quarterly returns and the lowest quarterly returns of Balanced and Premier Equity Institutional Class shares and Basic Balanced and Mid Cap Basic Value's Class A shares were as follows:
HIGHEST QUARTERLY RETURN LOWEST QUARTERLY RETURN FUND (QUARTER ENDED) (QUARTER ENDED) -------------------------------------------------------------------------------------------------- Balanced -- Institutional Class 10.44% (June 30, 2003) -2.27% (March 31, 2003) Basic Balanced -- Class A 14.54% (June 30, 2003) -11.63% (September 30, 2002) Mid Cap Basic Value -- Class A 20.54% (June 30, 2003) -20.77% (September 30, 2002) Premier Equity -- Institutional Class 12.10% (June 30, 2003) -1.46% (March 31, 2003) -------------------------------------------------------------------------------------------------- |
PERFORMANCE TABLE
The following performance table compares Balanced and Premier Equity's Institutional Class and Basic Balanced and Mid Cap Basic Value's Class A shares performance to that of a broad-based securities market index, a style specific index and a peer group index. Basic Balanced and Mid Cap Basic Value's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The funds are not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the funds may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS -------------------------------------------------------------------------------- (for the periods ended SINCE INCEPTION December 31, 2003) 1 YEAR INCEPTION DATE -------------------------------------------------------------------------------- Balanced -- Institutional Class 03/15/02 Return Before Taxes 17.71% -1.39% Return After Taxes on Distributions 16.75 -2.40 Return After Taxes on Distributions and Sale of Fund Shares 11.46 -1.80 -------------------------------------------------------------------------------- S&P 500 Index(1,2) 28.67% 2.02 02/28/02 Custom Balanced Index(3) 19.80 6.60 02/28/02 Lipper Balanced Fund Index(4) 19.94 4.71 02/28/02 -------------------------------------------------------------------------------- Basic Balanced -- Class A 09/28/01 Return Before Taxes 16.56% 5.14% Return After Taxes on Distributions 16.44 4.81 Return After Taxes on Distributions and Sale of Fund Shares 10.87 4.19 -------------------------------------------------------------------------------- S&P 500 Index(1,5) 28.67% 4.73% 09/30/01(11) Custom Basic Balanced Index(6) 19.27 7.57 09/30/01(11) Lipper Balanced Fund Index(4) 19.94 6.02 09/30/01(11) -------------------------------------------------------------------------------- Mid Cap Basic Value -- Class A 12/31/01 Return Before Taxes 29.51% 3.26% Return After Taxes on Distributions 29.51 3.26 Return After Taxes on Distributions and Sale of Fund Shares 19.18 2.77 -------------------------------------------------------------------------------- S&P 500 Index(1,7) 28.67% 0.12% 12/31/01(11) Russell Midcap(R) Value Index(8) 38.07 11.69 12/31/01(11) Lipper Mid-Cap Value Fund Index(9) 39.08 8.95 12/31/01(11) -------------------------------------------------------------------------------- Premier Equity -- Institutional Class 03/15/02 Return Before Taxes 25.43% -6.37% Return After Taxes on Distributions 25.43 -6.37 Return After Taxes on Distributions and Sale of Fund Shares 16.53 -5.40 -------------------------------------------------------------------------------- S&P 500 Index(1) 28.67% 2.02% 02/28/02 Lipper Large-Cap Core Fund Index(10) 24.80 0.86 02/28/02 -------------------------------------------------------------------------------- |
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. For Basic Balanced and Mid Cap Basic Value returns are shown for Class A only and returns for the Institutional Class will vary.
(1) The Standard & Poor's 500 Index measures the performance of the 500 most widely held common stocks and is considered one of the best indicators of U.S. stock market performance.
(2) The fund has also included the Custom Balanced Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Balanced Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(3) The Custom Balanced Index is an index created by A I M Advisors, Inc. ("AIM") to benchmark the fund. This index consists of the following indices: 60% Russell 1000--Registered Trademark-- Value Index and 40% Lehman Brothers U.S. Aggregate Bond Index. The Russell 1000--Registered Trademark-- Value Index measures the performance of those Russell 1000--Registered Trademark-- Index companies with the lower price-to-book ratios and lower forecasted growth values. The Lehman Brothers U.S. Aggregate Bond Index measures the performance of U.S. investment-grade fixed rate bonds with components for government and corporate securities, mortgage passthroughs and asset backed securities of treasury issues, agency issues, corporate bond issues and mortgage-backed securities.
(4) The Lipper Balanced Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Balanced category. These funds invest to conserve principal by maintaining at all times a balanced portfolio of stocks and bonds. Typically the stock/bond ratio is approximately 60/40.
(5) The fund has also included the Custom Basic Balanced Index which more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Balanced Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(6) The Custom Basic Balanced Index is an index created by AIM to benchmark the fund. The index consists of the following indices: 60% Russell 1000 Value Index and 40% Lehman Brothers U.S. Aggregate Bond Index.
(7) The fund has also included the Russell MidCap Value Index which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Mid-Cap Value Fund Index (which may or may not include the fund) is included for comparison to a peer group.
(8) The Russell MidCap Value Index measures the performance of those Russell MidCap Index companies with lower price-to-book ratios and lower forecasted growth values.
(9) The Lipper Mid-Cap Value Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Mid-Cap Value category. These funds typically invest in stocks with market capitalizations between $1 and $5 billion at the time of purchase have a below-average price-to-earnings ratio, price-to-book ratio, and a three year sales-per-share growth value, compared to the S&P MidCap 400 Index.
(10) The Lipper Large Cap Core Fund Index is an equally weighted representation of the 30 largest funds in the Lipper Large Cap Core category. These funds typically invest in stocks with market capitalizations greater than $5 billion at the time of purchase and have an average price-to-earnings ratio, price-to-book ratio, and a three year sales-per-share growth value, compared to the S&P 500 Index.
(11) The average annual total return given is since the month-end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold Institutional Class shares of the funds:
SHAREHOLDER FEES --------------------------------------------------------------------------- (fees paid directly from BASIC MID CAP PREMIER your investment) BALANCED BALANCED BASIC VALUE EQUITY --------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) None None None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None None None None --------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(1) ----------------------------------------------------------------------------- (expenses that are deducted BASIC MID CAP PREMIER from fund assets) BALANCED BALANCED BASIC VALUE EQUITY ----------------------------------------------------------------------------- Management Fees 0.52% 0.65% 0.80% 0.63% Distribution and/or Service (12b-1) Fees None None None None Other Expenses 0.61 0.32(2) 0.47(2) 0.09 Total Annual Fund Operating Expenses 1.13 0.97(3) 1.27(3) 0.72(4) Fee Reimbursements 0.45(5) None None None Net Expenses 0.68 0.97 1.27 0.72 ----------------------------------------------------------------------------- |
(1) There is no guarantee that actual expenses will be the same as those shown in the table.
(2) Other Expenses are based on estimated average net assets for the current fiscal year.
(3) The funds' advisor has voluntarily agreed to waive advisory fees or
reimburse expenses to the extent necessary to limit Total Annual Fund
Operating Expenses (excluding certain items discussed below) for Basic
Balanced's and Mid Cap Basic Value's Class A shares to 1.50% and 1.80%,
respectively (e.g., if the advisor waives 0.07% and 0.12% of Class A share
expenses for Basic Balanced and Mid Cap Basic Value, respectively, the
advisor will also waive 0.07% and 0.12% of Institutional Class share
expenses for Basic Balanced and Mid Cap Basic Value, respectively). In
determining the Advisor's obligation to waive advisory fees and/or reimburse
expenses, the following expenses are not taken into account, and could cause
the Total Annual Fund Operating Expenses to exceed the limits: (i) interest;
(ii) taxes; (iii) extraordinary items (these are expenses that are not
anticipated to arise from the fund's day-to-day operations), as defined in
the Financial Accounting Standard's Board's Generally Accepted Accounting
Principles or as approved by the fund's Board of Trustees; (iv) expenses
related to a merger or reorganization, as approved by the fund's Board of
Trustees; and (v) expenses that the fund has incurred but did not actually
pay because of an expense offset arrangement. Currently, the only expense
offset arrangements from which the fund benefits are in the form of credits
that the fund receives from banks where the fund or its transfer agent has
deposit accounts in which it holds uninvested cash. Those credits are used
to pay certain expenses incurred by the fund. These expense limitation
agreements may be modified or discontinued without further notice to
investors.
(4) The advisor has voluntarily agreed to waive a portion of the management fees on assets in excess of $5 billion. Total Annual Fund Operating Expenses net of this agreement are 0.71% for Premier Equity. Termination of this agreement requires approval by the Board of Trustees.
(5) The transfer agent has contractually agreed to reimburse class specific transfer agent fees to the extent necessary to limit transfer agent fees to 0.10% of average net assets of the Institutional Class. This expense limitation agreement is in effect through December 31, 2004.
You should also consider the effect of any account fees charged by the financial institution managing your account.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in the funds with the cost of investing in other mutual funds.
The example assumes that you invest $10,000 in a fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund's operating expenses remain the same. To the extent fees are waived, and/or expenses are reimbursed, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS --------------------------------------------------------------------- Balanced $ 69 $314 $579 $1,334 Basic Balanced 99 309 536 1,190 Mid Cap Basic Value 129 403 697 1,534 Premier Equity 74 230 401 894 --------------------------------------------------------------------- |
THE ADVISOR
A I M Advisors, Inc. (the advisor) serves as each fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the funds' operations and provides investment advisory services to the funds, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the funds.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 200 investment portfolios, including the funds, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended December 31, 2003, the advisor received compensation of 0.52%, 0.58%, 0.68% and 0.62%, respectively, of Balanced's, Basic Balanced's, Mid Cap Basic Value's and Premier Equity's average daily net assets.
PORTFOLIO MANAGERS
The advisor uses a team approach to investment management. The individual members of the team who are primarily responsible for the management of each fund's portfolio are
BALANCED
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1998.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full-time student.
- Jan H. Friedli, Senior Portfolio Manager, who has been responsible for the fund since 1999 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was global fixed-income portfolio manager for Nicholas-Applegate Capital Management.
- Scot W. Johnson, Senior Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 1994.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value and Investment Grade Teams. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
BASIC BALANCED
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full-time student.
- Jan H. Friedli, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was global fixed-income portfolio manager for Nicholas-Applegate Capital Management.
- Scot W. Johnson, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1994.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2002 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value and Investment Grade Teams. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
MID CAP BASIC VALUE
- Bret W. Stanley (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Timothy P. Beyer, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 2003. From 2001 to 2003, he served as a portfolio manager with USAA. From 1996 to 2001, he was a portfolio manager with Bank of America.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2003 and has been associated with the advisor and/or its affiliates since 1999.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 1998.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2001 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
They are assisted by the Basic Value Team. More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
PREMIER EQUITY
- Ronald S. Sloan (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
- James G. Birdsall, Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1997.
- R. Canon Coleman II, Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1999. From 1997 to 1999, he was a full-time student.
- James C. Gassman, Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 2000. From 1998 to 2000, he was an equity analyst with Southwest Securities, Inc.
- Geoffrey V. Keeling, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1995.
- Lanny H. Sachnowitz, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1987.
- Matthew W. Seinsheimer, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
- Robert L. Shoss, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1995.
- Michael J. Simon, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 2001. From 1996 to 2001, he was equity analyst and portfolio manager with Luther King Capital Management.
- Bret W. Stanley, Senior Portfolio Manager, who has been responsible for the fund since 2004 and has been associated with the advisor and/or its affiliates since 1998.
More information on the fund's management team may be found on our website (http://www.aiminvestments.com/teams). The website is not a part of this prospectus.
DIVIDENDS AND DISTRIBUTIONS
Balanced and Basic Balanced expect that their distributions, if any, will consist of both capital gains and ordinary income. Mid Cap Basic Value and Premier Equity expect that their distributions, if any, will consist primarily of capital gains.
DIVIDENDS
Balanced and Basic Balanced generally declare and pay dividends, if any, quarterly. Mid Cap Basic Value and Premier Equity generally declare and pay dividends, if any, annually.
CAPITAL GAINS DISTRIBUTIONS
The funds generally distribute long-term and short-term capital gains, if any, annually.
SUITABILITY FOR INVESTORS
The Institutional Classes of the funds are intended for use by institutional investors. Shares of the Institutional Classes of the funds are available for banks and trust companies acting in a fiduciary or similar capacity, bank and trust company common and collective trust funds, banks and trust companies investing for their own account, entities acting for the account of a public entity (e.g. Taft-Hartley funds, states, cities or government agencies), defined benefit plans, endowments, foundations and defined contribution plans offered pursuant to Sections 401, 457, 403(a), or 403(b) or (c) (defined contribution plans offered pursuant to Section 403(b) must be sponsored by a Section 501(c)(3) organization). For defined contribution plans for which the sponsor has combined defined contribution and defined benefit assets of at least $100 million there is no minimum initial investment requirement, otherwise the minimum initial investment requirement for defined contribution plans is $10 million. There is no minimum initial investment requirement for defined benefit plans; and the minimum initial investment requirement for all other investors for which the Institutional Classes of the funds are available is $1 million.
The Institutional Classes of the funds are designed to be convenient and economical vehicles in which institutions can invest in a portfolio of equity securities. An investment in the funds may relieve the institution of many of the investment and administrative burdens encountered when investing in equity securities directly. These include: selection and diversification of portfolio investments; surveying the market for the best price at which to buy and sell; valuation of portfolio securities; receipt, delivery and safekeeping of securities; and portfolio recordkeeping.
The financial highlights tables are intended to help you understand each fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in each fund (assuming reinvestment of all dividends and distributions).
This information has been audited by PricewaterhouseCoopers LLP, whose report, along with each fund's financial statements, is included in the fund's annual report, which is available upon request.
As of the date of this prospectus, Basic Balanced's and Mid Cap Basic Value's Institutional classes had not yet commenced operations and therefore, financial information for the Institutional Class is not available.
BALANCED
INSTITUTIONAL CLASS --------------------------------------- MARCH 15, 2002 (DATE YEAR ENDED SALES COMMENCED) DECEMBER 31, TO DECEMBER 31, 2003 2002 ------------ -------------------- Net asset value, beginning of period $20.82 $ 25.81 ------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.44(a) 0.44(a) ------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (4.83) ======================================================================================================= Total from investment operations 3.64 (4.39) ======================================================================================================= Less distributions from net investment income (0.52) (0.60) ======================================================================================================= Net asset value, end of period $23.94 $ 20.82 _______________________________________________________________________________________________________ ======================================================================================================= Total return(b) 17.71% (17.16)% _______________________________________________________________________________________________________ ======================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 10 $ 8 _______________________________________________________________________________________________________ ======================================================================================================= Ratio of expenses to average net assets With fee waivers 0.68%(c) 0.67%(d) ------------------------------------------------------------------------------------------------------- Without fee waivers 1.13%(c) 0.80%(d) ======================================================================================================= Ratio of net investment income to average net assets 2.02%(c) 2.50%(d) _______________________________________________________________________________________________________ ======================================================================================================= Portfolio turnover rate(e) 114% 78% _______________________________________________________________________________________________________ ======================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for periods
less than one year.
(c) Ratios are based on average daily net assets of $8,824.
(d) Annualized.
(e) Not annualized for periods less than one year.
BASIC BALANCED
CLASS A ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED DECEMBER (DATE OPERATIONS 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------- ------- ------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income 0.05 0.11(a) 0.03(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.05 (1.28) 0.76 ============================================================================================================ Total from investment operations 2.10 (1.17) 0.79 ============================================================================================================ Less distribution from net investment income (0.06) (0.12) (0.04) ============================================================================================================ Net asset value, end of period $ 11.50 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 22.35% (10.97)% 7.94% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $53,675 $32,414 $10,753 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 1.50%(c) 1.48% 1.43%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 1.57%(c) 1.67% 2.89%(d) ============================================================================================================ Ratio of net investment income to average net assets 0.46%(c) 1.15% 1.16%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges and
is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $40,154,641.
(d) Annualized.
(e) Not annualized for periods less than one year.
MID CAP BASIC VALUE
CLASS A --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ------- ------- ----------------- Net asset value, beginning of period $ 8.23 $ 9.99 $ 10.00 ------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08) (0.06)(a) 0.00 ------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.13 (1.70) (0.01) ============================================================================================================= Total from investment operations 3.05 (1.76) (0.01) ============================================================================================================= Less distributions from net investment income -- (0.00) -- ============================================================================================================= Net asset value, end of period $ 11.28 $ 8.23 $ 9.99 _____________________________________________________________________________________________________________ ============================================================================================================= Total return(b) 37.06% (17.62)% (0.10)% _____________________________________________________________________________________________________________ ============================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $55,372 $39,130 $ 400 _____________________________________________________________________________________________________________ ============================================================================================================= Ratio of expenses to average net assets: With fee waivers 1.80%(c) 1.80% 1.80%(d) ------------------------------------------------------------------------------------------------------------- Without fee waivers 1.92%(c) 1.93% 199.49%(d) ============================================================================================================= Ratio of net investment income (loss) to average net assets (1.00)%(c) (0.70)% (0.31)%(d) _____________________________________________________________________________________________________________ ============================================================================================================= Portfolio turnover rate 52% 41% -- _____________________________________________________________________________________________________________ ============================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges and
is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $37,616,169.
(d) Annualized.
PREMIER EQUITY
INSTITUTIONAL CLASS --------------------------------- MARCH 15, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ------------ -------------- Net asset value, beginning of period $ 7.55 $ 10.66 ------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.05(a) 0.03(a) ------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.87 (3.14) ================================================================================================= Total from investment operations 1.92 (3.11) ================================================================================================= Net asset value, end of period $ 9.47 $ 7.55 _________________________________________________________________________________________________ ================================================================================================= Total return(b) 25.43% (29.17)% _________________________________________________________________________________________________ ================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $2,127 $ 2,255 _________________________________________________________________________________________________ ================================================================================================= Ratio of expenses to average net assets: With fee waivers 0.71%(c) 0.66%(d) ------------------------------------------------------------------------------------------------- Without fee waivers 0.72%(c) 0.68%(d) ================================================================================================= Ratio of net investment income to average net assets 0.62%(c) 0.42%(d) _________________________________________________________________________________________________ ================================================================================================= Portfolio turnover rate(e) 37% 36% _________________________________________________________________________________________________ ================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for periods
less than one year.
(c) Ratios are based on average daily net assets of $2,191,456.
(d) Annualized.
(e) Not annualized for periods less than one year.
In addition to the fund, A I M Advisors, Inc. serves as investment advisor to many other mutual funds (the AIM funds). The following information is about all the Institutional Classes of the AIM funds.
SHARES SOLD WITHOUT SALES CHARGES
You will not pay an initial or contingent deferred sales charge on purchases of any Institutional Class of shares.
PURCHASING SHARES
MINIMUM INVESTMENTS PER AIM FUND ACCOUNT
The minimum investments for AIM fund Institutional Class accounts are as follows:
INITIAL ADDITIONAL TYPE OF ACCOUNT INVESTMENTS INVESTMENTS ---------------------------------------------------------------------------------------- Defined Benefit Plans or Platform Sponsors for Defined Contribution Plans $ 0 no minimum Banks acting in a fiduciary or similar capacity, Collective and Common Trust Funds, Banks and Broker-Dealers acting for their own account or Foundations and Endowments 1 million no minimum Defined Contribution Plans (Corporate, Non-profit or Governmental) 10 million no minimum ---------------------------------------------------------------------------------------- |
HOW TO PURCHASE SHARES
You may purchase shares using one of the options below. 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 AIM fund verify and record your identifying information.
OPENING AN ACCOUNT ADDING TO AN ACCOUNT ---------------------------------------------------------------------------------------------------------------------------- Through a Financial Consultant Contact your financial consultant. Same The financial consultant should mail your completed account application to the transfer agent, AIM Investment Services, Inc., P.O. Box 0843, Houston, TX 77210-0843. The financial consultant should call the transfer agent at (800) 659-1005 to receive a reference number. Then, use the following wire instructions: Beneficiary Bank ABA/Routing #: 113000609 Beneficiary Account Number: 00100366732 Beneficiary Account Name: AIM Investment Services, Inc. RFB: Fund Name, Reference # OBI: Your Name, Account # By Telephone Open your account as described above. Call the transfer agent at (800) 659-1005 and wire payment for your purchase order in accordance with the wire instructions noted above. ---------------------------------------------------------------------------------------------------------------------------- |
SPECIAL PLANS
AUTOMATIC DIVIDEND INVESTMENT
All of your dividends and distributions may be paid in cash or invested in the same AIM fund at net asset value. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same AIM fund.
INSTCL--04/04
REDEEMING SHARES
REDEMPTION FEES
Generally, we will not charge you any fees to redeem your shares. Your broker or financial consultant may charge service fees for handling redemption transactions.
Through a Financial Consultant Contact your financial consultant. 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 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 the 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 we accept your request to redeem.
REDEMPTION BY TELEPHONE
If you redeem by telephone, we will transmit the amount of the redemption
proceeds electronically to your pre-authorized bank account. We use reasonable
procedures to confirm that instructions communicated by telephone are genuine
and are not liable for telephone instructions that are reasonably believed to be
genuine.
REDEMPTIONS IN KIND
Although the AIM funds and the INVESCO funds generally intend to pay redemption
proceeds solely in cash, the AIM funds and the INVESCO funds reserve the right
to satisfy redemption requests by making payment in securities or other property
(known as a redemption in kind).
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each AIM fund's shares is the fund's net asset value per share. The AIM funds value portfolio securities for which market quotations are readily available at market value. The AIM fund's short-term investments are valued at amortized cost when the security has 60 days or less to maturity.
The AIM funds value all other securities and assets at their fair value.
Foreign securities are converted into U.S. dollar amounts using exchange rates
as of the close of the NYSE. Generally, trading in foreign securities is
substantially completed each day at various times prior to the close of the
NYSE. The values of such securities used in computing the net asset value of the
AIM funds' shares are determined as of the close of the respective markets.
Events affecting the values of such securities may occur between the times at
which the particular foreign market closes and the close of the customary
trading session of the NYSE which would not ordinarily be reflected in the
computation of the AIM fund's net asset value. If a development/ event is so
significant such that there is a reasonably high degree of certainty as to both
the effect and the degree of the effect that the development/event has actually
caused that closing price to no longer reflect actual value, the closing prices,
as determined at the close of the applicable foreign market, may be adjusted to
reflect the fair value of the affected foreign securities as of the close of the
NYSE as determined in good faith by or under the supervision of the Board of
Trustees. Adjustments to closing prices to reflect fair value on affected
foreign securities may be provided by an independent pricing service. Multiple
factors may be considered by the independent pricing service 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.
Because some of the AIM funds may invest in securities that are primarily listed
on foreign exchanges that trade on days when the AIM funds do not price their
shares, the value of those funds' assets may change on days when you will not be
able to purchase or redeem fund shares.
INSTCL--04/04
Each AIM fund determines the net asset value of its shares on each day the NYSE is open for business, as of the close of the customary trading session, or any earlier NYSE closing time that day.
TIMING OF ORDERS
You can purchase, exchange or redeem shares during the hours of the customary
trading session of the NYSE. The AIM funds price purchase, exchange and
redemption orders at the net asset value calculated after the transfer agent
receives an order in good order. An AIM fund may postpone the right of
redemption only under unusual circumstances, as allowed by the Securities and
Exchange Commission, such as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions, regardless of how long you have held your shares. Every year, you will be sent information showing the amount of dividends and distributions you received from each AIM fund during the prior year.
Any long-term or short-term capital gains realized from redemptions of AIM fund shares will be subject to federal income tax. Exchanges of shares for shares of another AIM fund are treated as a sale, and any gain realized on the transaction will generally be subject to federal income tax.
The foreign, state and local tax consequences of investing in AIM fund shares may differ materially from the federal income tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and distributions and of redemptions and exchanges of AIM and/or INVESCO fund shares is inapplicable to investors that are generally exempt from federal income tax, such as retirement plans that are qualified under Section 401 of the Internal Revenue Code, individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
INSTCL--04/04
More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of 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.
If you have questions about this fund, another fund in The AIM Family of Funds--registered trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us
BY MAIL: AIM Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739 BY TELEPHONE: (800) 347-4246 ON THE INTERNET: You can send us a request by e-mail or download prospectuses, annual or semiannual reports via our website: http://www.aiminvestments.com |
You can also review and obtain copies of the fund's SAI, reports and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplication fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIM Balanced Fund
AIM Basic Balanced Fund
AIM Mid Cap Basic Value Fund
AIM Premier Equity Fund
SEC 1940 Act file number: 811-1540
AIMinvestments.com AFG-PRO-1
YOUR GOALS. OUR SOLUTIONS. [AIM INVESTMENTS LOGO APPEARS HERE]
--Servicemark-- --Servicemark--
STATEMENT OF
ADDITIONAL INFORMATION
AIM FUNDS GROUP
11 GREENWAY PLAZA
SUITE 100
HOUSTON, TEXAS 77046-1173
(713) 626-1919
THIS STATEMENT OF ADDITIONAL INFORMATION RELATES TO THE INSTITUTIONAL CLASSES OF EACH PORTFOLIO (EACH A "FUND," COLLECTIVELY THE "FUNDS") OF AIM FUNDS GROUP LISTED BELOW. THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS, AND IT SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUS FOR THE INSTITUTIONAL CLASS SHARES OF THE FUNDS LISTED BELOW. YOU MAY OBTAIN A COPY OF THE PROSPECTUS FOR THE FUNDS LISTED BELOW FROM AN AUTHORIZED DEALER OR BY WRITING TO:
AIM INVESTMENT SERVICES, INC.
P.O. BOX 4739
HOUSTON, TEXAS 77210-4739
OR BY CALLING (800) 347-4246
THIS STATEMENT OF ADDITIONAL INFORMATION, DATED APRIL 30, 2004, RELATES
TO THE FOLLOWING PROSPECTUS FOR THE PORTFOLIOS NAMED BELOW:
FUND DATED ---- ----- AIM BALANCED FUND - INSTITUTIONAL CLASS APRIL 30, 2004 AIM BASIC BALANCED FUND - INSTITUTIONAL CLASS APRIL 30, 2004 AIM MID CAP BASIC VALUE FUND - INSTITUTIONAL CLASS APRIL 30, 2004 AIM PREMIER EQUITY FUND - INSTITUTIONAL CLASS APRIL 30, 2004 |
AIM FUNDS GROUP
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
PAGE GENERAL INFORMATION ABOUT THE TRUST................................................................................1 Fund History..............................................................................................1 Shares of Beneficial Interest.............................................................................1 DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS...........................................................3 Classification............................................................................................3 Investment Strategies and Risks...........................................................................3 Equity Investments...............................................................................5 Foreign Investments..............................................................................6 Debt Investments.................................................................................8 Other Investments...............................................................................11 Investment Techniques...........................................................................11 Derivatives.....................................................................................16 Fund Policies............................................................................................22 Temporary Defensive Positions............................................................................24 MANAGEMENT OF THE TRUST...........................................................................................24 Board of Trustees........................................................................................24 Management Information...................................................................................24 Trustee Ownership of Portfolio Shares...........................................................26 Factors Considered in Approving the Investment Advisory Agreement...............................26 Compensation.............................................................................................26 Retirement Plan For Trustees....................................................................27 Deferred Compensation Agreements................................................................27 Purchase of Class A Shares of the Funds at Net Asset Value......................................27 Codes of Ethics..........................................................................................28 Proxy Voting Policies....................................................................................28 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES...............................................................28 INVESTMENT ADVISORY AND OTHER SERVICES............................................................................28 Investment Advisor.......................................................................................28 Service Agreements.......................................................................................30 Other Service Providers..................................................................................30 BROKERAGE ALLOCATION AND OTHER PRACTICES..........................................................................31 Brokerage Transactions...................................................................................31 Commissions..............................................................................................32 Brokerage Selection......................................................................................32 Directed Brokerage (Research Services)...................................................................33 Regular Brokers or Dealers...............................................................................33 Allocation of Portfolio Transactions.....................................................................33 Allocation of Initial Public Offering ("IPO") Transactions...............................................33 PURCHASE, REDEMPTION AND PRICING OF SHARES........................................................................34 Purchase and Redemption of Shares........................................................................34 Redemptions by the Funds.................................................................................35 Offering Price...........................................................................................35 Redemption In Kind.......................................................................................36 |
Backup Withholding.......................................................................................36 DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS..........................................................................37 Dividends and Distributions..............................................................................37 Tax Matters..............................................................................................38 DISTRIBUTION OF SECURITIES........................................................................................45 Distributor..............................................................................................45 CALCULATION OF PERFORMANCE DATA...................................................................................45 PENDING LITIGATION................................................................................................50 APPENDICES: RATINGS OF DEBT SECURITIES.......................................................................................A-1 TRUSTEES AND OFFICERS............................................................................................B-1 TRUSTEE COMPENSATION TABLE.......................................................................................C-1 PROXY POLICIES AND PROCEDURES....................................................................................D-1 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES..............................................................E-1 MANAGEMENT FEES..................................................................................................F-1 ADMINISTRATIVE SERVICES FEES.....................................................................................G-1 BROKERAGE COMMISSIONS............................................................................................H-1 DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF SECURITIES OF REGULAR BROKERS OR DEALERS....................................................................................I-1 PERFORMANCE DATA.................................................................................................J-1 PENDING LITIGATION...............................................................................................K-1 FINANCIAL STATEMENTS..............................................................................................FS |
GENERAL INFORMATION ABOUT THE TRUST
FUND HISTORY
AIM Funds Group (the "Trust") is a Delaware statutory trust which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company. The Trust currently consists of nine separate portfolios: AIM Balanced Fund, AIM Basic Balanced Fund, AIM European Small Company Fund, AIM Global Value Fund, AIM International Emerging Growth Fund, AIM Mid Cap Basic Value Fund, AIM Premier Equity Fund, AIM Select Equity Fund and AIM Small Cap Equity Fund (each a "Portfolio" and collectively the "Portfolios"). Under the Amended and Restated Agreement and Declaration of Trust, dated May 15, 2002, as amended (the "Trust Agreement"), the Board of Trustees of the Trust ("Board") is authorized to create new series of shares without the necessity of a vote of shareholders of the Trust.
The Trust was originally organized on October 30, 1984, as a Massachusetts business trust. The Trust reorganized as a Delaware business trust on October 15, 1993. The following Portfolios were included in the reorganization: AIM Select Equity Fund and AIM Premier Equity Fund. In addition, on October 15, 1993, AIM Balanced Fund acquired all the assets and assumed all of the liabilities of AIM Convertible Securities Fund, Inc., a Maryland corporation. All historical financial and other information contained in this Statement of Additional Information for periods prior to October 15, 1993 relating to these Portfolios (or a class thereof) is that of the predecessor funds (or the corresponding class thereof). Prior to July 13, 2001, AIM Select Equity Fund was known as AIM Select Growth Fund, and prior to May 1, 1998, such Fund was known as AIM Growth Fund. Each of the other Portfolios commenced operations as a series of the Trust. Prior to July 1, 2002, AIM Premier Equity Fund was known as AIM Value Fund. Prior to April 30, 2003, AIM Global Value Fund was known as AIM Worldwide Spectrum Fund.
SHARES OF BENEFICIAL INTEREST
Shares of beneficial interest of the Trust are redeemable at their net asset value (subject, in certain circumstances, to a contingent deferred sales charge or redemption fee) at the option of the shareholder or at the option of the Trust in certain circumstances.
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 Portfolio. These assets constitute the underlying assets of each Portfolio, are segregated on the Trust's books of account, and are charged with the expenses of such Portfolio and its respective classes. The Trust allocates any general expenses of the Trust not readily identifiable as belonging to a particular Portfolio by or under the direction of the Board primarily on the basis of relative net assets, or other relevant factors.
Each share of each Portfolio represents an equal proportionate interest in that Portfolio with each other share and is entitled to such dividends and distributions out of the income belonging to such Portfolio as are declared by the Board.
Each Fund (as defined herein) offers separate classes of shares as follows:
INSTITUTIONAL FUND CLASS A CLASS B CLASS C CLASS R CLASS ---- ------- ------- ------- ------- ----- AIM Balanced Fund x x x X X AIM Basic Balanced Fund x x x X X AIM Mid Cap Basic Value Fund x x x X X AIM Premier Equity Fund X X X X X |
This Statement of Additional Information relates solely to the Institutional Classes of these four Funds (each a "Fund" and collectively, the "Funds").
Each class of shares represents interests 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 Portfolio allocable to such class available for distribution after satisfaction of outstanding liabilities of the Portfolio allocable to such class.
Each share of a Portfolio has the same voting, dividend, liquidation and other rights; however, each class of shares of a Portfolio 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' distribution plan.
Except as specifically noted above, shareholders of each Portfolio 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 Portfolio. However, on matters affecting an individual Portfolio or class of shares, a separate vote of shareholders of that Portfolio or class is required. Shareholders of a Portfolio or class are not entitled to vote on any matter which does not affect that Portfolio or class but that requires a separate vote of another Portfolio or class. An example of a matter that would be voted on separately by shareholders of each Portfolio is the approval of the advisory agreement with A I M Advisors, Inc. ("AIM"), and an example of a matter that would be voted on separately by shareholders of each class of shares is approval of the distribution plans. When issued, shares of each Portfolio 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 in situations in which 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 less 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 limitations of liability extended to shareholders of private for-profit corporations. 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 Portfolio for all losses and expenses of any shareholder of such Portfolio 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 Portfolio 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 Agreement provides for indemnification by the Trust of the trustees, the officers and employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct. The Trust Agreement also authorizes the purchase of liability insurance on behalf of trustees and officers.
SHARE CERTIFICATES. Shareholders of the Funds do not have the right to demand or require the Trust to issue share certificates.
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
CLASSIFICATION
The Trust is an open-end management investment company. Each of the Funds is "diversified" for purposes of the 1940 Act.
INVESTMENT STRATEGIES AND RISKS
The table on the following pages identifies various securities and investment techniques used by AIM in managing The AIM Family of Funds--Registered Trademark--. The table has been marked to indicate those securities and investment techniques that AIM may use to manage a Fund. A Fund may not use all of these techniques at any one time. A Fund's transactions in a particular security or use of a particular technique is subject to limitations imposed by a Fund's investment objective, policies and restrictions described in that Fund's Prospectus and/or this Statement of Additional Information, as well as federal securities laws. The Funds' investment objectives, policies, strategies and practices are non-fundamental unless otherwise indicated. A more detailed description of the securities and investment techniques, as well as the risks associated with those securities and investment techniques that the Funds utilize, follows the table. The descriptions of the securities and investment techniques in this section supplement the discussion of principal investment strategies 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.
AIM FUNDS GROUP
SUMMARY OF SECURITIES AND INVESTMENT TECHNIQUES
SECURITY/ \ AIM MID CAP INVESTMENT \ AIM BALANCED AIM BASIC BASIC VALUE AIM PREMIER TECHNIQUE \ FUND FUND BALANCED FUND FUND EQUITY FUND ------------------------------------ --------- ------------- --------- ----------- EQUITY INVESTMENTS Common Stock X X X X Preferred Stock X X X X Convertible Securities X X X X Alternative X X X X Entity Securities FOREIGN INVESTMENTS Foreign Securities X X X X Foreign Government Obligations X X X X Foreign Exchange Transactions X X X X DEBT INVESTMENTS U.S. Government Obligations X X X X Mortgage-Backed and Asset-Backed X X Securities Collateralized Mortgage Obligations X Investment Grade Corporate Debt X X X X Obligations Junk Bonds Liquid Assets X X X X OTHER INVESTMENTS REITs X X X X Other Investment X X X X Companies Defaulted Securities Municipal Forward Contracts Variable or Floating Rate Instruments Indexed Securities Zero-Coupon and Pay-in-Kind Securities Synthetic Municipal Instruments INVESTMENT TECHNIQUES Delayed Delivery Transactions X X X X When-Issued Securities X X X X Short Sales X X X X Margin Transactions Swap Agreements X X X X Interfund Loans X X X X Borrowing X X X X |
SECURITY/ \ AIM MID CAP INVESTMENT \ AIM BALANCED AIM BASIC BASIC VALUE AIM PREMIER TECHNIQUE \ FUND FUND BALANCED FUND FUND EQUITY FUND ------------------------------------ --------- ------------- --------- ----------- Lending Portfolio Securities X X X X Repurchase Agreements X X X X Reverse Repurchase Agreements X X X X Dollar Rolls X X Illiquid Securities X X X X Rule 144A Securities X X X X Unseasoned Issuers X X X X Portfolio Transactions Sale of Money Market Securities Standby Commitments DERIVATIVES Equity-Linked Derivatives X X X X Put Options X X X X Call Options X X X X Straddles X X X X Warrants X X X X Futures Contracts and Options on X X X X Futures Contracts Forward Currency Contracts X X X X Cover X X X X |
Equity Investments
COMMON STOCK. Common stock is issued by companies principally to raise cash for business purposes and represents a residual interest in the issuing company. A Fund participates in the success or failure of any company in which it holds stock. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity.
PREFERRED STOCK. Preferred stock, unlike common stock, often offers a stated dividend rate payable from a corporation's earnings. If interest rates rise, the fixed dividend on preferred stocks may be less attractive, causing the price of preferred stocks to decline. Preferred stock may have mandatory sinking fund provisions, as well as call/redemption provisions prior to maturity, a negative feature when interest rates decline. Dividends on some preferred stock 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 also generally has a preference over common stock on the distribution of a corporation's assets in the event of liquidation of the corporation, and 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. The rights of preferred stocks on the distribution of a corporation's assets in the event of a liquidation are generally subordinate to the rights associated with a corporation's debt securities.
CONVERTIBLE SECURITIES. Convertible securities include bonds, debentures, notes, preferred stocks and other securities that may be converted into a prescribed amount of common stock or other equity securities at a specified price and time. The holder of convertible securities is entitled to receive interest paid or accrued on debt, or dividends paid or accrued on preferred stock, until the security matures or is converted.
The value of a convertible security depends on interest rates, the yield of similar nonconvertible securities, the financial strength of the issuer and the seniority of the security in the issuer's capital structure. Convertible securities may be illiquid, and may be required to convert at a time and at a price that is unfavorable to the Fund.
The Funds will invest in a convertible debt security based primarily on the characteristics of the equity security into which it converts, and without regard to the credit rating of the convertible security (even if the credit rating is below investment grade). To the extent that a Fund invests in convertible debt 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.
ALTERNATIVE ENTITY SECURITIES. Companies that are formed as limited partnerships, limited liability companies, business trusts or other non-corporate entities may issue equity securities that are similar to the equivalent of common or preferred stock of corporations.
Foreign Investments
FOREIGN SECURITIES. Foreign securities are equity or debt securities issued by issuers outside the United States, and include securities in the form of American Depositary Receipts ("ADRs"), European Depositary Receipts ("EDRs"), or other securities representing underlying securities of foreign issuers. Depositary receipts are typically issued by a bank or trust company and evidence ownership of underlying securities issued by foreign corporations.
Each Fund may invest up to 25% of its total assets in foreign securities.
Investments by a Fund in foreign securities, whether denominated in U.S. dollars or foreign currencies, may entail all of the risks set forth below. Investments by a Fund in ADRs, EDRs or similar securities also may entail some or all of the risks described below.
Currency Risk. The value of the Funds' 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 or social instability, 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 not registered with the Securities and Exchange Commission ("SEC") and are generally not subject to the regulatory controls imposed on United States issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Foreign companies are not subject to uniform accounting, auditing and financial reporting standards, corporate governance practices and requirements comparable to those applicable to domestic 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.
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 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. 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.
Risks of Developing Countries. The Funds may each invest up to 5% of their total assets in securities of companies located in developing countries. Developing countries are those countries which are not included in the MSCI World Index. The Funds consider various factors when determining whether a company is in a developing country, including whether (1) it is organized under the laws of a developing country; (2) it has a principal office in a developing country; (3) it derives 50% or more of its total revenues from business in a developing country; or (4) its securities are trading principally on a stock exchange, or in an over-the-counter market, in a developing country. Investments in developing countries present risks greater than, and in addition to, those presented by investments in foreign issuers in general. A number of developing countries restrict, to varying degrees, foreign investment in stocks. Repatriation of investment income, capital, and the proceeds of sales by foreign investors may require governmental registration and/or approval in some developing countries. A number of the currencies of developing countries have experienced significant declines against the U.S. dollar in recent years, and devaluation may occur subsequent to investments in these currencies by the Funds. Inflation and rapid fluctuations in inflation rates have had and may continue to have negative effects on the economies and securities markets of certain emerging market countries. Many of the developing securities markets are relatively small or less diverse, have low trading volumes, suffer periods of relative illiquidity, and are characterized by significant price volatility. 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, any of which may have a detrimental effect on a Fund's investments.
FOREIGN GOVERNMENT OBLIGATIONS. 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 with respect to 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 interests 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. Foreign exchange transactions include direct purchases of futures contracts with respect to foreign currency, and contractual agreements to purchase or sell a specified currency at a specified future date (up to one year) at a price set at the time of the contract. Such contractual commitments may be forward contracts entered into directly with another party or exchange traded futures contracts.
Each Fund has authority to deal in foreign exchange between currencies of the different countries in which it will invest as a hedge against possible variations in the foreign exchange rates between those currencies. A Fund may commit the same percentage of its assets to foreign exchange hedges as it can invest in foreign securities.
The Funds may utilize either specific transactions ("transaction hedging") or portfolio positions ("position hedging") to hedge foreign currency exposure through foreign exchange transactions. Transaction hedging is the purchase or sale of foreign currency with respect to specific receivables or payables of a Fund accruing in connection with the purchase or sale of its portfolio securities, the sale and redemption of shares of the Fund, or the payment of dividends and distributions by the Fund. Position hedging is the purchase or sale of foreign currency with respect to portfolio security positions (or underlying portfolio security positions, such as in an ADR) denominated or quoted in a foreign currency. Additionally, foreign exchange transactions may involve some of the risks of investments in foreign securities.
Debt Investments
U.S. GOVERNMENT OBLIGATIONS. Obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities include bills, notes and bonds issued by the U.S. Treasury, as well as "stripped" or "zero coupon" U.S. Treasury obligations representing future interest or principal payments on U.S. Treasury notes or bonds. Stripped securities are sold at a discount to their "face value," and may exhibit greater price volatility than interest-bearing securities since investors receive no payment until maturity. Obligations of certain agencies and instrumentalities of the U.S. Government, such as the Government National Mortgage Association ("GNMA"), are supported by the full faith and credit of the U.S. Treasury; others, such as those of the Federal National Mortgage Association ("FNMA"), are supported by the right of the issuer to borrow from the U.S. Treasury; others, such as those of the Student Loan Marketing Association ("SLMA"), are supported by the discretionary authority of the U.S. Government to purchase the agency's obligations; still others, though issued by an instrumentality chartered by the U.S. Government, like the Federal Farm Credit Bureau ("FFCB"), are supported only by the credit of the instrumentality. 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.
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 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.
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.
Other 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 or installment loan contracts, leases of various types of real and personal property, and receivables from credit card agreements. Regular payments received in respect of such
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, that portion 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. However, though 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, though, 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.
COLLATERALIZED MORTGAGE OBLIGATIONS ("CMOS"). AIM Balanced Fund may invest in CMOs. The Fund can also invest in mortgage-backed bonds and asset-backed securities. A CMO is a hybrid between a mortgage-backed bond and a mortgage pass-through security. 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 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., A, B, C, 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 order A, B, C, Z. The Series A, B, and C Bonds all bear current interest. Interest on Series Z Bond is accrued and added to principal and a like amount is paid as principal on the Series A, B, or C Bond currently being paid off. When the Series A, B, and C Bonds are paid in full, interest and principal on the Series Z Bond begins to be paid currently. 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 Fund's diversification tests.
FHLMC CMOs. 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. Unlike FHLMC Participation Certificates ("PCs"), payments of principal and interest on the CMOs are made semiannually, as opposed to monthly. 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 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 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 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's minimum sinking fund obligation on the next sinking fund payment date, FHLMC agrees to make up the deficiency from its general funds.
Risks of Mortgage-Related Securities. Investment in mortgage-backed securities poses several risks, including prepayment, market, and credit risk. Prepayment risk reflects the risk that borrowers may prepay their mortgages faster than expected, thereby affecting the investment's average life and perhaps its yield. Whether or not a mortgage loan is prepaid is almost entirely controlled by the borrower. Borrowers are most likely to exercise prepayment options at the time when it is least advantageous to investors, generally prepaying mortgages as interest rates fall, and slowing payments as interest rates rise. Besides the effect of prevailing interest rates, the rate of prepayment and refinancing of mortgages may also be affected by home value appreciation, ease of the refinancing process and local economic conditions.
Market risk reflects the risk that the price of the security may fluctuate over time. The price of mortgage-backed securities may be particularly sensitive to prevailing interest rates, the length of time the security is expected to be outstanding, and the liquidity of the issue. In a period of unstable interest rates, there may be decreased demand for certain types of mortgage-backed securities, and a Fund invested in such securities wishing to sell them may find it difficult to find a buyer, which may in turn decrease the price at which they may be sold.
Credit risk reflects the risk that the Fund may not receive all or part of its principal because the issuer or credit enhancer has defaulted on its obligations. 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. With respect to GNMA certificates, although GNMA guarantees timely payment even if homeowners delay or default, tracking the "pass-through" payments may, at times, be difficult.
INVESTMENT GRADE CORPORATE 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. Such debt obligations include, among others, bonds, notes, debentures and variable rate demand notes. In choosing corporate debt securities on behalf of a Fund, its investment adviser 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, (iii) other considerations deemed appropriate.
Descriptions of debt securities ratings are found in Appendix A.
LIQUID ASSETS. Cash equivalents include money market instruments (such as certificates of deposit, time deposits, bankers' acceptances from U.S. or foreign banks, and repurchase agreements), shares of affiliated money market funds or high-quality debt obligations (such as U.S. Government obligations, commercial paper, master notes and other short-term corporate instruments, and municipal obligations).
Other Investments
REAL ESTATE INVESTMENT TRUSTS ("REITS"). REITs are trusts that sell equity or debt securities to investors and use the proceeds to invest in real estate or interests therein. A REIT may focus on particular projects, such as apartment complexes, or geographic regions, such as the southeastern United States, or both.
To the extent consistent with their respective investment objectives and policies, each Fund may invest up to 15% of its total assets in equity and/or debt securities issued by REITs.
To the extent that a Fund has the ability to invest in REITs, the Fund could conceivably own real estate directly as a result of a default on the securities it owns. A Fund, therefore, may be subject to certain risks associated with the direct ownership of real estate including 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, and increases in interest rates.
In addition to the risks 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. Equity and mortgage REITs are dependent upon management skill, are not diversified, and are therefore subject to the risk of financing single or a limited number of projects. Such trusts are also subject to heavy cash flow dependency, defaults by borrowers, self-liquidation, and the possibility of failing to maintain an exemption from the 1940 Act. Changes in interest rates may also affect the value of debt securities held by a Fund. By investing in REITs indirectly through a Fund, a shareholder will bear not only his/her proportionate share of the expenses of the Fund, but also, indirectly, similar expenses of the REITs.
OTHER INVESTMENT COMPANIES. With respect to a Fund's purchase of shares of another investment company, including Affiliated Money Market Funds (defined below), the Fund will indirectly bear its proportionate share of the advisory fees and other operating expenses of such investment company. The Funds have obtained an exemptive order from the SEC allowing them to invest in money market funds that have AIM or an affiliate of AIM as an investment advisor (the "Affiliated Money Market Funds"), provided that investments in Affiliated Money Market Funds do not exceed 25% of the total assets of the investing Fund.
The following restrictions apply to investments in other investment companies other than Affiliated Money Market Funds: (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.
Investment Techniques
DELAYED DELIVERY TRANSACTIONS. Delayed delivery transactions, also referred to as forward commitments, involve commitments by a Fund to dealers or issuers to acquire or sell securities at a specified future date beyond the customary settlement for such securities. These commitments may fix the payment price and interest rate to be received or paid on the investment. A Fund may purchase securities on a delayed delivery basis to the extent it can anticipate having available cash on settlement date. Delayed delivery agreements will not be used as a speculative or leverage technique.
Investment in securities on a delayed delivery basis may increase a Fund's exposure to market fluctuation and 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 a delayed delivery commitment. Until the settlement date, a Fund will segregate liquid assets of a dollar value sufficient at all times to make payment for the 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 delayed delivery agreements or when-issued commitments (as described below) 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. Absent extraordinary circumstances, a Fund will not sell or otherwise transfer the delayed delivery securities prior to settlement.
A Fund may 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.
WHEN-ISSUED SECURITIES. Purchasing securities on a "when-issued" basis means that the date for delivery of and payment for the securities is not fixed at the date of purchase, but is set after the securities are issued. The payment obligation and, if applicable, the interest rate that will be received on the securities are fixed at the time the buyer enters into the commitment. A Fund will only make commitments to purchase such securities with the intention of actually acquiring such securities, but the Fund may sell these securities before the settlement date if it is deemed advisable.
Securities purchased on a when-issued basis and the securities held in a Fund's portfolio are subject to changes in market value based upon the public's perception of the creditworthiness of the issuer and, if applicable, changes in the level of interest rates. Therefore, if a Fund is to remain substantially fully invested at the same time that it has purchased securities on a when-issued basis, there will be a possibility that the market value of the Fund's assets will fluctuate to a greater degree. Furthermore, when the time comes for the Fund to meet its obligations under when-issued commitments, the Fund will do so by using then available cash flow, by sale of the segregated liquid assets, by sale of other securities or, although it would not normally expect to do so, by directing the sale of the when-issued securities themselves (which may have a market value greater or less than the Fund's payment obligation).
Investment in securities on a when-issued basis may increase a Fund's exposure to market fluctuation and may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must sell another security in order to honor a when-issued commitment. If a Fund purchases a when-issued security, the Fundwill segregate liquid assets in an amount equal to the when-issued commitment. If the market value of such segregated assets declines, additional liquid assets will be segregated on a daily basis so that the market value of the segregated assets will equal the amount of the Fund's when-issued commitments. No additional delayed delivery agreements (as described above) or when-issued commitments will be made by a Fund if, as a result, more than 25% of the Fund's total assets would become so committed.
SHORT SALES. In a short sale, a Fund does not immediately deliver the securities sold and does not receive the proceeds from the sale. A Fund is said to have a short position in the securities sold until it delivers the securities sold, at which time it receives the proceeds of the sale. A Fund will make a short sale, as a hedge, when it believes that the price of a security may decline, causing a decline in the value of a security owned by the Fund or a security convertible into or exchangeable for such security, or when the Fund does not want to sell the security it owns, because it wishes to defer recognition of gain or loss for federal income tax purposes. In such case, any future losses in a Fund's long position should be reduced by a gain in the short position. Conversely, any gain in the long position should be reduced by a loss in the short position. The extent to which such gains or losses are reduced will depend upon the amount of the security sold short relative to the amount a Fund owns, either directly or indirectly, and, in the case where the Fund owns convertible securities, changes in the conversion premium. In determining the number of shares to be sold short against a Fund's position in a convertible security, the anticipated
fluctuation in the conversion premium is considered. A Fund may also make short sales to generate additional income from the investment of the cash proceeds of short sales.
A Fund will only make short sales "against the box," meaning that at all times when a short position is open, the Fund owns an equal amount of such securities or securities convertible into or exchangeable, without payment of any further consideration, for securities of the same issue as, and in an amount equal to, the securities sold short. To secure its obligation to deliver the securities sold short, a Fund will segregate with its custodian an equal amount to the securities sold short or securities convertible into or exchangeable for such securities. A Fund may pledge no more than 10% of its total assets as collateral for short sales against the box.
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 with futures or related options transactions will not be considered the purchase of a security on margin.
SWAP AGREEMENTS. Each Fund may enter into interest rate, index and currency exchange rate swap agreements for purposes of attempting to obtain a particular desired return at a lower cost to the Fund than if it had invested directly in an instrument that yielded that desired return. Swap agreements are two-party contracts entered into primarily by institutional investors for periods ranging from a few weeks to more than one year. In a standard "swap" transaction, two parties agree to exchange the returns (or differentials in rates of return) earned or realized on particular predetermined investments or instruments. The gross returns to be exchanged or "swapped" between the parties are calculated with respect to a "notional amount," i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate, in a particular foreign currency, or in a "basket" of securities representing a particular index. Commonly used swap agreements include: (i) interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or "cap"; (ii) interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified level, or "floor"; and (iii) interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels.
The "notional amount" of the swap agreement is only a fictitious basis on which to calculate the obligations that the parties to a swap agreement have agreed to exchange. Most swap agreements entered into by a Fund would calculate the obligations on a "net basis." Consequently, a Fund's obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or received under the agreement based on the relative values of the positions held by each party to the agreement (the "net amount"). Obligations under a swap agreement will be accrued daily (offset against amounts owing to the Fund) and any accrued but unpaid net amounts owed to a swap counterparty will be covered by segregating liquid assets to avoid any potential leveraging of the Fund. A Fund will not enter into a swap agreement with any single party if the net amount owed to or to be received under existing contracts with that party would exceed 5% of the Fund's total assets. For a discussion of the tax considerations relating to swap agreements, see "Dividends, Distributions and Tax Matters - Swap Agreements."
INTERFUND LOANS. Each Fund may lend uninvested cash up to 15% of its net assets to other funds advised by AIM (the "AIM Funds") and each Fund may borrow from other AIM Funds to the extent permitted under such Fund's investment restrictions. During temporary or emergency periods, the percentage of a Fund's net assets that may be loaned to other AIM Funds may be increased as permitted by the SEC. If any interfund borrowings are outstanding, a Fund cannot make any additional investments. If a Fund has borrowed from other AIM Funds and has aggregate borrowings from all sources that exceed 10% of such Fund's total assets, such Fund will secure all of its loans from other AIM Funds. The ability of a Fund to lend its securities to other AIM Funds is subject to certain other terms and conditions.
BORROWING. Each Fund may borrow money to a limited extent for temporary or emergency purposes. If there are unusually heavy redemptions because of changes in interest rates or for any other reason, a Fund may have to sell a portion of its investment portfolio at a time when it may be disadvantageous 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. The Trust believes 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.
LENDING PORTFOLIO SECURITIES. The Funds may each lend their portfolio securities (principally to broker-dealers) where 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.
The Fund would continue to receive the income on loaned securities and would, at the same time, earn interest on the loan collateral or on the investment of any cash collateral. A Fund will not have the right to vote securities while they are lent, but it can call a loan in anticipation of an important vote. Any cash collateral pursuant to these loans would be invested in short-term money market instruments or Affiliated Money Market Funds. Lending securities entails a risk of loss to the Funds if and to the extent that the market value of the securities loaned increases and the collateral is not increased accordingly or in the event of default by the borrower. The Fund could also experience delays and costs in gaining access to the collateral.
REPURCHASE AGREEMENTS. 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 the Fund's holding period. A Fund may, however, enter into a "continuing contract" or "open" repurchase agreement under which the seller is under a continuing obligation to repurchase the underlying obligation from the Fund on demand and the effective interest rate is negotiated on a daily basis. Each of the Funds may engage in repurchase agreement transactions involving the types of securities in which it is permitted to invest.
If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, the Fund might incur expenses in enforcing its rights, and could experience losses, including a decline in the value of the underlying security and loss of income. 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 AIM 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.
REVERSE REPURCHASE AGREEMENTS. Reverse repurchase agreements are
agreements that involve the sale of securities held by a Fund to financial
institutions such as banks and broker-dealers, with an agreement that the Fund
will repurchase the securities at an agreed upon price and date. A Fund may
employ reverse repurchase agreements (i) for temporary emergency purposes, such
as to meet unanticipated net redemptions so as to avoid liquidating other
portfolio securities during unfavorable market conditions; (ii) to cover
short-term cash requirements resulting from the timing of trade settlements; or
(iii) to take advantage of market situations where the interest income to be
earned from the investment of the proceeds of the transaction is greater than
the interest expense of the transaction. At the time it enters into a reverse
repurchase agreement, a Fund will segregate liquid assets having a dollar value
equal to the repurchase price, and will subsequently continually monitor the
account to ensure that such equivalent value is maintained at all times. Reverse
repurchase agreements involve the risk that the market value of securities to be
purchased by the Fund may decline below the price at which
it is obligated to repurchase the securities, or that the other party may default on its obligation, so that the Fund is delayed or prevented from completing the transaction. Reverse repurchase agreements are considered borrowings by a Fund under the 1940 Act.
DOLLAR ROLLS. A dollar roll involves the sale by a Fund of a mortgage security to a financial institution such as a broker-dealer or a bank, with an agreement to repurchase a substantially similar (i.e., same type, coupon and maturity) security at an agreed upon price and date. The mortgage securities that are purchased will bear the same interest rate as those sold, but will generally be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on the securities sold. Proceeds of the sale will be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the sold security.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event the buyer of securities under a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. At the time the Fund enters into a dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price, and will monitor the account to ensure that such equivalent value is maintained. The Fund typically enters into dollar roll transactions to enhance the Fund's return either on an income or total return basis or mortgage pre-payment risk. Dollar rolls are considered borrowings by a Fund under the 1940 Act.
ILLIQUID SECURITIES. 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 securities that are subject to restrictions on resale because they have not been registered under the Securities Act of 1933 (the "1933 Act"). Restricted securities may, in certain circumstances, be resold pursuant to Rule 144A under the 1933 Act, and thus may or may not constitute illiquid securities.
Each Fund may invest up to 15% of its net assets in securities that are illiquid. 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. A Fund may have to bear the expense of registering such securities for resale, and the risk of substantial delays in effecting such registrations.
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. AIM, under the supervision of
the Board of Trustees, will consider whether securities purchased under Rule
144A are illiquid and thus subject to the Funds' restriction on investments in
illiquid securities. Determination of whether a Rule 144A security is liquid or
not is a question of fact. In making this determination AIM will consider the
trading markets for the specific security taking into account the unregistered
nature of a Rule 144A security. In addition, AIM 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). AIM will also
monitor the liquidity of Rule 144A securities and, if as a result of changed
conditions, AIM determines that a Rule 144A security is no longer liquid, AIM
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
investments 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.
UNSEASONED ISSUERS. Investments in the equity securities of companies having less than three years' continuous operations (including operations of any predecessor) involve more risk than investments in the securities of more established companies because unseasoned issuers have only a brief operating history and may have more limited markets and financial resources. As a result, securities of unseasoned issuers tend to be more volatile than securities of more established companies.
Derivatives
The Funds may each invest in forward contracts, futures contracts, options on securities, options on indices, options on currencies, and options on futures contracts to attempt to hedge against the overall level of investment and currency risk normally associated with each Fund's investments. The Funds may also invest in equity-linked derivative products designed to replicate the composition and performance of particular indices. These instruments are often referred to as "derivatives," which may be defined as financial instruments whose performance is derived, at least in part, from the performance of another asset (such as a security, currency or an index of securities).
EQUITY-LINKED DERIVATIVES. Equity-Linked Derivatives are interests in a securities portfolio designed to replicate the composition and performance of a particular index. Equity-Linked Derivatives are exchange traded. The performance results of Equity-Linked Derivatives will not replicate exactly the performance of the pertinent index due to transaction and other expenses, including fees to service providers, borne by the Equity-Linked Derivatives. Examples of such products include S&P Depositary Receipts ("SPDRs"), World Equity Benchmark Series ("WEBs"), NASDAQ 100 tracking shares ("QQQs"), Dow Jones Industrial Average Instruments ("DIAMONDS") and Optimised Portfolios As Listed Securities ("OPALS"). Investments in Equity-Linked Derivatives involve the same risks associated with a direct investment in the types of securities included in the indices such products are designed to track. There can be no assurance that the trading price of the Equity-Linked Derivatives will equal the underlying value of the basket of securities purchased to replicate a particular index or that such basket will replicate the index. Investments in Equity-Linked Derivatives may constitute investments in other investment companies, and therefore, a Fund may be subject to the same investment restrictions with Equity-Linked Derivatives as with other investment companies. See "Other Investment Companies."
PUT AND CALL OPTIONS. A call option gives the purchaser the right to buy the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration of the option (or on a specified date if the option is a European style option), 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 the underlying security, contract or foreign currency. A put option gives the purchaser the right to sell the underlying security, contract or foreign currency at the stated exercise price at any time prior to the expiration date of the option (or on a specified date if the option is a European style option), 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. The premium paid to the writer is consideration for undertaking the obligations under the option contract. Until an option expires or is offset, the option is said to be "open." When an option expires or is offset, the option is said to be "closed."
A Fund will not write (sell) options if, immediately after such sale, the aggregate value of securities or obligations underlying the outstanding options exceeds 20% of the Fund's total assets. A Fund will not purchase options if, at any time of the investment, the aggregate premiums paid for the options will exceed 5% of the Fund's total assets.
Pursuant to federal securities rules and regulations, if a Fund writes options it may be required to set aside assets to reduce the risks associated with writing those options. This process is described in more detail below in the section "Cover."
Writing Options. A Fund may write put and call options in an attempt to realize, through the receipt of premiums, a greater current return than would be realized on the underlying security, contract,
or foreign currency alone. A Fund may only write a call option on a security if it owns an equal amount of such securities or securities convertible into, or exchangeable, without payment or any further consideration, for securities of the same issue as, and equal in amount to, the securities subject to the call option. In return for the premium received for writing a call option, 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.
A Fund may write a put option without owning the underlying security if it covers the option as described below in the section "Cover." A Fund may only write a put option on a security as part of an investment strategy, and not for speculative purposes. In 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.
If an option that a Fund has written expires, it 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 during the option period. If the 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. A Fund would write a put option at an exercise price that, reduced by the premium received on the option, reflects the lowest price it is willing to pay for the underlying security, contract or currency. 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.
Writing call options can serve as a limited hedge because declines in the value of the hedged investment would be offset to the extent of the premium received for writing the option. Closing transactions may be effected in order to realize a profit on an outstanding call option, to prevent an underlying security, contract or currency from being called or to permit the sale of the underlying security, contract or currency. Furthermore, effecting a closing transaction will permit a Fund to write another call option on the underlying security, contract or currency with either a different exercise price or expiration date, or both.
Purchasing Options. A Fund may purchase a call option for the purpose of acquiring the underlying security, contract or currency for its portfolio. The Fund is not required to own the underlying security in order to purchase a call option, and may only cover this transaction with cash, liquid assets and/or short-term debt securities. Utilized in this fashion, the purchase of call options 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 such a call option, rather than the underlying security 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. Each of the Funds may also purchase call options on underlying securities, contracts or currencies against which it has written other call options. For example, where a Fund has written a call option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a call option with a different exercise strike and/or expiration date that would eliminate some or all of the risk associated with the written call. Used in combinations, these strategies are commonly referred to as "call spreads."
A Fund may only purchase a put option on an underlying security, contract or currency ("protective put") owned by the Fund in order to protect against an anticipated decline in the value of the security, contract or currency. Such hedge protection is provided only during the life of the put option. 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 also purchase put options on
underlying securities, contracts or currencies against which it has written other put options. For example, where a Fund has written a put option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a put option with a different exercise price and/or expiration date that would eliminate some or all of the risk associated with the written put. Used in combinations, these strategies are commonly referred to as "put spreads." Likewise, a Fund may write call options on underlying securities, contracts or currencies against which it has purchased protective put options. This strategy is commonly referred to as a "collar."
Over-The-Counter Options. Options may be either listed on an exchange or traded in over-the-counter ("OTC") markets. Listed options are third-party contracts (i.e., performance of the obligations of the purchaser and seller is 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. A Fund will not purchase an OTC option unless it believes that daily valuations for such options are readily obtainable. OTC options differ from exchange-traded options in that OTC options are transacted with dealers directly and not through a clearing corporation (which guarantees performance). Consequently, there is a risk of non-performance by the dealer. Since no exchange is involved, OTC options are valued on the basis of an average of the last bid prices obtained from dealers, unless a quotation from only one dealer is available, in which case only that dealer's price will be used. 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. Because purchased OTC options in certain cases may be difficult to dispose of in a timely manner, the Fund may be required to treat some or all of these options (i.e., the market value) 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 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.
Index Options. Index options (or options on securities indices) are similar in many respects to options on securities, except that an index option gives 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 position 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 as underlie the index and, as a result, bears a risk that the value of the securities held will not be perfectly correlated with the value of the index.
Pursuant to federal securities rules and regulations, if a Fund writes index options it may be required to set aside assets to reduce the risks associated with writing those options. This process is described in more detail below in the section "Cover."
STRADDLES. The Funds, for hedging purposes, may write straddles (combinations of put and call options on the same underlying security) to adjust the risk and return characteristics of each Fund's overall position. A possible combined position would involve writing a covered call option at one strike price and buying a call option at a lower price, in order to reduce the risk of the written covered call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out.
WARRANTS. Warrants are, in effect, longer-term call options. They give the holder the right to purchase a given number of shares of a particular company at specified prices within certain periods of
time. The purchaser of a warrant expects that the market price of the security will exceed the purchase price of the warrant plus the exercise price of the warrant, thus giving him a profit. Since the market price may never exceed the exercise price before the expiration date of the warrant, the purchaser of the warrant risks the loss of the entire purchase price of the warrant. Warrants generally trade in the open market and may be sold rather than exercised. Warrants are sometimes sold in unit form with other securities of an issuer. Units of warrants and common stock may be employed in financing young, unseasoned companies. The purchase price of a warrant varies with the exercise price of the warrant, the current market value of the underlying security, the life of the warrant and various other investment factors.
FUTURES CONTRACTS AND OPTIONS ON FUTURES 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 an index future) for a specified price at a designated date, time and place (collectively, "Futures Contracts"). A stock index Futures Contract 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 contract and the price agreed upon in the Futures Contract; no physical delivery of stocks comprising the index is made. 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.
A Fund will enter into Futures Contracts for hedging purposes only; that is, Futures Contracts will be sold to protect against a decline in the price of securities or currencies that the Fund owns, or Futures Contracts will be purchased to protect the Fund against an increase in the price of securities or currencies it has committed to purchase or expects to purchase. A Fund's hedging may include sales of Futures Contracts as an offset against the effect of expected increases in interest rates, and decreases in currency exchange rates and stock prices, and purchases of Futures Contracts as an offset against the effect of expected declines in interest rates, and increases in currency exchange rates or stock prices.
The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
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. For a further discussion of the risks associated with investments in foreign securities, see "Foreign Investments" in this Statement of Additional Information.
Closing out an open Futures Contract is effected 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.
"Margin" with respect to 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," to and from the futures commission merchant through which a Fund entered into the Futures Contract will be made on a daily basis as the price of the
underlying security, currency or index fluctuates making the Futures Contract more or less valuable, a process known as marking-to-market.
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 and might be required to maintain the position being hedged by the Futures Contract or option or to maintain cash or securities in a segregated account.
Options on Futures Contracts. Options on Futures Contracts are similar to options on securities or currencies except that options on Futures Contracts give the purchaser the right, in return for the premium paid, to assume a position in a Futures Contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the Futures Contract position by the writer of the option to the holder of the option will be accompanied by delivery of the accumulated balance in the writer's Futures Contract margin account. The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
Limitations on Futures Contracts and Options on Futures Contracts and on Certain Options on Currencies. To the extent that a Fund enters into Futures Contracts, options on Futures Contracts and options on foreign currencies traded on a CFTC-regulated exchange, in each case other than for bona fide hedging purposes (as defined by the CFTC), the aggregate initial margin and premiums required to establish those positions (excluding the amount by which options are "in-the-money") will not exceed 5% of the total assets of the Fund, after taking into account unrealized profits and unrealized losses on any contracts it has entered into. This guideline may be modified by the Board, without a shareholder vote. This limitation does not limit the percentage of the Fund's assets at risk to 5%.
Pursuant to federal securities rules and regulations, a Fund's use of Futures Contracts and options on Futures Contracts may require that Fund to set aside assets to reduce the risks associated with using Futures Contracts and options on Futures Contracts. This process is described in more detail below in the section "Cover."
FORWARD CURRENCY CONTRACTS. A forward currency contract is an obligation, usually arranged with a commercial bank or other currency dealer, to purchase or sell a currency against another currency at a future date and price as agreed upon by the parties. A Fund either may accept or make delivery of the currency at the maturity of the forward currency contract. A Fund may also, if its contra party agrees prior to maturity, enter into a closing transaction involving the purchase or sale of an offsetting contract. Forward currency contracts are traded over-the-counter, and not on organized commodities or securities exchanges. As a result, it may be more difficult to value such contracts, and it may be difficult to enter into closing transactions.
Each of the Funds may engage in forward currency transactions in anticipation of, or to protect itself against, fluctuations in exchange rates. 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. When a Fund purchases a security denominated in a foreign currency for settlement in the near future, it may immediately purchase in the forward market the currency needed to pay for and settle the purchase. By entering into a forward currency contract with respect to the specific purchase or sale of a security denominated in a foreign currency, the Fund can secure an exchange rate between the trade and settlement dates for that purchase or sale transaction. This practice is sometimes referred to as "transaction hedging." Position hedging is the purchase or sale of foreign currency with respect to portfolio security positions denominated or quoted in a foreign currency.
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 and the market conditions then prevailing. 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. In addition, while forward currency contract sales limit the risk of loss 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.
Pursuant to federal securities rules and regulations, a Fund's use of forward currency contracts may require that Fund to set aside assets to reduce the risks associated with using forward currency contracts. This process is described in more detail below in the section "Cover."
COVER. Transactions using forward currency contracts, futures contracts and options (other than options purchased by a Fund) expose a Fund to an obligation to another party. A Fund will not enter into any such transactions unless, in addition to complying with all the restrictions noted in the disclosure above, it owns either (1) an offsetting ("covered") position in securities, currencies, or other options, forward currency contracts or futures contracts or (2) cash, liquid assets and/or short-term debt securities with a value sufficient at all times to cover its potential obligations not covered as provided in (1) above. Each Fund will comply with SEC guidelines regarding cover for these instruments and, if the guidelines so require, set aside cash or liquid securities. To the extent that a futures contract, forward currency contract or option is deemed to be illiquid, the assets used to "cover" the Fund's obligation will also be treated as illiquid for purposes of determining the Fund's maximum allowable investment in illiquid securities.
Even though options purchased by the Funds do not expose the Funds to an obligation to another party, but rather provide the Funds with a right to exercise, the Funds intend to "cover" the cost of any such exercise. To the extent that a purchased option is deemed illiquid, the Fund will treat the market value of the option (i.e., the amount at risk to the Fund) as illiquid, but will not treat the assets used as cover on such transactions as illiquid.
Assets used as cover cannot be sold while the position in the corresponding forward currency contract, futures contract or option is open, unless they are replaced with other appropriate assets. If a large portion of a Fund's assets is used for cover or otherwise set aside, it could affect portfolio management or the Fund's ability to meet redemption requests or other current obligations.
GENERAL RISKS OF OPTIONS, FUTURES AND CURRENCY STRATEGIES. The use by the Funds of options, futures contracts and forward currency contracts involves special considerations and risks, as described below. Risks pertaining to particular strategies are described in the sections that follow.
(1) Successful use of hedging transactions depends upon AIM's ability to correctly predict the direction of changes in the value of the applicable markets and securities, contracts and/or currencies. While AIM is experienced in the use of these instruments, there can be no assurance that any particular hedging strategy will succeed.
(2) There might be imperfect correlation, or even no correlation, between the price movements of an instrument (such as an option contract) and the price movements of the investments being hedged. For example, if a "protective put" is used to hedge a potential decline in a security and the security does decline in price, the put option's increased value may not completely offset the loss in the underlying security. 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.
(3) 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.
(4) There is no assurance that a liquid secondary market will exist for any particular option, futures contract or option thereon or, forward currency contract at any particular time.
(5) As described above, a Fund might be required to maintain assets as "cover," maintain segregated accounts or make margin payments when it takes positions in instruments involving obligations to third parties. If a Fund were unable to close out its positions in such instruments, it might be required to continue to maintain such assets or accounts or make such payments until the position expired or matured. The requirements might impair the Fund's ability to sell a portfolio security or make an investment at a time when it would otherwise be favorable to do so, or require that the Fund sell a portfolio security at a disadvantageous time.
(6) There is no assurance that a Fund will use hedging transactions. For example, if a Fund determines that the cost of hedging will exceed the potential benefit to the Fund, the Fund will not enter into such transaction.
FUND POLICIES
FUNDAMENTAL RESTRICTIONS. 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 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) The Fund will not make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund's investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security.
(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.
(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 of Trustees has adopted non-fundamental restrictions for each of the Funds relating to certain of these restrictions which AIM must follow in managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below, require the approval of the Board of Trustees.
NON-FUNDAMENTAL RESTRICTIONS. The following non-fundamental investment restrictions apply to each of the Funds. They may be changed for any Fund without approval of that Fund's voting securities.
(1) In complying with the fundamental restriction regarding issuer diversification, the 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), 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 (i) purchase securities of other investment companies as permitted by Section 12(d)(1) of the 1940 Act and (ii) invest its assets in securities of other money market funds and lend money to other AIM Funds, subject to the terms and conditions of any exemptive orders issued by the SEC.
(2) In complying with the fundamental restriction regarding borrowing money and issuing senior securities, the Fund may borrow money in an amount not exceeding 331/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). The Fund may borrow from banks, broker-dealers or an AIM Fund. The Fund may not borrow for leveraging, but may borrow for temporary or emergency purposes, in anticipation of or in response to adverse market conditions, or for cash management purposes. The Fund may not purchase additional securities when any borrowings from banks exceed 5% of the Fund's total assets or when any borrowings from an AIM Fund are outstanding.
(3) In complying with the fundamental restriction regarding industry concentration, the Fund may invest up to 25% of its total assets in the securities of issuers whose principal business activities are in the same industry.
(4) In complying with the fundamental restriction with regard to making loans, the Fund may lend up to 331/3% of its total assets and may lend money to an AIM 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 objectives, policies and restrictions as the Fund.
(6) 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 currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
(7) AIM Mid Cap Basic Value Fund normally invests at least 80% of its assets in securities of mid-capitalization companies that offer potential for capital growth. For purposes of the foregoing sentence, "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.
(8) AIM Premier Equity Fund normally invests at least 80% of its assets in equity securities, including convertible securities. For purposes of the foregoing sentence, "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.
(9) 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.
TEMPORARY DEFENSIVE POSITIONS
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the Funds may temporarily hold all or a portion of their assets in cash, cash equivalents, or high-quality debt obligations. Each of the Funds may also invest up to 25% of its total assets in Affiliated Money Market Funds for these purposes.
MANAGEMENT OF THE TRUST
BOARD OF TRUSTEES
The overall management of the business and affairs of the Funds and the Trust is vested in the Board. The Board approves all significant agreements between the Trust, on behalf of one or more of the Funds, and persons or companies furnishing services to the Funds. The day-to-day operations of each Fund are delegated to the officers of the Trust and to AIM, subject always to the objective(s), restrictions and policies of the applicable Fund and to the general supervision of the Board. Certain trustees and officers of the Trust are affiliated with AIM and A I M Management Group Inc. ("AIM Management"), the parent corporation of AIM. All of the Trust's executive officers hold similar offices with some or all of the other AIM Funds.
MANAGEMENT INFORMATION
The trustees and officers of the Trust and their principal occupations during at least the last five years and certain other information concerning them are set forth in Appendix B.
The standing committees of the Board are the Audit Committee, the Governance Committee, the Investments Committee, the Valuation Committee and the Special Committee Relating to Market Timing Issues.
The members of the Audit Committee are Bob R. Baker, James T. Bunch, Edward K. Dunn, Jr. (Chair), Lewis F. Pennock, Dr. Larry Soll, Dr. Prema Mathai-Davis and Ruth H. Quigley (Vice Chair). The Audit Committee is responsible for: (i) the appointment, compensation and oversight of any independent auditors employed by each Fund (including monitoring the independence, qualifications and performance of such auditors and resolution of disagreements between Fund management and
the auditors regarding financial reporting) for the purpose of preparing or
issuing an audit report or performing other audit, review or attest services;
(ii) overseeing the financial reporting process of each Fund; (iii) monitoring
the process and the resulting financial statements prepared by management to
promote accuracy and integrity of the financial statements and asset valuation;
(iv) assisting the Board's oversight of each Fund's compliance with legal and
regulatory requirements that relate to the Funds' accounting and financial
reporting, internal control over financial reporting and independent audits; (v)
to the extent required by Section 10A of the Securities Exchange Act of 1934,
pre-approving all permissible non-audit services that are provided to each Fund
by its independent auditors; (vi) pre-approving, in accordance with Item
2.01(c)(7)(ii) of Regulation S-X, certain non-audit services provided by each
Fund's independent auditors to the Fund's investment advisor and certain other
affiliated entities; and (vii) to the extent required by Regulation 14A,
preparing an audit committee report for inclusion in each Fund's annual proxy
statement. During the fiscal year ended December 31, 2003, the Audit Committee
held eight meetings.
The members of the Governance Committee are Frank S. Bayley, Bruce L.
Crockett (Chair), Albert R. Dowden, Jack M. Fields (Vice Chair), Gerald J. Lewis
and Louis S Sklar. The Governance Committee is responsible for: (i) nominating
persons who are not interested persons of the Trust for election or appointment:
(a) as additions to the Board, (b) to fill vacancies which, from time to time,
may occur in the Board and (c) for election by shareholders of the Trust at
meetings called for the election of trustees; (ii) nominating persons for
appointment as members of each committee of the Board, including, without
limitation, the Audit Committee, the Governance Committee, the Investments
Committee and the Valuation Committee, and to nominate persons for appointment
as chair and vice chair of each such committee; (iii) reviewing from time to
time the compensation payable to the trustees and making recommendations to the
Board regarding compensation; (iv) reviewing and evaluating from time to time
the functioning of the Board and the various committees of the Board; (v)
selecting independent legal counsel to the independent trustees and approving
the compensation paid to independent legal counsel; and (vi) approving the
compensation paid to independent counsel and other advisers, if any, to the
Audit Committee of the Trust.
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. During the fiscal year ended
December 31, 2003, the Governance Committee held six meetings.
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 90th 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 120th day prior to the shareholder meeting.
The members of the Investments Committee are Messrs. Baker, Bayley, Bunch, Crockett, Dowden (Chair), Dunn, Fields, Lewis, Pennock, Sklar and Soll, and Carl Frischling, and Dr. Mathai-Davis (Vice Chair) and Miss Quigley. The Investments Committee is responsible for: (i) overseeing AIM's investment-related compliance systems and procedures to ensure their continued adequacy; and (ii) considering and acting, on an interim basis between meetings of the full Board, on investment-related matters requiring Board consideration. During the fiscal year ended December 31, 2003, the Investments Committee held four meetings.
The members of the Valuation Committee are Messrs. Dunn and Pennock
(Chair) and Miss Quigley (Vice Chair). The Valuation Committee meets on an ad
hoc basis when the Board is not available to review matters related to
valuation. During the fiscal year ended December 31, 2003, the Valuation
Committee held one meeting.
The members of the Special Committee Relating to Market Timing Issues are Messrs. Crockett, Dowden, Dunn, and Lewis (Chair). The purpose of the Special Committee Relating to Market Timing Issues is to remain informed on matters relating to alleged excessive short term trading in shares of the Funds ("market timing") and to provide guidance to special counsel for the independent trustees on market timing issues and related matters between meetings of the independent trustees. During the fiscal year ended December 31, 2003, the Special Committee Relating to Market Timing issues did not meet.
Trustee Ownership of Portfolio Shares
The dollar range of equity securities beneficially owned by each trustee (i) in the Portfolios and (ii) on an aggregate basis, in all registered investment companies overseen by the trustee within the AIM Funds complex, is set forth in Appendix B.
Factors Considered in Approving the Investment Advisory Agreement
The advisory agreement with AIM (the "Advisory Agreement") was
re-approved for each Fund by the Trust's Board at a meeting held on May 13-14,
2003. In evaluating the fairness and reasonableness of the Advisory Agreement,
the Board of Trustees considered a variety of factors for each Fund, including:
the requirements of each Fund for investment supervisory and administrative
services; the quality of AIM's services, including a review of each Fund's
investment performance and AIM's investment personnel; the size of the fees in
relationship to the extent and quality of the investment advisory services
rendered; fees charged to AIM's other clients; fees charged by competitive
investment advisors; the size of the fees in light of services provided other
than investment advisory services; the expenses borne by each Fund as a
percentage of its assets and in relationship to contractual limitations; any fee
waivers (or payments of Fund expenses) by AIM; AIM's profitability; the benefits
received by AIM from its relationship to each Fund, including soft dollar
arrangements, and the extent to which each Fund shares in those benefits; the
organizational capabilities and financial condition of AIM and conditions and
trends prevailing in the economy, the securities markets and the mutual fund
industry; and the historical relationship between each Fund and AIM.
In considering the above factors, the Board also took into account the fact that uninvested cash and cash collateral from securities lending arrangements (collectively, "cash balances") of each Fund may be invested in money market funds advised by AIM pursuant to the terms of an exemptive order. The Board found that each Fund may realize certain benefits upon investing cash balances in AIM advised money market funds, including a higher net return, increased liquidity, increased diversification or decreased transaction costs. The Board also found that each Fund will not receive reduced services if it invests its cash balances in such money market funds. The Board further determined that the proposed securities lending program and related procedures with respect to each of the lending Funds is in the best interests of each lending Fund and its respective shareholders. The Board therefore concluded that the investment of cash collateral received in connection with the securities lending program in the money market funds according to the procedures is in the best interests of each lending Fund and its respective shareholders.
After consideration of these factors, the Board found that with respect to each Fund: (i) the services provided to the Fund and its shareholders were adequate; (ii) the Advisory Agreement was fair and reasonable under the circumstances; and (iii) the fees payable under the Advisory Agreement would have been obtained through arm's length negotiations. The Board therefore concluded that the Advisory Agreement was in the best interests of each Fund and its shareholders and approved the Advisory Agreement.
COMPENSATION
Each trustee who is not affiliated with AIM is compensated for his or her services according to a fee schedule which recognizes the fact that such trustee also serves as a director or trustee of other AIM Funds. Each such trustee receives a fee, allocated among the AIM Funds for which he or she
serves as a director or trustee, which consists of an annual retainer component and a meeting fee component.
Information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with AIM during the year ended December 31, 2003 is found in Appendix C.
Retirement Plan For Trustees
The trustees have adopted a retirement plan for the trustees of the Trust who are not affiliated with AIM. The retirement plan includes a retirement policy as well as retirement benefits for the non-AIM-affiliated trustees.
The retirement policy permits each non-AIM-affiliated trustee to serve until December 31 of the year in which the trustee turns 72. 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-AIM-affiliated
trustee of the Trust and/or the other AIM Funds (each, a "Covered Fund") who has
at least five years of credited service as a trustee (including service to a
predecessor fund) for a Covered Fund. The retirement benefit will equal 75% of
the trustee's annual retainer paid or accrued by any Covered Fund 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 annual retirement benefits are
payable in quarterly installments for a number of years equal to the lesser of
(i) ten or (ii) the number of such trustee's credited years of service. A death
benefit is also available under the plan that provides a surviving spouse with a
quarterly installment of 50% of a deceased trustee's retirement benefits for the
same length of time that the trustee would have received based on his or her
service. A trustee must have attained the age of 65 (55 in the event of death or
disability) to receive any retirement benefit.
Deferred Compensation Agreements
Messrs. Dunn, Fields, Frischling and Sklar and Dr. Mathai-Davis (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. Currently, the Deferring Trustees have the option to select various AIM Funds in which all or part of their deferral accounts shall be deemed to be invested. 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. The Trust's Board of Trustees, in its sole discretion, may accelerate or extend the distribution of such deferral accounts after the Deferring Trustee's retirement benefits commence under the Plan. The Board, in its sole discretion, also may accelerate or extend the distribution of such deferral accounts after the Deferring Trustee's termination of service as a trustee of the Trust. 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 AIM 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 AIM Funds without paying an initial sales charge. AIM 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.
CODES OF ETHICS
AIM, the Trust and A I M Distributors, Inc. ("AIM Distributors") have each adopted a Code of Ethics governing, as applicable, personal trading activities of all Directors/Trustees, officers of the Trust, persons who, in connection with their regular functions, play a role in the recommendation of any purchase or sale of a security by any of the Funds or obtain information pertaining to such purchase or sale, and certain other employees. The Codes of Ethics are intended to prohibit conflicts of interest with the Trust that may arise from personal trading. Personal trading, including personal trading involving securities that may be purchased or held by a Fund, is permitted by persons covered under the relevant Codes subject to certain restrictions; however those persons are generally required to pre-clear all security transactions with the Compliance Officer or his designee and to report all transactions on a regular basis.
PROXY VOTING POLICIES
The Board has delegated responsibility for decisions regarding proxy voting for securities held by each Fund to the Fund's investment advisor. The investment advisor will vote such proxies in accordance with its proxy policies and procedures, which have been reviewed and approved by the Board, and which are found in Appendix D.
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.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
Information about the ownership of each class of each Fund's shares by beneficial or record owners of such Fund and by trustees and officers as a group is found in Appendix E. 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 ADVISOR
AIM, the Funds' investment advisor, was organized in 1976, and along with its subsidiaries, manages or advises over 200 investment portfolios encompassing a broad range of investment objectives. AIM is a direct, wholly owned subsidiary of AIM Management, a holding company that has been engaged in the financial services business since 1976. AIM Management is an indirect, wholly owned subsidiary of AMVESCAP PLC. AMVESCAP PLC and its subsidiaries are an independent global investment management group. Certain of the directors and officers of AIM are also executive officers of the Trust and their affiliations are shown under "Management Information" herein.
As investment advisor, AIM supervises all aspects of the Funds' operations and provides investment advisory services to the Funds. AIM obtains and evaluates economic, statistical and financial information to formulate and implement investment programs for the Funds.
AIM is also responsible for furnishing to the Funds, at AIM's expense, the services of persons believed to be competent to perform all supervisory and administrative services required by the Funds, in the judgment of the trustees, to conduct their respective businesses 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.
The Master Investment Advisory Agreement provides that the Fund will pay or cause to be paid all expenses of the Fund not assumed by AIM, 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 trustees 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.
AIM, at its own expense, furnishes to the Trust office space and facilities. AIM furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series of shares.
Pursuant to the Master Investment Advisory Agreement with the Trust, AIM receives a monthly fee from each Fund calculated at the following annual rates, based on the average daily net assets of each Fund during the year:
FUND NAME NET ASSETS ANNUAL RATE --------- ---------- ----------- AIM Balanced Fund First $150 million 0.75% Amount over $150 million 0.50% AIM Basic Balanced Fund First $1 billion 0.65% Next $4 billion 0.60% Amount over $5 billion 0.55% AIM Mid Cap Basic Value Fund First $1 billion 0.80% Next $4 billion 0.75% Over $5 billion 0.70% AIM Premier Equity Fund* First $150 million 0.80% Amount over $150 million 0.625% |
* See currently effective fee schedule below.
AIM has voluntarily agreed to waive advisory fees payable by AIM Premier Equity Fund in an amount equal to 0.025% for each $5 billion increment in net assets over $5 billion, up to a maximum waiver of 0.175% on net assets in excess of $35 billion. Termination of this agreement requires approval by the Board.
AIM 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, AIM 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 AIM and the Fund.
AIM has voluntarily agreed to waive a portion of advisory fees payable by each Fund. The amount of the waiver will equal 25% of the advisory fee AIM receives from the Affiliated Money Market Funds as a result of each Fund's investment of uninvested cash in an Affiliated Money Market Fund. Termination of this agreement requires approval by the Board. See "Description of the Funds and Their Investments and Risks - Investment Strategies and Risks - Other Investments - Other Investment Companies."
The management fees payable by each Fund, the amounts waived by AIM and the net fees paid by each Fund for the last three fiscal years ended December 31 are found in Appendix F.
SECURITIES LENDING ARRANGEMENTS. If a Fund engages in securities lending, AIM will provide the Fund investment advisory services and related administrative services. The advisory agreement describes the administrative services to be rendered by AIM if a Fund engages in securities lending activities, as well as the compensation AIM 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 AIM'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.
AIM'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 AIM will provide, a lending Fund will pay AIM a fee equal to 25% of the net monthly interest or fee income retained or paid to the Fund from such activities. AIM currently intends to waive 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. AIM and the Trust have entered into a Master Administrative Services Agreement ("Administrative Services Agreement") pursuant to which AIM 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 AIM 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 Trust's Board of Trustees, including the independent trustees, by votes cast in person at a meeting called for such purpose. Under the Administrative Services Agreement, AIM is entitled to receive from the Funds reimbursement of its costs or such reasonable compensation as may be approved by the Board of Trustees. Currently, AIM 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 AIM by each Fund for the last three fiscal years ended December 31 are found in Appendix G.
OTHER SERVICE PROVIDERS
TRANSFER AGENT. AIM Investment Services, Inc., formerly, A I M Fund Services, Inc., ("AIS"), 11 Greenway Plaza, Suite 100, Houston, Texas 77046, a registered transfer agent and wholly owned subsidiary of AIM, acts as transfer and dividend disbursing agent for the Funds.
The Transfer Agency and Service Agreement between the Trust and AIS provides that AIS will perform certain shareholder services for the Funds. The Transfer Agency and Service Agreement provides that AIS will receive a per account fee plus out-of-pocket expenses to process orders for purchases, redemptions and exchanges of shares; prepare and transmit payments for dividends and distributions declared by the Funds; maintain shareholder accounts and provide shareholders with information regarding the Funds and their accounts. AIS may impose certain copying charges for requests for copies of shareholder account statements and other historical account information older than the current year and the immediately preceding year.
It is anticipated that most investors will perform their own subaccounting. AIS has contractually agreed to limit transfer agent fees to 0.10% of average net assets of the Institutional Class. The expense limitation agreement is in effect through December 31, 2004.
CUSTODIANS. State Street Bank and Trust Company (the "Custodian"), 225 Franklin Street, Boston, Massachusetts 02110, is custodian of all securities and cash of the Funds. Chase Bank of Texas, N.A., 712 Main, Houston, Texas 77002, serves as sub-custodian for purchases of shares of the Funds. The Bank of New York, 100 Church Street, New York, New York 10286, also serves as sub-custodian to facilitate cash management.
The Custodian is 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. AIM 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.
AUDITORS. The Funds' independent public accountants are responsible for auditing the financial statements of the Funds. The Board has selected PricewaterhouseCoopers LLP, 1201 Louisiana St., Suite 2900, Houston, Texas 77002, as the independent public accountants to audit the financial statements of the Funds.
COUNSEL TO THE TRUST. Legal matters for the Trust have been passed upon by Ballard Spahr Andrews & Ingersoll, LLP, 1735 Market Street, Philadelphia, Pennsylvania 19103-7599.
BROKERAGE ALLOCATION AND OTHER PRACTICES
BROKERAGE TRANSACTIONS
AIM makes decisions to buy and sell securities for each Fund, selects broker-dealers, effects the Funds' investment portfolio transactions, allocates brokerage fees in such transactions and, where applicable, negotiates commissions and spreads on transactions. AIM's primary consideration in effecting a security transaction is to obtain the most favorable execution of the order, which includes the best price on the security and a low commission rate. While AIM seeks reasonably competitive commission rates, the Funds may not pay the lowest commission or spread available. See "Brokerage Selection" below.
Some of the securities in which the Funds invest are traded in over-the-counter markets. Portfolio transactions placed in such markets may be effected at either net prices without commissions, but which include compensation to the broker-dealer 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-dealer including electronic communication networks.
Traditionally, commission rates have not been negotiated on stock markets outside the United States. Although in recent years many overseas stock markets have adopted a system of negotiated rates, a number of markets maintain an established schedule of minimum commission rates.
Brokerage commissions paid by each of the Funds for the last three fiscal years ended December 31 are found in Appendix H.
COMMISSIONS
During the last three fiscal years ended December 31, none of the Funds paid brokerage commissions to brokers affiliated with the Funds, AIM, AIM Distributors, 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 AIM Fund, provided the conditions of an exemptive order received by the AIM Funds from the SEC are met. In addition, a Fund may purchase or sell a security from or to certain other AIM Funds or accounts (and may invest in Affiliated Money Market Funds) provided the Funds follow procedures adopted by the Boards of Trustees of the various AIM 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.
BROKERAGE SELECTION
Section 28(e) of the Securities Exchange Act of 1934 provides that AIM, under certain circumstances, lawfully may cause an account to pay a higher commission than the lowest available. Under Section 28(e)(1), AIM 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 [AIM's] 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 AIM in the performance of its investment decision-making responsibilities. Accordingly, in recognition of research services provided to it, a Fund may pay a broker higher commissions than those available from another broker.
Research services received from broker-dealers supplement AIM's own research (and the research of its affiliates), and may include the following types of information: statistical and background information on the U.S. and foreign economies, industry groups and individual companies; forecasts and interpretations with respect to the U.S. and foreign economies, industry groups and individual companies; forecasts and interpretations with respect to the U.S. and foreign economies, securities, markets, specific industry groups and individual companies; information on federal, state, local and foreign political developments; portfolio management strategies; performance information on securities, indexes and investment accounts; information concerning prices of securities; and information supplied by specialized services to AIM and to the Trust's trustees with respect to the performance, investment activities, and fees and expenses of other mutual funds. Broker-dealers may communicate such information electronically, orally, in written form or on computer software. Research services may also include providing electronic communications of trade information, providing custody services, as well as providing equipment used to communicate research information and providing specialized consultations with AIM personnel with respect to computerized systems and data furnished to AIM as a component of other research services, arranging meetings with management of companies, and providing access to consultants who supply research information.
The outside research assistance is useful to AIM since the broker-dealers used by AIM tend to provide a more in-depth analysis of a broader universe of securities and other matters than AIM's staff follows. In addition, the research provides AIM with a diverse perspective on financial markets. Research services provided to AIM by broker-dealers are available for the benefit of all accounts managed or advised by AIM or by its affiliates. Some broker-dealers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting concessions by AIM's clients, including the Funds. However, the Funds are not under any obligation to deal with any broker-dealer in the execution of transactions in portfolio securities.
In some cases, the research services are available only from the broker-dealer providing them. In other cases, the research services may be obtainable from alternative sources in return for cash payments. AIM believes that the research services are beneficial in supplementing AIM's research and analysis and that they improve the quality of AIM's investment advice. The advisory fee paid by the Funds is not reduced because AIM receives such services. However, to the extent that AIM would have
purchased research services had they not been provided by broker-dealers, the expenses to AIM could be considered to have been reduced accordingly.
AIM may determine target levels of brokerage business with various brokers on behalf of its clients (including the Funds) over a certain time period. The target levels will be 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 also may be effected through broker-dealers that recommend the Funds to their clients, or that act as agent in the purchase of a Fund's shares for their clients. AIM 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 December 31, 2003 are found in Appendix I.
REGULAR BROKERS OR DEALERS
Information concerning the Funds' acquisition of securities of their regular brokers or dealers during the last fiscal year ended December 31, 2003 is found is Appendix I.
ALLOCATION OF PORTFOLIO TRANSACTIONS
AIM and its affiliates manage numerous other investment 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 of these investment accounts. However, the position of each account in the same securities and the length of time that each account may hold its investment in the same securities may vary. The timing and amount of purchase by each account will also be determined by its cash position. If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and one or more of these accounts, and is considered at or about the same time, AIM will fairly allocate transactions in such securities among the Fund(s) and these accounts. AIM may combine such 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.
Sometimes the procedure for allocating portfolio transactions among the various investment accounts advised by AIM results in transactions which could have an adverse effect on the price or amount of securities available to a Fund. In making such allocations, AIM considers the investment objectives and policies of its advisory clients, the relative size of portfolio holdings of the same or comparable securities, the availability of cash for investment, the size of investment commitments generally held, and the judgments of the persons responsible for recommending the investment. This procedure would apply to transactions in both equity and fixed income securities.
ALLOCATION OF INITIAL PUBLIC OFFERING ("IPO") TRANSACTIONS
Certain of the AIM Funds or other accounts managed by AIM may become interested in participating in IPOs. Purchases of IPOs by one AIM Fund or account may also be considered for purchase by one or more other AIM Funds or accounts. It shall be AIM's practice to specifically combine or otherwise bunch indications of interest for IPOs for all AIM Funds and accounts participating in purchase transactions for that IPO, and to allocate such transactions in accordance with the following procedures:
AIM will determine the eligibility of each AIM Fund and account that seeks to participate in a particular IPO by reviewing a number of factors, including suitability of the investment with the AIM Fund's or account's investment objective, policies and strategies, the liquidity of the AIM Fund or account if such investment is purchased, and whether the portfolio manager intends to hold the security as a long-term
investment. The allocation of securities issued in IPOs will be made to eligible AIM Funds and accounts in a manner designed to be fair and equitable for the eligible AIM Funds and accounts, and so that there is equal allocation of IPOs over the longer term. Where multiple funds or accounts are eligible, rotational participation may occur, based on the extent to which an AIM Fund or account has participated in previous IPOs as well as the size of the AIM Fund or account. Each eligible AIM Fund and account will be placed in one of four tiers, depending upon each AIM Fund's or account's asset level. The AIM Funds and accounts in the tier containing funds and accounts with the smallest asset levels will participate first, each receiving a 40 basis point allocation (rounded to the nearest share round lot that approximates 40 basis points) (the "Allocation"), based on that AIM Fund's or account's net assets. This process continues until all of the AIM Funds and accounts in the four tiers receive their Allocations, or until the shares are all allocated. Should securities remain after this process, eligible AIM Funds and accounts will receive their Allocations on a straight pro rata basis. In addition, Incubator Funds, as described in AIM's Incubator and New Fund Investment Policy, and any other AIM Fund which has more than 5% of its outstanding shares owned by AIM or one of its affiliates, officers, directors or employees, will each be limited to a 40 basis point allocation only. Such allocations will be allocated to the nearest share round lot that approximates 40 basis points.
When any AIM Funds and/or accounts with substantially identical investment objectives and policies participate in IPOs, they will do so in amounts that are substantially proportionate to each other. In these cases, the net assets of the largest participating AIM Fund will be used to determine in which tier, as described in the paragraph above, such group of AIM Funds or accounts will be placed. If no AIM Fund is participating, then the net assets of the largest account will be used to determine tier placement. The price per share of securities purchased in such IPO transactions will be the same for each AIM Fund and account.
PURCHASE, REDEMPTION AND PRICING OF SHARES
PURCHASE AND REDEMPTION OF 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 AIM Investment Services, Inc. at P.O. Box 4497, Houston, Texas 77210-4497. An investor may change information in his account application by submitting written changes or a new account application to his intermediary or to AIS.
Purchase and redemption orders must be received in good order. To be in good order, the financial intermediary must give AIS 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 AIS for correction of transactions involving Fund shares. If AIS 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.
Payment for redeemed shares is normally made by Federal Reserve wire to the bank account designated in the investor's account application, but may be sent by check at the investor's request. By providing written notice to his financial intermediary or to AIS, an investor may change the bank account designated to receive redemption proceeds. AIS may request additional documentation.
AIS 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. An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement.
Platform sponsors that provide investment vehicles to fund Section 401 defined contribution plans and have entered into written agreements with AIM Distributors to waive applicable investment minimums may purchase Institutional Class shares for accounts in such plans.
REDEMPTIONS BY THE FUNDS
If the Funds determine that you have provided incorrect information in opening an account or in the course of conducting subsequent transactions, the Funds may, at their discretion, redeem the account and distribute the proceeds to you.
Additional information regarding purchases and redemptions is located in the Funds' prospectus, under the headings "Purchasing Shares" and "Redeeming Shares."
ABANDONED PROPERTY. It is the responsibility of the investor to ensure that AIS 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 AIS. Upon receiving returned mail, AIS will attempt to locate the investor or rightful owner of the account. If unsuccessful, AIS will retain a shareholder locator service with a national information database to conduct periodic searches for the investor. If the search firm is unable to locate the investor, the search firm will determine whether the investor's account has legally been abandoned. AIS 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.
OFFERING PRICE
Shares of the Institutional Class of a Fund are offered at net asset value.
Calculation of Net Asset Value
Each Fund determines its net asset value per share once daily as of the close of the customary trading session of the NYSE (generally 4:00 p.m. Eastern time) on each business day of the Fund. In the event the NYSE closes early (i.e., before 4:00 p.m. Eastern time) on a particular day, each Fund determines its net asset value per share as of the close of the NYSE on such day. For purposes of determining net asset value per share, the Fund will generally use futures and options contract closing prices which are available fifteen (15) minutes after the close of the customary trading session of the NYSE. The Funds determine net asset value per share by dividing the value of a 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 a Fund's net asset value per share is made in accordance with generally accepted accounting principles. The net asset value for shareholder transactions may be different than the net asset value reported in the Fund's financial statements due to adjustments required by generally accepted accounting principles made to the net assets of the Fund at period end.
Each security (excluding convertible bonds) held by a Fund is valued at its last sales price on the exchange where the security is principally traded or, lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not including securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") or absent a NOCP, at the closing bid price on that day; option contracts are valued at the mean between the closing bid and asked prices on the exchange where the contracts are principally traded; futures contracts are valued at
final settlement price quotations from the primary exchange on which they are traded. Debt securities (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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 are valued based upon quotes furnished by independent sources and valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and ask prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized by the Board of Trustees. Short-term investments are valued at amortized cost when the security has 60 days or less to maturity.
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities, is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of each Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not be reflected in the computation of a Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
Fund securities primarily traded in foreign markets may be traded in such markets on days which are not business days of the Fund. Because the net asset value per share of each Fund is determined only on business days of the Fund, the net asset value per share of a Fund may be significantly affected on days when an investor cannot exchange or redeem shares of the Fund.
REDEMPTION IN KIND
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind). A Fund may make a redemption in kind, for instance, if a cash redemption would disrupt its operations or performance. Securities delivered as payment in redemptions in kind will be valued at the same value assigned to them in computing the applicable Fund's net asset value per share. 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. If a Fund has made an election under Rule 18f-1 under the 1940 Act, the Fund is obligated to redeem for cash all shares presented to such Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1% of that Fund's net assets in any 90-day period.
BACKUP WITHHOLDING
Accounts submitted without a correct, certified taxpayer identification number or, alternatively, a completed Internal Revenue Service ("IRS") Form W-8 (for non-resident aliens) or Form W-9 (certifying exempt status) accompanying the registration information will generally be subject to backup withholding.
Each AIM Fund, and other payers, generally must withhold 28% of redemption payments and reportable dividends (whether paid or accrued) in the case of any shareholder who fails to provide the Fund with a taxpayer identification number ("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 Fund;
2. the IRS notifies the Fund that the investor furnished an incorrect TIN;
3. the investor or the 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 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 and long-term gain distributions 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. AIM or AIS 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 AIM 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 are not subject to the backup withholding previously discussed, but must certify their foreign status by attaching IRS Form W-8 to their application. 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.
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS
DIVIDENDS AND DISTRIBUTIONS
It is the present policy of AIM Mid Cap Basic Value Fund and AIM Premier Equity Fund to declare and pay annually net investment income dividends and capital gain distributions. It is the present policy of AIM Balanced Fund and AIM Basic Balanced Fund to declare and pay quarterly net investment income dividends and declare and pay annually capital gain distributions. It is each Fund's intention to distribute substantially all of its net investment income and realized net capital gains. In determining the amount of capital gains, if any, available for distribution, capital gains will be offset against available net capital losses, if any, carried forward from previous fiscal periods. All dividends and distributions will be automatically reinvested in additional shares of the same class of each Fund unless the shareholder has
requested in writing to receive such dividends and distributions in cash or that they be invested in Institutional Class shares of another AIM Fund, subject to the terms and conditions set forth in the Prospectus under the caption "Special Plans - Automatic Dividend Investment." Such dividends and distributions will be reinvested at the net asset value per share determined on the ex-dividend date. If a shareholder's account does not have any shares in it on a dividend or capital gain distribution payment date, the dividend or distribution will be paid in cash whether or not the shareholder has elected to have such dividends or distributions reinvested.
Distributions paid by a Fund, other than daily dividends, have the effect of reducing the net asset value per share on the ex-dividend date by the amount of the dividend or distribution. Therefore, a dividend or distribution declared shortly after a purchase of shares by an investor would represent, in substance, a return of capital to the shareholder with respect to such shares even though it would be subject to income tax.
TAX MATTERS
The following is only a summary of certain additional tax considerations generally affecting the Funds and their shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of each Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
QUALIFICATION AS A REGULATED INVESTMENT COMPANY. Each Fund has elected to be taxed under Subchapter M of the Code as a regulated investment company and intends to maintain its qualification as such in each of its taxable years. As a regulated investment company, each Fund is not subject to federal income tax on the portion of its net investment income (i.e., taxable interest, dividends and other taxable ordinary income, net of expenses) and capital gain net income (i.e., the excess of capital gains over capital losses) that it distributes to shareholders, provided that it distributes an amount equal to (i) at least 90% of its investment company taxable income (i.e., net investment income, net foreign currency ordinary gain or loss and the excess of net short-term capital gain over net long-term capital loss) and (ii) at least 90% of the excess of its tax-exempt interest income under Code Section 103(a) over its deductions disallowed under Code Sections 265 and 171(a)(2) for the taxable year (the "Distribution Requirement"), and satisfies certain other requirements of the Code that are described below. Distributions by a Fund made during the taxable year or, under specified circumstances, within twelve months after the close of the taxable year, will be considered distributions of income and gain of the taxable year and can therefore satisfy the Distribution Requirement.
Each Fund may use "equalization accounting" in determining the portion of its net investment income and capital gain net income that has been distributed. A Fund that elects to use equalization accounting will allocate a portion of its realized investment income and capital gain to redemptions of Fund shares and will reduce the amount of such income and gain that it distributes in cash. However, each 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. The Internal Revenue Service has not published any guidance concerning the methods to be used in allocating investment income and capital gain to redemptions of shares. In the event that the Internal Revenue Service determines that a Fund is using an improper method of allocation and has underdistributed its net investment income and capital gain net income for any taxable year, such Fund may be liable for additional federal income tax.
In addition to satisfying the Distribution Requirement, a regulated investment company must derive at least 90% of its gross income from dividends, interest, certain payments with respect to securities loans, gain from the sale or other disposition of stock, securities or foreign currencies (to the extent such currency gains are directly related to the regulated investment company's principal business of investing in stock or securities) and 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 (the "Income Requirement"). Under certain circumstances, a Fund may be required to sell portfolio holdings to meet this requirement.
In addition to satisfying the requirements described above, each Fund must satisfy an asset diversification test in order to qualify as a regulated investment company (the "Asset Diversification Test"). Under this test, at the close of each quarter of each Fund's taxable year, 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 such issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of such issuer, and no more than 25% of the value of its 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.
For purposes of the Asset Diversification Test, the IRS has ruled that the issuer of a purchased listed call option on stock is the issuer of the stock underlying the option. The IRS has also informally ruled that, in general, the issuers of purchased or written call and put options on securities, of long and short positions on futures contracts on securities and of options on such future contracts are the issuers of the securities underlying such financial instruments where the instruments are traded on an exchange.
Where the writer of a listed call option owns the underlying securities, the IRS has ruled that the Asset Diversification Test will be applied solely to such securities and not to the value of the option itself. With respect to options on securities indexes, futures contracts on securities indexes and options on such futures contracts, the IRS has informally ruled that the issuers of such options and futures contracts are the separate entities whose securities are listed on the index, in proportion to the weighing of securities in the computation of the index. It is unclear under present law who should be treated as the issuer of forward foreign currency exchange contracts, of options on foreign currencies, or of foreign currency futures and related options. It has been suggested that the issuer in each case may be the foreign central bank or the foreign government backing the particular currency. Due to this uncertainty and because the Funds may not rely on informal rulings of the IRS, the Funds may find it necessary to seek a ruling from the IRS as to the application of the Asset Diversification Test to certain of the foregoing types of financial instruments or to limit its holdings of some or all such instruments in order to stay within the limits of such test.
If for any taxable year a Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) will be subject to tax at regular corporate rates without any deduction for distributions to shareholders, and such distributions will be taxable as ordinary dividends to the extent of such Fund's current and accumulated earnings and profits. Such distributions generally will be eligible for the dividends received deduction in the case of corporate shareholders and will be included in the qualified dividend income of noncorporate shareholders. See "Fund Distributions" below.
DETERMINATION OF TAXABLE INCOME OF A REGULATED INVESTMENT COMPANY. In general, gain or loss recognized by a Fund on the disposition of an asset will be a capital gain or loss. However, 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 which accrued during the period of time the Fund held the debt obligation unless the Fund made an election to accrue market discount into income. 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 which accrues during such year. In addition, under the rules of Code Section 988, gain or loss recognized on the disposition of a debt obligation denominated in a foreign currency or an option with respect thereto (but only to the extent attributable to changes in foreign currency exchange rates), and gain or loss recognized on the disposition of a foreign currency forward contract or of foreign currency itself, will generally be treated as ordinary income or loss. In certain cases, a fund may make an election to treat such loss as capital.
Certain hedging transactions that may be engaged in by certain of the Funds (such as short sales "against the box") may be subject to special tax treatment as "constructive sales" under Section 1259 of the Code if a Fund holds certain "appreciated financial positions" (defined generally as any interest
(including a futures or forward contract, short sale or option) with respect to stock, certain debt instruments, or partnership interests if there would be a gain were such interest sold, assigned, or otherwise terminated at its fair market value). Upon entering into a constructive sales transaction with respect to an appreciated financial position, a Fund will generally be deemed to have constructively sold such appreciated financial position and will recognize gain as if such position were sold, assigned, or otherwise terminated at its fair market value on the date of such constructive sale (and will take into account any gain for the taxable year which includes such date).
Some of the forward foreign currency exchange contracts, options and
futures contracts that certain of the Funds may enter into will be subject to
special tax treatment as "Section 1256 contracts." Section 1256 contracts that a
Fund holds are treated as if they are sold for their fair market value on the
last business day of the taxable year, regardless of whether a taxpayer's
obligations (or rights) under such contracts have terminated (by delivery,
exercise, entering into a closing transaction or otherwise) as of such date. Any
gain or loss recognized as a consequence of the year-end deemed disposition of
Section 1256 contracts is combined with any other gain or loss that was
previously recognized upon the termination of Section 1256 contracts during that
taxable year. The net amount of such gain or loss for the entire taxable year
(including gain or loss arising as a consequence of the year-end deemed sale of
such contracts) is deemed to be 60% long-term and 40% short-term gain or loss.
However, in the case of Section 1256 contracts that are forward foreign currency
exchange contracts, the net gain or loss is separately determined and (as
discussed above) generally treated as ordinary income or loss. If such a future
or option is held as an offsetting position and can be considered a straddle
under Section 1092 of the Code, such a straddle will constitute a mixed
straddle. A mixed straddle will be subject to both Section 1256 and Section 1092
unless certain elections are made by the Fund.
Other hedging transactions in which the Funds may engage may result in "straddles" or "conversion transactions" for U.S. federal income tax purposes. The straddle and conversion transaction rules may affect the character of gains (or in the case of the straddle rules, losses) realized by the Funds. In addition, losses realized by the Funds on positions that are part of a straddle may be deferred under the straddle rules, rather than being taken into account in calculating the taxable income for the taxable year in which the losses are realized. Because only a few regulations implementing the straddle rules and the conversion transaction rules have been promulgated, the tax consequences to the Funds of hedging transactions are not entirely clear. The hedging transactions may increase the amount of short-term capital gain realized by the Funds (and, if they are conversion transactions, the amount of ordinary income) which is taxed as ordinary income when distributed to shareholders.
Because application of any of the foregoing rules governing Section 1256 contracts, constructive sales, straddle and conversion transactions may affect the character of gains or losses, defer losses and/or accelerate the recognition of gains or losses from the affected investment or straddle positions, the taxable income of a Fund may exceed its book income. Accordingly, the amount which must be distributed to shareholders and which will be taxed to shareholders as ordinary income, qualified dividend income or long-term capital gain may also differ from the book income of the Fund and may be increased or decreased as compared to a fund that did not engage in such transactions.
EXCISE TAX ON REGULATED INVESTMENT COMPANIES. A 4% non-deductible excise tax is imposed on a regulated investment company that fails to distribute in each calendar year an amount equal to 98% of ordinary taxable income for the calendar year and 98% of capital gain net income (excess of capital gains over capital losses) 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 (a "taxable year election")). The balance of such income must be distributed during the next calendar year. For the foregoing purposes, a regulated investment company is treated as having distributed any amount on which it is subject to income tax for any taxable year ending in such calendar year.
For purposes of the excise tax, a regulated investment company shall
(1) reduce its capital gain net income (but not below its net capital gain) by
the amount of any net ordinary loss for the calendar year and (2) exclude
Section 988 foreign currency gains and losses incurred after October 31 (or
after the end
of its taxable year if it has made a taxable year election) in determining the amount of ordinary taxable income for the current calendar year (and, instead, include such gains and losses in determining ordinary taxable income for the succeeding calendar year).
Each Fund generally intends to make sufficient distributions or deemed distributions of its ordinary taxable income and capital gain net income prior to the end of each calendar year to avoid liability for the excise tax. However, in the event that the Internal Revenue Service determines that a Fund is using an improper method of allocation for purposes of equalization accounting (as discussed above), such Fund may be liable for excise tax. Moreover, investors should note that a Fund may in certain circumstances be required to liquidate portfolio investments to make sufficient distributions to avoid excise tax liability. In addition, under certain circumstances, a Fund may elect to pay a minimal amount of excise tax.
PFIC INVESTMENTS. The Funds are permitted to invest in foreign equity securities and thus may invest in stocks of foreign companies that are classified under the Code as passive foreign investment companies ("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.
The application of the PFIC rules may affect, among other things, the character of gain, the amount of gain or loss and the timing of the recognition and character of income with respect to PFIC stock, as well as subject the Funds themselves to tax on certain income from PFIC stock. For these reasons the amount that must be distributed to shareholders, and which will be taxed to shareholders as ordinary income or long-term capital gain, may be increased or decreased substantially as compared to a fund that did not invest in PFIC stock.
SWAP AGREEMENTS. Each Fund may enter into swap agreements. The rules governing the tax aspects of swap agreements are in a developing stage and are not entirely clear in certain respects. Accordingly, while a Fund intends to account for such transactions in a manner deemed to be appropriate, the IRS might not accept such treatment. If it did not, the status of a Fund as a regulated investment company might be affected. Each Fund intends to monitor developments in this area. Certain requirements that must be met under the Code in order for a Fund to qualify as a regulated investment company may limit the extent to which a Fund will be able to engage in swap agreements.
FUND DISTRIBUTIONS. Each Fund anticipates distributing substantially all of its investment company taxable income for each taxable year. Such distributions will be taxable to shareholders as ordinary income and treated as dividends for federal income tax purposes, but they will qualify for the 70% dividends received deduction for corporations and as qualified dividend income for individuals and other non-corporate taxpayers to the extent discussed below.
A Fund may either retain or distribute to shareholders its net capital gain (net long-term capital gain over net short-term capital loss) for each taxable year. Each Fund currently intends to distribute any such amounts. If net capital gain is distributed and designated as a capital gain dividend, it will be taxable to shareholders as long-term capital gain (currently taxable at a maximum rate of 15% for noncorporate shareholders) regardless of the length of time the shareholder has held his shares or whether such gain was recognized by the Fund prior to the date on which the shareholder acquired his shares. However, certain capital gain dividends distributed to noncorporate shareholders for the Fund's fiscal year ending December 31, 2003 may be taxable at a maximum rate of 20%. Conversely, if a Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carry forwards) at the 35% corporate tax rate. If a 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.
Ordinary income dividends paid by the Fund with respect to a taxable year will qualify for the 70% dividends received deduction generally available to corporations (other than corporations, such as "S" corporations, which are not eligible for the deduction because of their special characteristics and other than for purposes of special taxes such as the accumulated earnings tax and the personal holding company tax) to the extent of the amount of qualifying dividends received by the Fund from domestic corporations for the taxable year. However, the alternative minimum tax applicable to corporations may reduce the value of the dividends received deduction.
Ordinary income dividends paid by a Fund to individuals and other noncorporate taxpayers will be treated as qualified dividend income that is subject to tax at a maximum rate of 15% to the extent of the amount of qualifying dividends received by the Fund from domestic corporations and from foreign corporations that are either incorporated in a possession of the United States, or are eligible for benefits under certain income tax treaties with the United States that include an exchange of information program. In addition, qualifying dividends include dividends paid with respect to stock of a foreign corporation that is readily tradable on an established securities market in the United States. However, dividends received by the Fund from foreign personal holding companies, foreign investment companies or PFICs are not qualifying dividends. If the qualifying dividend income received by a 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.
Alternative minimum tax ("AMT") is imposed in addition to, but only to the extent it exceeds, the regular tax and is computed at a maximum rate of 28% for non-corporate taxpayers and 20% for corporate taxpayers on the excess of the taxpayer's alternative minimum taxable income ("AMTI") over an exemption amount. However, the AMT on capital gain dividends and qualified dividend income paid by a Fund to a noncorporate shareholder may not exceed a maximum rate of 15%. The corporate dividends received deduction is not itself an item of tax preference that must be added back to taxable income or is otherwise disallowed in determining a corporation's AMTI. However, corporate shareholders will generally be required to take the full amount of any dividend received from the Fund into account (without a dividends received deduction) in determining their adjusted current earnings, which are used in computing an additional corporate preference item (i.e., 75% of the excess of a corporate taxpayer's adjusted current earnings over its AMTI (determined without regard to this item and the AMTI net operating loss deduction)) that is includable in AMTI. However, certain small corporations are wholly exempt from the AMT.
Distributions by a Fund that do not constitute 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.
Distributions by a Fund will be treated in the manner described above regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another Fund). Shareholders receiving a distribution in the form of additional shares will be treated as receiving a distribution in an amount equal to the fair market value of the shares received, determined as of the reinvestment date.
Ordinarily, shareholders are required to take distributions by a 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.
If the net asset value of shares is reduced below a shareholder's cost as a result of a distribution by a Fund, such distribution generally will be taxable even though it represents a return of invested capital. Investors should be careful to consider the tax implications of buying shares of a Fund just prior to a distribution. The price of shares purchased at this time may reflect the amount of the forthcoming
distribution. Those purchasing just prior to a distribution will receive a distribution which generally will be taxable to them.
SALE OR REDEMPTION OF SHARES. A shareholder will recognize gain or loss on the sale or redemption of shares of a 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. 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. In general, any gain or loss arising from (or treated as arising from) the sale or redemption of shares of a Fund 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. Currently, any long-term capital gain recognized by a non-corporate shareholder will be subject to tax at a maximum rate of 15%. However, 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. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a non-corporate taxpayer, $3,000 of ordinary income.
BACKUP WITHHOLDING. The Funds may be required to withhold 28% of taxable distributions and/or redemption payments. For more information refer to "Purchase, Redemption and Pricing of Shares -- Backup Withholding."
FOREIGN SHAREHOLDERS. Taxation of a shareholder who, as to the United States, is a nonresident alien individual, foreign trust or estate, foreign corporation, or foreign partnership ("foreign shareholder"), depends on whether the income from a Fund is "effectively connected" with a U.S. trade or business carried on by such shareholder. If the income from a Fund is not effectively connected with a U.S. trade or business carried on by a foreign shareholder, distributions (other than distributions of long-term capital gain) will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution. Such a foreign shareholder would generally be exempt from U.S. federal income tax on gains realized on the redemption of shares of a Fund, capital gain dividends and amounts retained by a Fund that are designated as undistributed net capital gain.
If the income from a 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.
In the case of foreign non-corporate shareholders, a Fund may be required to withhold U.S. federal income tax at a rate of 28% on distributions that are otherwise exempt from withholding tax (or taxable at a reduced treaty rate) unless such shareholders furnish the Fund with proper notification of their foreign status.
Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from a Fund's election to treat any foreign income tax paid by it as paid by its 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.
Foreign persons who file a United States tax return to obtain a U.S. tax refund and who are not eligible to obtain a social security number must apply to the IRS for an individual taxpayer identification number, using IRS Form W-7. For a copy of the IRS Form W-7 and accompanying instructions, please contact your tax advisor or the IRS.
Transfers by gift of shares of a 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. In the absence of a treaty, there is a $13,000 statutory estate tax credit.
The tax consequences to a foreign shareholder entitled to claim the benefits of an applicable tax treaty may be different from those described herein. Foreign shareholders are urged to consult their own tax advisers with respect to the particular tax consequences to them of an investment in a Fund, including the applicability of foreign tax.
FOREIGN INCOME TAX. Investment income received by each Fund from sources within foreign countries may be subject to foreign income tax withheld at the source. The United States has entered into tax treaties with many foreign countries which entitle the Funds 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 a Fund's assets to be invested in various countries is not known.
If more than 50% of the value of a 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"). 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 taxes 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 non-corporate shareholder who does not itemize deductions or who is subject to alternative minimum tax.
Unless certain requirements are met, a credit for foreign tax is subject to the limitation that it may not exceed the shareholder's U.S. tax (determined without regard to the availability of the credit) attributable to the shareholder's foreign source taxable income. In determining the source and character of distributions received from a Fund for this purpose, shareholders will be required to allocate Fund distributions according to the source of the income realized by the Fund. Each Fund's gain from the sale of stock and securities and certain currency fluctuation gain and loss will generally be treated as derived from U.S. sources. In addition, the limitation on the foreign tax credit is applied separately to foreign source "passive" income, such as dividend income, and the portion of foreign source income consisting of qualified dividend income is reduced by approximately 57% to account for the tax rate differential. Individuals who have no more than $300 ($600 for married persons filing jointly) of creditable foreign tax included on Form 1099 and whose foreign source income is all "qualified passive income" may elect each year to be exempt from the foreign tax credit limitation and will be able to claim a foreign tax credit without filing Form 1116 with its corresponding requirement to report income and tax by country. Moreover, no foreign tax credit will be allowable to any shareholder who has not held his shares of the Fund for at least 16 days during the 30-day period beginning 15 days before the day such shares become ex-dividend with respect to any Fund distribution to which foreign income taxes are attributed (taking into account certain holding period reduction requirements of the Code). Because of these limitations, shareholders may be unable to claim a credit for the full amount of their proportionate shares of the foreign income tax paid by a Fund.
EFFECT OF FUTURE LEGISLATION; LOCAL TAX CONSIDERATIONS. The foregoing general discussion of U.S. federal income tax consequences is based on the Code and the regulations issued thereunder as in effect on April 30, 2004. Future legislative or administrative changes or court decisions may significantly change the conclusions expressed herein, and any such changes or decisions may have a retroactive effect with respect to the transactions contemplated herein.
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. Non-U.S. shareholders may be subject to U.S. tax rules that differ significantly from those summarized above. Shareholders are urged to consult their tax advisers as to the consequences of these and other state and local tax rules affecting investment in the Funds.
DISTRIBUTION OF SECURITIES
DISTRIBUTOR
The Trust has entered into master distribution agreements as amended, relating to the Funds (the "Distribution Agreement") with AIM Distributors, a registered broker-dealer and a wholly owned subsidiary of AIM, pursuant to which AIM Distributors acts as the distributor of shares of the Funds. The address of AIM Distributors is P.O. Box 4739, Houston, Texas 77210-4739. Certain trustees and officers of the Trust are affiliated with AIM Distributors. See "Management of the Trust."
The Distribution Agreement provides AIM Distributors with the exclusive right to distribute shares of the Funds on a continuous basis directly and through other broker-dealers with whom AIM Distributors has entered into selected dealer agreements. AIM Distributors has not undertaken to sell any specified number of shares of any classes of the Funds.
The Trust (on behalf of the Institutional Classes) or AIM 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.
AIM Distributors may, from time to time, at its expense pay a bonus or other consideration or incentive to dealers or banks. The total amount of such additional bonus payments or other consideration shall not exceed 0.10% of the public offering price of the shares sold or of average daily net assets of the Funds attributable to that particular dealer. At the option of the dealer, such incentives may take the form of payment for travel expenses, including lodging, incurred in connection with trips taken by qualifying registered representatives and their families to places within or outside the United States. Any such bonus or incentive programs will not change the price paid by investors for the purchase of the applicable Fund's shares or the amount that any particular Fund will receive as proceeds from such sales. Dealers may not use sales of the Funds' shares to qualify for any incentives to the extent that such incentives may be prohibited by the laws of any state.
CALCULATION OF PERFORMANCE DATA
Although performance data may be useful to prospective investors when comparing a Fund's performance with other funds and other potential investments, investors should note that the methods of computing performance of other potential investments are not necessarily comparable to the methods employed by a Fund.
Average Annual Total Return Quotation
The standard formula for calculating average annual total
return is as follows:
n
P(1+T) =ERV
Where P = a hypothetical initial payment of $1,000; T = average annual total return (assuming the applicable maximum sales load is deducted at the beginning of the one, five or ten year periods); n = number of years; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the one, five or ten year periods (or fractional portion of such period). |
The average annual total returns for each Fund, with respect to its Institutional Class shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix J.
Total returns quoted in advertising reflect all aspects of a Fund's return, including the effect of reinvesting dividends and capital gain distributions, and any change in the Fund's net asset value per share over the period. Cumulative total return reflects the performance of a Fund over a stated period of time. Average annual total returns are calculated by determining the growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period.
Each Fund's total return is calculated in accordance with a standardized formula for computation of annualized total return. Standardized total return for Institutional Class shares does not reflect a deduction of any sales charge, since that class is sold and redeemed at net asset value.
A Fund's total return shows its overall change in value, including changes in share price and assuming all the Fund's dividends and capital gain distributions are reinvested. A cumulative total return reflects the Fund's performance over a stated period of time. An average annual total return reflects the hypothetical compounded annual rate of return that would have produced the same cumulative total return if the Fund's performance had been constant over the entire period. Because average annual returns tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its cumulative and average annual returns into income results and capital gains or losses.
Alternative Total Return Quotations
Standard total return quotes may be accompanied by total return figures calculated by alternative methods. For example, average annual total return may be calculated without assuming payment of the full sales load according to the following formula:
n P(1+U) =ERV
Where P = a hypothetical initial payment of $1,000; U = average annual total return assuming payment of only a stated portion of, or none of, the applicable maximum sales load at the beginning of the stated period; n = number of years; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the stated period. |
Cumulative total return across a stated period may be calculated as follows:
P(1+V)=ERV
Where P = a hypothetical initial payment of $1,000. V = cumulative total return assuming payment of all of, a stated portion of, or none of, the applicable maximum sales load at the beginning of the stated period; and ERV = ending redeemable value of a hypothetical $1,000 payment at the end of the stated period. |
The cumulative total returns for each Fund, with respect to its Institutional Class shares for the one, five, and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix J.
Average Annual Total Return (After Taxes on Distributions) Quotation
A Fund's average annual total return (after taxes on distributions) shows its overall change in value, including changes in share price and assuming all the Fund's dividends and capital gain distributions are reinvested. It reflects the deduction of federal income taxes on distributions, but not on redemption proceeds. Average annual total returns (after taxes on distributions) are calculated by
determining the after-tax growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. Because average annual total returns (after taxes on distributions) tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its average annual total returns (after taxes on distributions) into income results and capital gains or losses.
The standard formula for calculating average annual total return (after taxes on distributions) is:
n P(1+T) = ATV D Where P = a hypothetical initial payment of $1,000; T = average annual total return (after taxes on distributions); n = number of years; and ATV = ending value of a hypothetical $1,000 payment made D at the beginning of the one, five, or ten year periods (or since inception, if applicable) at the end of the one, five, or ten year periods (or since inception, if applicable), after taxes on fund distributions but not after taxes on redemption. |
Standardized average annual total return (after taxes on distributions) for Institutional Class shares does not reflect a deduction of any sales charges since that class is sold and redeemed at net asset value.
The after-tax returns assume all distributions by a Fund, less the taxes due on such distributions, are reinvested at the price calculated as stated in the prospectus on the reinvestment dates during the period. Taxes on a Fund's distributions are calculated by applying to each component of the distribution (e.g., ordinary income and long-term capital gain) the highest corresponding individual marginal federal income tax rates in effect on the reinvestment date. The taxable amount and tax character of each distribution is as specified by the Fund on the dividend declaration date, but reflects any subsequent recharacterizations of distributions. The effect of applicable tax credits, such as the foreign tax credit, are also taken into account. The calculations only reflect federal taxes, and thus do not reflect state and local taxes or the impact of the federal alternative minimum tax.
The average annual total returns (after taxes on distributions) for each Fund, with respect to its Institutional Class shares for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix J.
Average Annual Total Return (After Taxes on Distributions and Sale of Fund Shares) Quotation
A Fund's average annual total return (after taxes on distributions and sale of Fund shares) shows its overall change in value, including changes in share price and assuming all the Fund's dividends and capital gain distributions are reinvested. It reflects the deduction of federal income taxes on both distributions and proceeds. Average annual total returns (after taxes on distributions and redemption) are calculated by determining the after-tax growth or decline in value of a hypothetical investment in a Fund over a stated period of time, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. Because average annual total returns (after taxes on distributions and redemption) tend to even out variations in the Fund's return, investors should recognize that such returns are not the same as actual year-by-year results. To illustrate the components of overall performance, a Fund may separate its average annual total returns (after taxes on distributions and redemption) into income results and capital gains or losses.
The standard formula for calculating average annual total return (after taxes on distributions and redemption) is:
n P(1+T) = ATV DR Where P = a hypothetical initial payment of $1,000; T = average annual total return (after taxes on distributions and redemption); n = number of years; and ATV = ending value of a hypothetical $1,000 payment made DR at the beginning of the one, five, or ten year periods (or since inception, if applicable) at the end of the one, five, or ten year periods (or since inception, if applicable), after taxes on fund distributions and redemption. |
Standardized average annual total return (after taxes on distributions and redemption) for Institutional Class shares does not reflect a deduction of any sales charges since that class is sold and redeemed at net asset value.
The after-tax returns assume all distributions by a Fund, less the taxes due on such distributions, are reinvested at the price calculated as stated in the prospectus on the reinvestment dates during the period. Taxes due on a Fund's distributions are calculated by applying to each component of the distribution (e.g., ordinary income and long-term capital gain) the highest corresponding individual marginal federal income tax rates in effect on the reinvestment date. The taxable amount and tax character of each distribution is as specified by the Fund on the dividend declaration date, but reflects any subsequent recharacterizations of distributions. The effect of applicable tax credits, such as the foreign tax credit, are also taken into account. The calculations only reflect federal taxes, and thus do not reflect state and local taxes or the impact of the federal alternative minimum tax.
The ending values for each period assume a complete liquidation of all shares. The ending values for each period are determined by subtracting capital gains taxes resulting from the sale of Fund shares and adding the tax benefit from capital losses resulting from the sale of Fund shares. The capital gain or loss upon sale of Fund shares is calculated by subtracting the tax basis from the proceeds. Capital gains taxes (or the benefit resulting from tax losses) are calculated using the highest federal individual capital gains tax rate for gains of the appropriate character (e.g., ordinary income or long-term) in effect on the date of the sale of Fund shares and in accordance with federal tax law applicable on that date. The calculations assume that a shareholder may deduct all capital losses in full.
The basis of shares acquired through the $1,000 initial investment are tracked separately from subsequent purchases through reinvested distributions. The basis for a reinvested distribution is the distribution net of taxes paid on the distribution. Tax basis is adjusted for any distributions representing returns of capital and for any other tax basis adjustments that would apply to an individual taxpayer.
The amount and character (i.e., short-term or long-term) of capital gain or loss upon sale of Fund shares is determined separately for shares acquired through the $1,000 initial investment and each subsequent purchase through reinvested distributions. The tax character is determined by the length of the measurement period in the case of the initial $1,000 investment and the length of the period between reinvestment and the end of the measurement period in the case of reinvested distributions.
The average annual total returns (after taxes on distributions and redemption) for each Fund, with respect to its Institutional Class shares for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are found in Appendix J.
Yield Quotation
Yield is a function of the type and quality of a Fund's investments, the maturity of the securities held in a Fund's portfolio and the operating expense ratio of the Fund. Yield is computed in accordance with standardized formulas described below and can be expected to fluctuate from time to time and is not necessarily indicative of future results. Accordingly, yield information may not provide a basis for comparison with investments which pay a fixed rate of interest for a stated period of time.
Income calculated for purposes of calculating a Fund's yield differs from income as determined for other accounting purposes. Because of the different accounting methods used, and because of the compounding assumed in yield calculations, the yield quoted for a Fund may differ from the rate of distributions from the Fund paid over the same period or the rate of income reported in the Fund's financial statements.
The standard formula for calculating yield for each Fund is as follows:
Where a = dividends and interest earned during a stated 30-day period. For purposes of this calculation, dividends are accrued rather than recorded on the ex-dividend date. Interest earned under this formula must generally be calculated based on the yield to maturity of each obligation (or, if more appropriate, based on yield to call date). b = expenses accrued during period (net of reimbursements). c = the average daily number of shares outstanding during the period that were entitled to receive dividends. d = the maximum offering price per share on the last day of the period. |
The yield for the AIM Balanced Fund and AIM Basic Balanced Fund for the 30 day period ended December 31, 2003 is found in Appendix J.
Performance Information
All advertisements for the Funds will disclose the maximum sales charge (including deferred sales charges) imposed on purchases of a Fund's shares. If any advertised performance data does not reflect the maximum sales charge (if any), such advertisement will disclose that the sales charge has not been deducted in computing the performance data, and that, if reflected, the maximum sales charge would reduce the performance quoted. Further information regarding each Fund's performance is contained in that Fund's annual report to shareholders, which is available upon request and without charge.
From time to time, AIM or its affiliates may waive all or a portion of their fees and/or assume certain expenses of any Fund. Fee waivers or reductions or commitments to reduce expenses will have the effect of increasing that Fund's yield and total return.
The performance of each Fund will vary from time to time and past results are not necessarily indicative of future results.
Total return and yield figures for the Funds are neither fixed nor guaranteed. The Funds may provide performance information in reports, sales literature and advertisements. The Funds may also, from time to time, quote information about the Funds published or aired by publications or other media entities which contain articles or segments relating to investment results or other data about one or more of the Funds. The following is a list of such publications or media entities:
Advertising Age Financial Planning Investor's Business Daily Barron's Financial Product News Journal of the American Best's Review Financial Services Week Society of CLU & ChFC Bloomberg Financial World Kiplinger Letter Broker World Forbes Money Business Week Fortune Mutual Fund Forecaster Changing Times Hartford Courant Nation's Business Christian Science Monitor Inc. New York Times Consumer Reports Institutional Investor Pension World Economist Insurance Forum Pensions & Investments FACS of the Week Insurance Week Personal Investor |
Philadelphia Inquirer Wall Street Journal PBS The Bond Buyer Washington Post USA Today CNN U.S. News & World Report CNBC |
Each Fund may also compare its performance to performance data of similar mutual funds as published by the following services:
Bank Rate Monitor
Bloomberg
Factset Data Systems
Lipper, Inc.
Morningstar, Inc.
Standard & Poor's
Strategic Insight
Thompson Financial
Each Fund's performance may also be compared in advertising to the performance of comparative benchmarks such as the following:
Lehman Brothers U.S. Aggregate Bond Index
Lipper Balanced Fund Index
Lipper Large Cap Core Fund Index
Lipper Large Cap Value Fund Index
Russell 3000--Registered Trademark-- Index
Russell 1000--Registered Trademark-- Value
Standard & Poor's 500 Stock Index
Each Fund may also compare its performance to rates on Certificates of Deposit and other fixed rate investments such as the following:
10 year Treasury Notes
90 day Treasury Bills
Advertising for the Funds may from time to time include discussions of general economic conditions and interest rates. Advertising for such Funds may also include references to the use of those Funds as part of an individual's overall retirement investment program. From time to time, sales literature and/or advertisements for any of the Funds may disclose: (i) the largest holdings in the Fund's portfolio; (ii) certain selling group members; (iii) certain institutional shareholders; (iv) measurements of risk, including standard deviation, Beta and Sharpe ratios; and/or (v) capitalization and sector analyses of holdings in the Funds' portfolios.
From time to time, the Funds' sales literature and/or advertisements may discuss generic topics pertaining to the mutual fund industry. This includes, but is not limited to, literature addressing general information about mutual funds, discussions regarding investment styles, such as the growth, value or GARP (growth at a reasonable price) styles of investing), variable annuities, dollar-cost averaging, stocks, bonds, money markets, certificates of deposit, retirement, retirement plans, asset allocation, tax-free investing, college planning and inflation.
PENDING LITIGATION
A number of civil lawsuits, including purported class action and shareholder derivative suits, have been filed that involved one or more AIM or INVESCO Funds, their former and/or current investment adviser and/or certain other related parties and that are related to the claims filed by the SEC and/or the New York Attorney General against these parties. A list of such lawsuits that have been served, or for which service of process has been waived, as of March 18, 2004 is set forth in Appendix K.
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
Moody's corporate ratings areas follows:
Aaa: Bonds and preferred stock which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt-edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.
AA: Bonds and preferred stock which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. These are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risk in Aa rated bonds appear somewhat larger than those securities rated Aaa.
A: Bonds and preferred stock which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future.
BAA: Bonds and preferred stock which are rated Baa are considered as medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.
BA: Bonds and preferred stock which are rated Ba are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.
B: Bonds and preferred stock which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.
CAA: Bonds and preferred stock which are rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.
CA: Bonds and preferred stock which are rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.
C: Bonds and preferred stock which are rated C are the lowest rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.
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
Moody's short-term ratings are opinions of the ability of issuers to honor senior financial obligations and contracts. Such obligations generally have an original maturity not exceeding one year, unless explicitly noted.
Moody's employs the following designations, all judged to be investment grade , to indicate the relative repayment ability of rated issuers.
PRIME-1: Issuers (or supporting institutions) rated Prime-1 have a superior
ability for repayment of senior short-term obligations. Prime-1 repayment
ability will often be evidenced by many of the following characteristics:
leading market positions in well-established industries; high rates of return on
funds employed; conservative capitalization structure with moderate reliance on
debt and ample asset protection; broad margins in earnings coverage of fixed
financial charges and high internal cash generation; and well-established access
to a range of financial markets and assured sources of alternate liquidity.
PRIME-2: Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay senior short-term debt obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, may be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.
PRIME-3: Issuers (or supporting institutions) rated Prime-3 have an acceptable ability for repayment of senior short-term debt obligations. The effect of industry characteristics and market compositions may be more pronounced. Variability in earnings and profitability may result in changes in the level of debt protection measurements and may require relatively high financial leverage. Adequate alternate liquidity is maintained.
NOT PRIME: Issuers rated Not Prime do not fall within any of the Prime rating categories.
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 applies 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.
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.
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.
NR: Not Rated.
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 note 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
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 dependant 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.
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.
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.
APPENDIX B
TRUSTEES AND OFFICERS
As of April 30, 2004
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR OTHER POSITION(s) HELD OFFICER TRUSTEESHIP(s) HELD WITH THE TRUST SINCE PRINCIPAL OCCUPATION(s) DURING PAST 5 YEARS BY TRUSTEE --------------------------- ------- ---------------------------------------------------- -------------------- INTERESTED PERSONS Robert H. Graham(1) -- 1946 1992 Director and Chairman, A I M Management Group Inc. None Trustee, Chairman and (financial services holding company); Director and President Vice Chairman, AMVESCAP PLC and Chairman of AMVESCAP PLC - AIM Division (parent of AIM and a global investment management firm) Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); and Chief Executive Officer, AMVESCAP PLC - Managed Products Mark H. Williamson(2) -- 1951 2003 Director, President and Chief Executive Officer, A I None Trustee and Executive Vice M Management Group Inc. (financial services holding President company); Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director, A I M Capital Management, Inc. (registered investment advisor) and A I M Distributors, Inc. (registered broker dealer); Director and Chairman, AIM Investment Services, Inc. (registered transfer agent), and Fund Management Company (registered broker dealer); and Chief Executive Officer, AMVESCAP PLC - AIM Division (parent of AIM and a global investment management firm) Formerly: Director, Chairman, President and Chief Executive Officer, INVESCO Funds Group, Inc.; and INVESCO Distributors, Inc.; Chief Executive Officer, AMVESCAP PLC - Managed Products; Chairman and Chief Executive Officer of NationsBanc Advisors, Inc.; and Chairman of NationsBanc Investments, Inc. |
(1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust.
(2) Mr. Williamson is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust.
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR OTHER POSITION(s) HELD OFFICER TRUSTEESHIP(s) HELD WITH THE TRUST SINCE PRINCIPAL OCCUPATION(s) DURING PAST 5 YEARS BY TRUSTEE --------------------------- ------- ---------------------------------------------------- -------------------- INDEPENDENT TRUSTEES Bob R. Baker - 1936 2003 Retired None Trustee Formerly: President and Chief Executive Officer, AMC Cancer Research Center; and Chairman and Chief Executive Officer, First Columbia Financial Corporation Frank S. Bayley -- 1939 2001 Of Counsel, law firm of Baker & McKenzie Badgley Funds, Inc. Trustee (registered Formerly: Partner, law firm of Baker & McKenzie investment company) James T. Bunch - 1942 2003 Co-President and Founder, Green, Manning & Bunch, None Trustee Ltd. (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation Bruce L. Crockett -- 1944 1987 Chairman, Crockett Technology Associates (technology ACE Limited Trustee consulting company) (insurance company); and Captaris, Inc. (unified messaging provider) Albert R. Dowden -- 1941 2000 Director of a number of public and private business Cortland Trust, Inc. Trustee corporations, including the Boss Group, Ltd. (private (Chairman) investment and management) and Magellan Insurance (registered Company investment company); Annuity and Life Re Formerly: Director, President and Chief Executive (Holdings), Ltd. Officer, Volvo Group North America, Inc.; Senior Vice (insurance company) President, AB Volvo; and director of various affiliated Volvo companies Edward K. Dunn, Jr. -- 1935 1998 Retired None Trustee Formerly: Chairman, Mercantile Mortgage Corp.; President and Chief Operating Officer, Mercantile-Safe Deposit & Trust Co.; and President, Mercantile Bankshares Corp. Jack M. Fields -- 1952 1997 Chief Executive Officer, Twenty First Century Group, Administaff, and Trustee Inc. (government affairs company) and Texana Timber Discovery Global LP (sustainable forestry company) Education Fund (non-profit) |
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR OTHER POSITION(s) HELD OFFICER TRUSTEESHIP(s) HELD WITH THE TRUST SINCE PRINCIPAL OCCUPATION(s) DURING PAST 5 YEARS BY TRUSTEE --------------------------- ------- ---------------------------------------------------- -------------------- Carl Frischling -- 1937 1993 Partner, law firm of Kramer Levin Naftalis and Cortland Trust, Inc. Trustee Frankel LLP (registered investment company) Gerald J. Lewis - 1933 2003 Chairman, Lawsuit Resolution Services (San Diego, General Chemical Trustee California) Group, Inc. Formerly: Associate Justice of the California Court of Appeals Prema Mathai-Davis -- 1950 1998 Formerly: Chief Executive Officer, YWCA of the USA None Trustee Lewis F. Pennock -- 1942 1992 Partner, law firm of Pennock & Cooper None Trustee Ruth H. Quigley -- 1935 2001 Retired None Trustee Louis S. Sklar -- 1939 1993 Executive Vice President, Development and Operations, None Trustee Hines Interests Limited Partnership (real estate development company) Larry Soll, Ph.D. - 1942 2003 Retired None Trustee OTHER OFFICERS Kevin M. Carome - 1956 2003 Director, Senior Vice President, Secretary and N/A Senior Vice President, General Counsel, A I M Management Group Inc. Secretary and Chief Legal (financial services holding company) and A I M Officer Advisors, Inc.; Vice President, A I M Capital Management, Inc., A I M Distributors, Inc. and AIM Investment Services, Inc.; and Director, Vice President and General Counsel, Fund Management Company Formerly: Senior Vice President and General Counsel, Liberty Financial Companies, Inc.; and Senior Vice President and General Counsel, Liberty Funds Group, LLC Robert G. Alley -- 1948 1992 Managing Director, Chief Fixed Income Officer and N/A Vice President Senior Investment Officer, A I M Capital Management, Inc. and Vice President, A I M Advisors, Inc. |
TRUSTEE NAME, YEAR OF BIRTH AND AND/OR OTHER POSITION(s) HELD OFFICER TRUSTEESHIP(s) HELD WITH THE TRUST SINCE PRINCIPAL OCCUPATION(s) DURING PAST 5 YEARS BY TRUSTEE --------------------------- ------- ---------------------------------------------------- -------------------- Stuart W. Coco - 1955 1992 Managing Director and Director of Money Market N/A Vice President Research and Special Projects, A I M Capital Management, Inc.; and Vice President, A I M Advisors, Inc. Melville B. Cox -- 1943 1992 Vice President and Chief Compliance Officer, A I M N/A Vice President Advisors, Inc. and A I M Capital Management, Inc.; and Vice President, AIM Investment Services, Inc. Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M Advisors, N/A Vice President and Inc.; Treasurer Formerly: Vice President, A I M Distributors, Inc.; and Senior Vice President, AIM Investment Services, Inc. Karen Dunn Kelley - 1960 1992 Director of Cash Management, Managing Director and N/A Vice President Chief Cash Management Officer, A I M Capital Management, Inc.; Director and President, Fund Management Company, and Vice President, A I M Advisors, Inc.. Edgar M. Larsen-- 1940 1999 Director and Executive Vice President, A I M N/A Vice President Management Group Inc., Director and Senior Vice President, A I M Advisors, Inc.; and Director, Chairman, President, Director of Investments, Chief Executive Officer and Chief Investment Officer, A I M Capital Management, Inc. |
TRUSTEE OWNERSHIP OF PORTFOLIO SHARES AS OF DECEMBER 31, 2003
AGGREGATE DOLLAR RANGE OF EQUITY SECURITIES IN ALL REGISTERED INVESTMENT COMPANIES OVERSEEN BY PER PORTFOLIO TRUSTEE IN NAME OF TRUSTEE DOLLAR RANGE OF EQUITY SECURITIES THE AIM FAMILY OF FUNDS--Registered Trademark-- ------------------------- --------------------------------------------------- ----------------------------------------------- Robert H. Graham Balanced Over $100,000 Over $100,000 Basic Balanced Over $100,000 Premier Equity Over $100,000 Small Cap Equity Over $100,000 Mark H. Williamson European Small Company $10,001 - $50,000 Over $100,000 International Emerging Growth $10,001 - $50,000 Mid Cap Basic Value $50,001 - $100,000 Bob R. Baker International Emerging Growth Over $100,000 Over $100,000 Small Cap Equity Over $100,000 Frank S. Bayley European Small Company $1 - $10,000 $50,001 - $100,000 Premier Equity $1 - $10,000 James T. Bunch [ ] Over $100,000 Bruce L. Crockett Mid Cap Basic Value $1 - $10,000 $10,001 - $50,000 Small Cap Equity $1 - $10,000 Albert R. Dowden Small Cap Equity $10,001 - $50,000 Over $100,000 Edward K. Dunn, Jr. - 0 - Over $100,000(3) Jack M. Fields Premier Equity Over $100,000 Over $100,000(3) Carl Frischling Basic Balanced $50,001 - $100,000 Over $100,000(3) European Small Company $50,001- $100,000 International Emerging Growth $50,001 - $100,000 Premier Equity $50,001- $100,000 Gerald J. Lewis -0- $50,001 - $100,000 Prema Mathai-Davis -0- $1 - $10,000(3) |
(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.
Lewis F. Pennock Balanced $10,001 - $50,000 $50,001 - $100,000 Ruth H. Quigley -0- $1 -$10,000 Louis S. Sklar - 0 - Over $100,000(3) Larry Soll, Ph.D. [- 0 -] 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.
APPENDIX C
TRUSTEE COMPENSATION TABLE
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with AIM during the year ended December 31, 2003:
ESTIMATED ANNUAL RETIREMENT BENEFITS AGGREGATE BENEFITS UPON TOTAL COMPENSATION FROM ACCRUED RETIREMENT COMPENSATION THE BY ALL FROM ALL AIM FROM ALL AIM TRUSTEE TRUST(1) AIM FUNDS(2) FUNDS (3) FUNDS (4) ------------------------------------- ------------------- ---------------- ----------------- ------------------ Bob R. Baker(5) $3,326 $32,635 $114,131 $154,554 Frank S. Bayley 18,432 131,228 90,000 159,000 James T. Bunch(5) 3,326 20,436 90,000 138,679 Bruce L. Crockett 18,554 46,000 90,000 160,000 Albert R. Dowden 18,432 57,716 90,000 159,000 Edward K. Dunn, Jr. 18,554 94,860 90,000 160,000 Jack M. Fields 18,427 28,036 90,000 159,000 Carl Frischling(6) 18,554 40,447 90,000 160,000 Gerald J. Lewis(5) 3,326 20,436 90,000 142,054 Prema Mathai-Davis 18,554 33,142 90,000 160,000 Lewis F. Pennock 18,554 49,610 90,000 160,000 Ruth H. Quigley 18,554 126,050 90,000 160,000 Louis S. Sklar 18,554 72,786 90,000 160,000 Larry Soll(5) 3,326 48,830 108,090 140,429 |
(1) Amounts shown are based on the fiscal year ended December 31, 2003. The total amount of compensation deferred by all trustees of the Trust during the fiscal year ended December 31, 2003, including earnings, was $67,181.
(2) During the fiscal year ended December 31, 2003, the total amount of expenses allocated to the Trust in respect of such retirement benefits was $91,207.
(3) These amounts represent the estimated annual benefits payable by the AIM Funds and INVESCO Funds upon the trustee's retirement. These estimated benefits assume each trustee serves until his or her normal retirement date and has ten years of service.
(4) All trustees currently serve as trustees of 19 registered investment companies advised by AIM.
(5) Messrs. Baker, Bunch, Lewis and Dr. Soll were elected as trustees of the Trust on October 21, 2003.
(6) During the fiscal year ended December 31, 2003 the Trust paid $66,385 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.
APPENDIX D
PROXY POLICIES AND PROCEDURES
Reviewed by the AIM Funds Board of Directors/Trustees June 10, 2003 Adopted by the Board of Directors of each of A I M Advisors, Inc., A I M Capital Management, Inc., AIM Private Asset Management, Inc. and AIM Alternative Asset Management Company, Inc. June 26, 2003
(REVISED AS OF JANUARY 8, 2004)
A. PROXY POLICIES
Each of A I M Advisors, Inc., A I M Capital Management, Inc., AIM Private Asset Management, Inc. and AIM Alternative Asset Management Company, Inc. (each an "AIM Advisor" and collectively "AIM") has the fiduciary obligation to, at all times, make the economic best interest of advisory clients the sole consideration when voting proxies of companies held in client accounts. As a general rule, each AIM Advisor 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, AIM believes in supporting the management of companies in which it invests, and will accord proper weight to the positions of a company's board of directors, and the AIM portfolio managers who chose to invest in the companies. Therefore, on most issues, our votes have been cast in accordance with the recommendations of the company's board of directors, and we do not currently expect that trend to change. Although AIM's proxy voting policies are stated below, AIM's proxy committee considers all relevant facts and circumstances, and retains the right to vote proxies as deemed appropriate.
I. BOARDS OF DIRECTORS
A board that has at least a majority of independent directors is integral to good corporate governance. Key board committees, including audit, compensation and nominating committees, should be completely independent.
There are some actions by directors that should result in votes being withheld. These instances include directors who:
o Are not independent directors and (a) sit on the board's audit, compensation or nominating committee, or (b) sit on a board where the majority of the board is not independent;
o Attend less than 75 percent of the board and committee meetings without a valid excuse;
o Implement or renew a dead-hand or modified dead-hand poison pill;
o Sit on the boards of an excessive number of companies;
o Enacted egregious corporate governance or other policies or failed to replace management as appropriate;
o Have failed to act on takeover offers where the majority of the shareholders have tendered their shares; or
o Ignore a shareholder proposal that is approved by a majority of the shares outstanding.
Votes in a contested election of directors must be evaluated on a case-by-case basis, considering the following factors:
o Long-term financial performance of the target company relative to its industry;
o Management's track record;
o Portfolio manager's assessment;
o Qualifications of director nominees (both slates);
o Evaluation of what each side is offering shareholders as well as the likelihood that the proposed objectives and goals can be met; and
o Background to the proxy contest.
II. INDEPENDENT AUDITORS
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 will support the reappointment of the company's auditors unless:
o It is not clear that the auditors will be able to fulfill their function;
o There is reason to believe the independent auditors have rendered an opinion that is neither accurate nor indicative of the company's financial position; or
o The auditors have a significant professional or personal relationship with the issuer that compromises the auditors' independence.
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 all incentives, awards and compensation, and compare them to a company-specific adjusted allowable dilution cap and a weighted average estimate of shareholder wealth transfer and voting power dilution.
o We will generally vote against equity-based plans where the total dilution (including all equity-based plans) is excessive.
o We will support 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.
o We will 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") feature.
o We will vote for proposals to reprice options if there is a value-for-value (rather than a share-for-share) exchange.
o We will generally support the board's discretion to determine and grant appropriate cash compensation and severance packages.
IV. CORPORATE MATTERS
We will review management proposals relating to changes to capital structure, reincorporation, restructuring and mergers and acquisitions on a case by case basis, considering 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.
o We will vote for merger and acquisition proposals that the proxy committee and relevant portfolio managers believe, based on their review of the materials, will result in financial and operating benefits, have a fair offer price, have favorable PROSPECTS FOR THE
combined companies, and will not have a negative impact on corporate governance or shareholder rights.
o We will vote against proposals to increase the number of authorized shares of any class of stock that has superior voting rights to another class of stock.
o 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.
o We will vote for proposals to institute open-market share repurchase plans in which all shareholders participate on an equal basis.
V. SHAREHOLDER PROPOSALS
Shareholder proposals can be extremely complex, and the impact on share value can rarely be anticipated with any high degree of confidence. The proxy committee reviews shareholder proposals on a case-by-case basis, giving careful consideration to such factors 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.
o We will generally abstain from shareholder social and environmental proposals.
o We will generally support the board's discretion regarding shareholder proposals that involve ordinary business practices.
o 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.
o We will generally vote for proposals to lower barriers to shareholder action.
o We will generally vote for proposals to subject shareholder rights plans to a shareholder vote. In evaluating these plans, we give favorable consideration to the presence of "TIDE" provisions (short-term sunset provisions, qualified bid/permitted offer provisions, and/or mandatory review by a committee of independent directors at least every three years).
VI. OTHER
o We will vote against any proposal where the proxy materials lack sufficient information upon which to base an informed decision.
o We will vote against any proposals to authorize the proxy to conduct any other business that is not described in the proxy statement.
o We will vote any matters not specifically covered by these proxy policies and procedures in the economic best interest of advisory clients.
AIM's proxy policies, and the procedures noted below, may be amended from time to time.
B. PROXY COMMITTEE PROCEDURES
The proxy committee currently consists of representatives from the Legal and Compliance Department, the Investments Department and the Finance Department.
The committee members review detailed reports analyzing the proxy issues and have access to proxy statements and annual reports. The committee then discusses the issues and determines the vote. The committee shall give appropriate and significant weight to portfolio managers' views regarding a proposal's impact on shareholders. A proxy committee meeting requires a quorum of three committee members, voting in person or by proxy.
AIM's proxy committee shall consider its fiduciary responsibility to all clients when addressing proxy issues and vote accordingly. The proxy committee may enlist the services of reputable outside professionals and/or proxy evaluation services, such as Institutional Shareholder Services or any of its subsidiaries ("ISS"), to assist with the analysis of voting issues and/or to carry out the actual voting process. To the extent the services of ISS or another provider are used, the proxy committee shall periodically review the policies of that provider.
In addition to the foregoing, the following shall be strictly adhered to unless contrary action receives the prior approval of the Funds' Board of Directors/Trustees:
1. Other than by voting proxies and participating in Creditors' committees, AIM shall not engage in conduct that involves an attempt to change or influence the control of a company.
2. AIM will not publicly announce its voting intentions and the reasons therefore.
3. AIM shall not participate in a proxy solicitation or otherwise seek proxy-voting authority from any other public company shareholder.
4. All communications regarding proxy issues between the proxy committee and companies or their agents, or with fellow shareholders shall be for the sole purpose of expressing and discussing AIM's concerns for its advisory clients' interests and not for an attempt to influence or control management.
C. BUSINESS/DISASTER RECOVERY
If the proxy committee is unable to meet due to a temporary business interruption, such as a power outage, a sub-committee of the proxy committee may vote proxies in accordance with the policies stated herein. If the sub-committee of the proxy committee is not able to vote proxies, the sub-committee shall authorize ISS to vote proxies by default in accordance with ISS' proxy policies and procedures, which may vary slightly from AIM's.
D. RESTRICTIONS AFFECTING VOTING
If a country's laws allow a company in that country to block the sale of the company's shares by a shareholder in advance of a shareholder meeting, AIM will not vote in shareholder meetings held in that country, unless the company represents that it will not block the sale of its shares in connection with the meeting. Administrative or other procedures, such as securities lending, may also cause AIM to refrain from voting. Although AIM considers proxy voting to be an important shareholder right, the proxy committee will not impede a portfolio manager's ability to trade in a stock in order to vote at a shareholder meeting.
E. CONFLICTS OF INTEREST
The proxy committee reviews each proxy to assess the extent to which there may be a material conflict between AIM's interests and those of advisory clients. A potential conflict of interest situation may include where AIM or an affiliate manages assets for, administers an employee benefit plan for, provides other financial products or services to, or otherwise has a material business relationship with, a company whose management is soliciting proxies, and failure to vote proxies in favor of management of the company may harm AIM's relationship with the company. In order to avoid even the appearance of impropriety, the proxy committee will not take AIM's relationship with the company into account, and will vote the company's proxies in the best interest of the advisory clients, in accordance with these proxy policies and procedures.
To the extent that a committee member has any conflict of interest with respect to a company or an issue presented, that committee member should inform the proxy committee of such conflict and abstain from voting on that company or issue.
APPENDIX E
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 Portfolio is presumed to "control" that Portfolio as defined in the 1940 Act. Such control may affect the voting rights of other shareholders.
All information listed below is as of April 5, 2004.
AIM BALANCED FUND
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 6.46% 6.87% 13.46% -- -- ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor Jacksonville, FL 32246-6484 Reliance Trust Co. FBO Tahoe Regional Planning Agency -- -- -- 11.34% -- PO Box 48529 Atlanta, GA 30362-1529 A I M Advisors, Inc ATTN: David Hessel -- -- -- -- 100.00%(1) 11 Greenway Plaza, Suite 100 Houston, TX 77046 |
(1) Owned of record and beneficially.
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- Branch Banking Trust TTE FBO W.E. Stanley & Co. Inc. OMNIBUS Daily 401k FBO WE Stanley & Co. -- -- -- 15.51% -- 300 E Wendover Avenue, Ste 100 Greensboro, NC 27401-1221 AMVESCAP National Trust Company TTEE FBO Big Horn Basin Orthopedic Clinic -- -- -- 21.73% -- Profit PC Sharing Plan P.O. Box 105779 Atlanta, GA 30348-5779 MCB Trust Services Cust FBO Crittenden Health Systems 401k -- -- -- 13.91% -- 700 17th Street, Ste. 300 Denver, CO 80202-3531 AMVESCAP National Trust Co. FBO West Boylston Insurance Agency Inc. 401(k) Plan -- -- -- 5.37% -- P.O. Box 105779 Atlanta, GA 30348-5779 |
AIM BASIC BALANCED FUND
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers -- 5.37% 7.40% N/A N/A ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor Jacksonville, FL 32246-6484 -- -- |
AIM EUROPEAN SMALL COMPANY FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ----------------------- ---------------------- --------------------- NAME AND ADDRESS OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD -------------------------------------- ----------------------- ---------------------- --------------------- FTC & Co. Datalynx 5.56% -- -- PO Box 173736 Denver, CO 80217-3736 Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers -- 7.44% 13.34% ATTN: Fund Administration 4800 Deer Lake Dr East 2nd Floor Jacksonville, FL 32246-6484 |
AIM GLOBAL VALUE FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ----------------------- ---------------------- --------------------- NAME AND ADDRESS OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD -------------------------------------- ----------------------- ---------------------- --------------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 8.39% 7.28% -- ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor Jacksonville, FL 32246-6484 |
AIM INTERNATIONAL EMERGING GROWTH FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ----------------------- ---------------------- --------------------- NAME AND ADDRESS OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD -------------------------------------- ----------------------- ---------------------- --------------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 7.38% 7.70% 19.69% ATTN: Fund Administration 4800 Deer Lake Dr East 2nd Floor Jacksonville, FL 32246-6484 |
AIM MID CAP BASIC VALUE FUND
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 6.10% -- 6.47% N/A N/A ATTN: Fund Administration 4800 Deer Lake Dr, East, 2nd Floor Jacksonville, FL 32246-6484 -- -- |
AIM PREMIER EQUITY FUND
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- Citigroup Global Markets House Acct. Attn: Cindy Tempesta, 17th Floor 6.47% 8.34% 10.03% -- -- 333 West 34th Street New York, NY 10001-2402 Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers ATTN: Fund Administration 8.00% 8.81% 18.55% -- -- 4800 Deer Lake Dr., East 2nd Floor Jacksonville, FL 32246-6484 |
INSTITUTIONAL CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES CLASS SHARES -------------- -------------- --------------- -------------- ---------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- ---------------- APB025 Logan Bank & Trust Co. 401k Plan -- -- -- 15.43% -- PO Box 505 Warrendale, PA 15086-0505 Reliance Trust Company CSDN FBO Olmos Equipment Inc. 401k Ret. Plan -- -- 8.16% -- -- PO Box 48529 Atlanta, GA 30362-1529 AMVESCAP National Trust Company TTEE FBO Guys Inc. 401(k) Profit -- -- -- 1.54% -- Sharing Plan P.O. Box 105779 Atlanta, GA 30348-5779 Circle Trust Company Custodian For Milikin Mandt Associates Inc. IRA Omnibus Account -- -- -- 8.44% -- Metro Center One Station Place Stanford, CT 06902-6800 Airbrush Images 401k Plan Daniel E. Hendricks TTEE -- -- -- 7.48% -- 850 N FM 3083 Conroe, TX 77303-1850 First Command Bank Trust Attention: Trust Department -- -- -- 88.29 P.O. Box 901075 Fort Worth, TX 76101-2075 First Command Bank Trust Attention: Trust Department -- -- -- -- 11.71% P.O. Box 901075 Fort Worth, TX 76101-2075 |
AIM SELECT EQUITY FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES ----------------------- ---------------------- --------------------- NAME AND ADDRESS OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PERCENTAGE OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD -------------------------------------- ----------------------- ---------------------- --------------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 5.29% 7.58% 12.70% ATTN: Fund Administration 4800 Deer Lake Dr., East, 2nd Floor Jacksonville, FL 32246-6484 Citigroup Global Markets House Account ATTN: Cindy Tempesta, 7th Floor 333 West 34th Street -- 5.79% -- New York, NY 10001-2402 |
AIM SMALL CAP EQUITY FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES -------------- -------------- --------------- -------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- Merrill Lynch Pierce Fenner & Smith FBO The Sole Benefit of Customers 8.02% 6.49% 18.66% -- ATTN: Fund Administration 4800 Deer Lake Dr., East 2nd Floor Jacksonville, FL 32246-6484 Capital Bank & Trust Co TTEE FBO West Virginia Newspaper Publishing Co 401k Plan -- -- -- 10.19% c/o Planpremier / FASCORP 8515 E. Orchard Rd # 2T2 Greenwood Vlg, CO 80111-5002 Reliance Trust Co. FBO Knightsbridge Solutions 401k -- -- -- 9.98% P.O. Box 48529 Atlanta, GA 30362-1529 |
CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS R SHARES -------------- -------------- --------------- -------------- PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF PRINCIPAL HOLDER RECORD RECORD RECORD RECORD ---------------------------------- -------------- -------------- --------------- -------------- Capital Bank & Trust Co TTEE FBO Applied Underwriters Inc 401k c/o Planpremier / Fastcorp -- -- -- 7.80% 8515 E. Orchard Rd. #2T2 Greenwood Vlg, CO 80111-5002 BISYS Retirement Services FBO Webb Ziesenheim Law Firm 700 17th Street -- -- -- 5.75% Suite 300 Denver, CO 80202-3531 Capital Bank & Trust Co. TTEE FBO McGinnis food Center 401k Plan c/o Planpremier / Fastcorp -- -- -- 5.40% 8515 E. Orchard Rd. Ste 2T2 Greenwood Vlg, CO 80111-5002 Reliance Trust Company Cust 401k FBO Energy Investors Management Sav and Inv Plan -- -- -- 5.34% P.O. Box 48529 Atlanta, GA 30362-1529 |
MANAGEMENT OWNERSHIP
As of April 5, 2004, the trustees and officers as a group owned less than 1% of the outstanding shares of each class of each Portfolio.
APPENDIX F
MANAGEMENT FEES
For the last three fiscal years ended December 31, the management fees payable by each Fund, the amounts waived by AIM and the net fee paid by each Fund were as follows:
FUND NAME 2003 2002 --------------------- --------------------------------------------- -------------------------------------------- MANAGEMENT MANAGEMENT NET MANAGEMENT MANAGEMENT MANAGEMENT NET MANAGEMENT FEE PAYABLE FEE WAIVERS FEE PAID FEE PAYABLE FEE WAIVERS FEE PAID ----------- ----------- ----------- ----------- ----------- ----------- AIM Balanced Fund $12,247,956 $ 26,441 $12,221,515 $16,549,642 $ 42,255 $16,507,397 AIM Basic Balanced 87,087 675,685 124,214 301,271 Fund(1) 762,772 425,485 AIM Mid Cap Basic 87,608 498,340 65,709 330,635 Value Fund(2) 585,948 396,344 AIM Premier Equity Fund 56,790,898 1,170,110 55,620,788 83,590,822 3,054,474 80,536,348 FUND NAME 2001 --------------------- ----------------------------------------- MANAGEMENT MANAGEMENT NET MANAGEMENT FEE PAYABLE FEE WAIVERS FEE PAID ----------- ----------- -------------- AIM Balanced Fund $20,891,477 $ 19,008 $20,872,469 AIM Basic Balanced -0- Fund(1) 29,174 29,174 AIM Mid Cap Basic -0- Value Fund(2) 22 22 AIM Premier Equity 133,647,827 8,961,757 124,686,070 Fund |
(1) Commenced operations on September 28, 2001
(2) Commenced operations on December 31, 2001
APPENDIX G
ADMINISTRATIVE SERVICES FEES
The Funds paid AIM the following amounts for administrative services for the last three fiscal years ended December 31:
FUND NAME 2003 2002 2001 ----------------------------------- --------------- --------------- --------------- AIM Balanced Fund $ 498,697 $ 441,158 $ 316,318 AIM Basic (1) Balanced Fund 50,000 50,000 12,603 AIM Mid Cap Basic (2) Value 50,000 50,000 137 Fund AIM Premier Equity Fund 761,336 744,086 833,469 |
(1) Commenced operations September 28, 2001.
(2) Commenced operations December 31, 2001.
APPENDIX H
BROKERAGE COMMISSIONS
Brokerage commissions(1) paid by each of the Funds listed below for the last three fiscal years ended December 31 were as follows:
FUND 2003 2002 2001 ----------------------------------- ----------- ----------- ----------- AIM Balanced Fund(2) .............. $ 4,904,217 $ 3,264,475 $ 2,814,996 AIM Basic Balanced Fund(3) ........ 64,027 86,276 18,936 AIM Mid Cap Basic Value Fund(4) ... 143,936 177,248 N/A AIM Premier Equity Fund(5) ........ 12,470,891 19,179,821 19,870,430 |
(1) Disclosure regarding brokerage commissions is limited to commissions paid on agency trades and designated as such on the trade confirm.
(2) The variation in brokerage commissions paid by AIM Balanced Fund for the fiscal year ended December 31, 2003 as compared to the prior fiscal year ended December 31, 2002 was due to an increase in transactions executed with commissions. The variation in brokerage commissions paid by the AIM Balanced Fund for the fiscal year ended December 31, 2002 as compared to the prior fiscal year ended December 31, 2001 was due to significant fluctuations in asset levels.
(3) Commenced operations on September 28, 2001
(4) Commenced operations on December 31, 2001
(5) The variation in brokerage commissions paid by the AIM Premier Equity Fund for the fiscal year ended December 31, 2003 as compared to the prior fiscal year ended December 31, 2002 was due to a decline in average daily assets of the fund.
APPENDIX I
DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF
SECURITIES OF REGULAR BROKERS OR DEALERS
During the last fiscal year ended December 31, 2003, each Fund allocated the following amount of transactions to broker-dealers that provided AIM with certain research, statistics and other information:
Related Fund Transactions Brokerage Commissions ---------------------------- -------------- --------------------- AIM Balanced Fund $ 252,973,336 $ 385,703 AIM Basic Balanced Fund 2,766,146 4,269 AIM Mid Cap Basic Value Fund 7,565,861 18,564 AIM Premier Equity Fund 1,075,419,335 1,783,657 |
During the last fiscal year ended December 31, 2003, the Funds held securities issued by the following companies, which are "regular" brokers or dealers of one or more of the Funds identified below:
Fund Stock Market Value ----------------------------------- ------------ ------------ AIM Balanced Fund Merrill Lynch & Co., Inc. Common Stock $ 34,339,575 Morgan Stanley Common Stock 38,194,200 Goldman Sachs Group, Inc. (The) Bonds/Notes 4,579,670 Lehman Brothers Inc. Bonds/Notes 4,071,186 Merrill Lynch & Co., Inc. Bonds/Notes 1,457,549 AIM Basic Balanced Fund Morgan Stanley Common Stock 2,204,847 AIM Premier Equity Fund Merrill Lynch & Co., Inc. Common Stock $136,144,245 Morgan Stanley Common Stock 164,721,169 |
APPENDIX J
PERFORMANCE DATA
AVERAGE ANNUAL TOTAL RETURNS
The average annual total returns for each Fund, with respect to its Institutional Class shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED DECEMBER 31, 2003 ----------------------------------------- SINCE INCEPTION INSTITUTIONAL CLASS SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE ---------------------------- -------- -------- -------- --------- --------- AIM Balanced Fund 17.71% N/A N/A -1.39% 03/15/02 AIM Basic Balanced Fund N/A N/A N/A N/A 04/30/04 AIM Mid Cap Basic Value Fund N/A N/A N/A N/A 04/30/04 AIM Premier Equity Fund 25.43% N/A N/A -6.37% 03/15/02 |
CUMULATIVE TOTAL RETURNS
The cumulative total returns for each Fund, with respect to its Class A shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED DECEMBER 31, 2003 ----------------------------------------- SINCE INCEPTION INSTITUTIONAL CLASS SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE ---------------------------- -------- -------- -------- --------- --------- AIM Balanced Fund 17.71% N/A N/A -2.49% 03/15/02 AIM Basic Balanced Fund N/A N/A N/A N/A 04/30/04 AIM Mid Cap Basic Value Fund N/A N/A N/A N/A 04/30/04 AIM Premier Equity Fund 25.43% N/A N/A -11.16% 03/15/02 |
AVERAGE ANNUAL TOTAL RETURN (AFTER TAXES ON DISTRIBUTIONS)
The average annual total returns (after taxes on distributions) for each Fund, with respect to its Institutional Class shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED DECEMBER 31, 2003 ----------------------------------------- SINCE INCEPTION INSTITUTIONAL CLASS SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE ---------------------------- -------- -------- -------- --------- --------- AIM Balanced Fund 16.75% N/A N/A -2.40% 03/15/02 AIM Basic Balanced Fund N/A N/A N/A N/A 04/30/04 AIM Mid Cap Basic Value Fund N/A N/A N/A N/A 04/30/04 AIM Premier Equity Fund 25.43% N/A N/A -6.37 03/15/02 |
AVERAGE ANNUAL TOTAL RETURNS (AFTER TAXES ON DISTRIBUTIONS AND REDEMPTIONS)
The average annual total returns (after taxes on distributions and redemption) for each Fund, with respect to its Institutional Class shares, for the one, five and ten year periods (or since inception if less than ten years) ended December 31 are as follows:
PERIODS ENDED DECEMBER 31, 2003 ----------------------------------------- SINCE INCEPTION INSTITUTIONAL CLASS SHARES: 1 YEAR 5 YEARS 10 YEARS INCEPTION DATE ---------------------------- -------- -------- -------- --------- --------- AIM Balanced Fund 11.46% N/A N/A -1.80 03/15/02 AIM Basic Balanced Fund N/A N/A N/A N/A 04/30/04 AIM Mid Cap Basic Value Fund N/A N/A N/A N/A 04/30/04 AIM Premier Equity Fund 16.53% N/A N/A -5.40% 03/15/02 |
YIELD
The 30 day yield for the named Fund is as follows:
30 DAYS ENDED DECEMBER 31, 2003 INSTITUTIONAL CLASS -------------------- AIM Balanced Fund 2.74% AIM Basic Balanced Fund N/A |
DISTRIBUTION RATE
The distribution rate at offering price of the named Fund is as follows:
30 DAYS ENDED DECEMBER 31, 2003 INSTITUTIONAL CLASS -------------------- AIM Balanced Fund [2.19%] AIM Basic Balanced Fund N/A |
APPENDIX K
PENDING LITIGATION
The following civil lawsuits, including purported class action and shareholder derivative suits, involving one or more AIM or INVESCO Funds, AMVESCAP PLC ("AMVESCAP"), A I M Advisors, Inc. ("AIM") or INVESCO Funds Group, Inc. ("INVESCO") and certain related parties either have been served or have had service of process waived as of March 18, 2004.
MIKE SAYEGH, ON BEHALF OF THE GENERAL PUBLIC, V. JANUS CAPITAL CORPORATION, JANUS CAPITAL MANAGEMENT LLC, JANUS INVESTMENT FUND, EDWARD J. STERN, CANARY CAPITAL PARTNERS LLC, CANARY INVESTMENT MANAGEMENT LLC, CANARY CAPITAL PARTNERS LTD., KAPLAN & CO. SECURITIES
INC., BANK ONE CORPORATION, BANC ONE INVESTMENT ADVISORS, THE ONE GROUP
MUTUAL FUNDS, BANK OF AMERICA CORPORATION, BANC OF AMERICA CAPITAL
MANAGEMENT LLC, BANC OF AMERICA ADVISORS LLC, NATIONS FUND INC., ROBERT
H. GORDON, THEODORE H. SIHPOL III, CHARLES D. BRYCELAND, SECURITY TRUST
COMPANY, STRONG CAPITAL MANAGEMENT INC., JB OXFORD & COMPANY, ALLIANCE
CAPITAL MANAGEMENT HOLDING L.P., ALLIANCE CAPITAL MANAGEMENT L.P.,
ALLIANCE CAPITAL MANAGEMENT CORPORATION, AXA FINANCIAL INC.,
ALLIANCEBERNSTEIN REGISTRANTS, GERALD MALONE, CHARLES SCHAFFRAN, MARSH
& MCLENNAN COMPANIES, INC., PUTNAM INVESTMENTS TRUST, PUTNAM INVESTMENT
MANAGEMENT LLC, PUTNAM INVESTMENT FUNDS, AND DOES 1-500, in the
Superior Court of the State of California, County of Los Angeles (Case
No. BC304655), filed on October 22, 2003 and amended on December 17,
2003 to substitute INVESCO Funds Group, Inc. and Raymond R. Cunningham
for unnamed Doe defendants. This claim alleges unfair business
practices and violations of Sections 17200 and 17203 of the California
Business and Professions Code. The plaintiff in this case is seeking:
injunctive relief; restitution, including pre-judgment interest; an
accounting to determine the amount to be returned by the defendants and
the amount to be refunded to the public; the creation of an
administrative process whereby injured customers of the defendants
receive their losses; and counsel fees.
RAJ SANYAL, DERIVATIVELY ON BEHALF OF NATIONS INTERNATIONAL EQUITY FUND, V. WILLIAM P. CARMICHAEL, WILLIAM H. GRIGG, THOMAS F. KELLER, CARL E. MUNDY, JR., CORNELIUS J. PINGS, A. MAX WALKER, CHARLES B. WALKER, EDMUND L. BENSON, III, ROBERT H. GORDON, JAMES B. SOMMERS, THOMAS S. WORD, JR., EDWARD D. BEDARD, GERALD MURPHY, ROBERT B.
CARROLL, INVESCO GLOBAL ASSET MANAGEMENT, PUTNAM INVESTMENT MANAGEMENT,
BANK OF AMERICA CORPORATION, MARSICO CAPITAL MANAGEMENT, LLC, BANC OF
AMERICA ADVISORS, LLC, BANC OF AMERICA CAPITAL MANAGEMENT, LLC, AND
NATIONS FUNDS TRUST, in the Superior Court Division, State of North
Carolina (Civil Action No. 03-CVS-19622), filed on November 14, 2003.
This claim alleges common law breach of fiduciary duty; abuse of
control; gross mismanagement; waste of fund assets; and unjust
enrichment. The plaintiff in this case is seeking: injunctive relief,
including imposition of a constructive trust; damages; restitution and
disgorgement; and costs and expenses, including counsel fees and expert
fees.
L. SCOTT KARLIN, DERIVATIVELY ON BEHALF OF INVESCO FUNDS GROUP, INC. V.
AMVESCAP, PLC, INVESCO, INC., CANARY CAPITAL PARTNERS, LLC, CANARY
INVESTMENT MANAGEMENT, LLC, AND CANARY CAPITAL PARTNERS, LTD., in the
United States District Court, District of Colorado (Civil Action No.
03-MK-2406), filed on November 28, 2003. This claim alleges violations
of Section 36(b) of the Investment Company Act of 1940, as amended
("Investment Company Act"), and common law
breach of fiduciary duty. The plaintiff in this case is seeking damages and costs and expenses, including counsel fees and expert fees.
RICHARD RAVER, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC, AIM
MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC.,
AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 03-F-2441), filed on December 2,
2003. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Securities Exchange
Act; Rule 10b-5 under the Exchange Act; and Sections 34(b), 36(a) and
36(b) of the Investment Company Act. The claim also alleges common law
breach of fiduciary duty. The plaintiffs in this case are seeking:
damages; pre-judgment and post-judgment interest; counsel fees and
expert fees; and other relief.
JERRY FATTAH, CUSTODIAN FOR BASIM FATTAH, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND, AIM INVESCO U.S. GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO, INVESCO LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND
JOHN DOES 1-100, in the United States District Court, District of Colorado (Civil Action No. 03-F-2456), filed on December 4, 2003. This claim alleges violations of: Sections 11 and 15 of Securities Act of 1933, as amended (the "Securities Act"); Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); Rule 10b-5 under the Exchange Act; and Section 206 of the Investment Advisers Act of 1940, as amended (the "Advisers Act"). The plaintiffs in this case are seeking: compensatory damages; rescission; return of fees paid; accounting for wrongfully gotten gains, profits and compensation; restitution and disgorgement; and other costs and expenses, including counsel fees and expert fees.
EDWARD LOWINGER AND SHARON LOWINGER, INDIVIDUALLY AND ON BEHALF OF ALL
OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND,
INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND,
INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND,
INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND
(FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE
FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM
MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO
TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S
TAX-EXEMPT RESERVE FUND, AIM INVESCO U.S. GOVERNMENT MONEY FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND,
INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO
U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO; INVESCO
LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"),
AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM
BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY
MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS
THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP,
INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J.
STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL
PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL
PARTNERS, LTD., AND JOHN DOES 1-100, in the United States District
Court, Southern District of New York (Civil Action No. 03-CV-9634),
filed on December 4, 2003. This claim alleges violations of: Sections
11 and 15 of the Securities Act; Sections 10(b) and 20(a) of the
Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206 of the
Advisers Act. The plaintiffs in this case are seeking: compensatory
damages; rescission; return of fees paid; accounting for wrongfully
gotten gains, profits and compensation; restitution and disgorgement;
and other costs and expenses, including counsel fees and expert fees.
JOEL GOODMAN, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC. AND RAYMOND R. CUNNINGHAM, in
the District Court, City and County of Denver, Colorado (Case Number
03CV9268), filed on December 5, 2003. This claim alleges breach of
fiduciary duty and aiding and abetting breach of fiduciary duty. The
plaintiffs in this case are seeking: injunctive relief; accounting for
all damages and for all profits and any special benefits obtained;
disgorgement; restitution and damages; costs and disbursements,
including counsel fees and expert fees; and equitable relief.
STEVEN B. EHRLICH, CUSTODIAN FOR ALEXA P. EHRLICH, UGTMA/FLORIDA, AND DENNY P. JACOBSON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND,
INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES
FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES
FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS
INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO
MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500
INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND,
INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET
FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURERS MONEY
MARKET RESERVE FUND, AIM INVESCO TREASURERS TAX-EXEMPT RESERVE FUND,
AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO
BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO
HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND
FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN GROWTH FUND
(COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM
COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM
COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM
INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS
REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC., TIMOTHY MILLER,
RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA
INC., BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY
INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN
DOES 1-100, in the United States District Court, District of Colorado
(Civil Action No. 03-N-2559), filed on December 17, 2003. This claim
alleges violations of: Sections 11 and 15 of the Securities Act;
Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5 under the
Exchange Act; and Section 206 of the Advisers Act. The plaintiffs in
this case are seeking: compensatory damages; rescission; return of fees
paid; accounting for wrongfully gotten gains, profits and compensation;
restitution and disgorgement; and other costs and expenses, including
counsel fees and expert fees.
JOSEPH R. RUSSO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURERS MONEY MARKET RESERVE FUND, AIM INVESCO TREASURERS TAX-EXEMPT RESERVE FUND, AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY
KNOWN AS THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS
GROUP, INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD
J. STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY
CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY
CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in the United States
District Court, Southern District of New York (Civil Action No.
03-CV-10045), filed on December 18, 2003. This claim alleges violations
of: Sections 11 and 15 of the Securities Act; Sections 10(b) and 20(a)
of the Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206
of the Advisers Act. The plaintiffs in this case are seeking:
compensatory damages; rescission; return of fees paid; accounting for
wrongfully gotten gains, profits and compensation; restitution and
disgorgement; and other costs and expenses, including counsel fees and
expert fees.
MIRIAM CALDERON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. AMVESCAP PLC, AVZ, INC., AMVESCAP RETIREMENT, INC.,
AMVESCAP NATIONAL TRUST COMPANY, ROBERT F. MCCULLOUGH, GORDON NEBEKER,
JEFFREY G. CALLAHAN, INVESCO FUNDS GROUP, INC., RAYMOND R. CUNNINGHAM,
AND DOES 1-100, in the United States District Court, District of
Colorado (Civil Action No. 03-M-2604), filed on December 24, 2003. This
claim alleges violations of: Sections 404, 405 and 406B of the Employee
Retirement Income Security Act ("ERISA"). The plaintiffs in this case
are seeking: declarations that the defendants breached their ERISA
fiduciary duties and that they are not entitled to the protection of
Section 404(c)(1)(B) of ERISA; an order compelling the defendants to
make good all losses to a particular retirement plan described in this
case (the "Retirement Plan") resulting from the defendants' breaches of
their fiduciary duties, including losses to the Retirement Plan
resulting from imprudent investment of the Retirement Plan's assets,
and to restore to the Retirement Plan all profits the defendants made
through use of the Retirement Plan's assets, and to restore to the
Retirement Plan all profits which the participants would have made if
the defendants had fulfilled their fiduciary obligations; damages on
behalf of the Retirement Plan; imposition of a constructive trust,
injunctive relief, damages suffered by the Retirement Plan, to be
allocated proportionately to the participants in the Retirement Plan;
restitution and other costs and expenses, including counsel fees and
expert fees.
PAT B. GORSUCH AND GEORGE L. GORSUCH V. INVESCO FUNDS GROUP, INC. AND
AIM ADVISER, INC., in the United States District Court, District of
Colorado (Civil Action No. 03-MK-2612), filed on December 24, 2003.
This claim alleges violations of: Sections 15(a), 20(a) and 36(b) of
the Investment Company Act. The plaintiffs in this case are seeking:
rescission and/or voiding of the investment advisory agreements; return
of fees paid; damages; and other costs and expenses, including counsel
fees and expert fees.
LORI WEINRIB, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., AIM STOCK FUNDS, AIM COUNSELOR
SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM
COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM
INTERNATIONAL FUNDS INC., AMVESCAP PLC, TIMOTHY MILLER, RAYMOND
CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA INC., BREAN
MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in
the United States District Court, Southern District of New York (Civil
Action No. 04-CV-00492), filed on January 21, 2004. This claim alleges
violations of: Sections 11 and 15 of the 1933 Act; Sections 10(b) and
20(a) of the Exchange Act; Rule 10b-5 under the Exchange Act; and
Section 206 of the Advisers Act. The plaintiffs in this case are
seeking: compensatory damages; rescission; return of fees paid;
accounting for wrongfully gotten gains, profits and compensation; restitution and disgorgement; and other costs and expenses, including counsel fees and expert fees.
ROBERT S. BALLAGH, JR., INDIVIDUALLY AND ON BEHALF OF ALL OTHERS
SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS,
INC., AIM MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS,
INC., AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO
CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0152), filed on January
28, 2004. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule
10b-5 under the Exchange Act; and Sections 34(b), 36(a) and 36(b) of
the Investment Company Act. The claim also alleges common law breach of
fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees;
and other relief.
JONATHAN GALLO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC., AIM
MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC.,
AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO
LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND,
INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO
TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME
FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES
FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0151), filed on January
28, 2004. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule
10b-5 under the Exchange Act; and Sections 34(b), 36(a) and 36(b) of
the Investment Company Act. The claim also alleges common law breach of
fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees;
and other relief.
EILEEN CLANCY, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE
EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO
FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO
HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY
KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND,
INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P
500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY
FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY
MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S
MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE
FUND, AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND,
INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND,
INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL
ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE
BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, INVESCO, INVESCO LATIN AMERICAN
GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK
FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND
FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET
FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE
"INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC.,
TIMOTHY MILLER, RAYMOND CUNNINGHAM AND THOMAS KOLBE, in the United
States District Court, Southern District of New York (Civil Action No.
04-CV-0713), filed on January 30, 2004. This claim alleges violations
of: Sections 11 and 15 of the Securities Act. The plaintiffs in this
case are seeking: compensatory damages, rescission; return of fees
paid; and other costs and expenses, including counsel fees and expert
fees.
CARL E. VONDER HAAR AND MARILYN P. MARTIN, ON BEHALF OF THEMSELVES AND
ALL OTHERS SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO
STOCK FUNDS, INC. AND DOE DEFENDANTS 1-100, in the United States
District Court, District of Colorado (Civil Action No. 04-CV-812),
filed on February 5, 2004. The claim alleges common law breach of
fiduciary duty; breach of contract; and tortious interference with
contract. The plaintiffs in this case are seeking: injunctive relief;
damages; disgorgement; and costs and expenses, including counsel fees
and expert fees.
HENRY KRAMER, DERIVATIVELY ON BEHALF OF INVESCO ENERGY FUND, INVESCO
STOCK FUNDS, INC., AND INVESCO MUTUAL FUNDS V. AMVESCAP, PLC, INVESCO
FUNDS GROUP, INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, AND CANARY CAPITAL PARTNERS, LTD., DEFENDANTS, AND
INVESCO ENERGY FUND, INVESCO STOCK FUNDS, INC., AND INVESCO MUTUAL
FUNDS, NOMINAL DEFENDANTS, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0397), filed on March 4,
2004. This claim alleges violations of Section 36(b) of the Investment
Company Act and common law breach of fiduciary duty. The plaintiff in
this case is seeking damages and costs and expenses, including counsel
fees and expert fees.
Additional lawsuits arising out of these circumstances and presenting similar allegations and requests for relief may be served or filed against the funds, invesco, aim, amvescap and related entities and individuals in the future. This statement of additional information will be supplemented periodically if any such lawsuits do arise.
FINANCIAL STATEMENTS
FS
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Balanced Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Balanced Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in the four years then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the periods ended on or before December 31, 1999 were audited by other independent auditors whose report dated February 14, 2000, expressed an unqualified opinion thereon.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-1
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ----------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-66.90% ADVERTISING-2.08% Omnicom Group Inc. 548,000 $ 47,856,840 ============================================================================= AEROSPACE & DEFENSE-2.30% Honeywell International Inc. 891,000 29,786,130 ----------------------------------------------------------------------------- United Technologies Corp. 245,700 23,284,989 ============================================================================= 53,071,119 ============================================================================= ALUMINUM-0.49% Alcoa Inc. 296,000 11,248,000 ============================================================================= APPAREL RETAIL-1.32% Gap, Inc. (The) 1,310,000 30,405,100 ============================================================================= ASSET MANAGEMENT & CUSTODY BANKS-1.51% Bank of New York Co., Inc. (The) 1,050,000 34,776,000 ============================================================================= BUILDING PRODUCTS-2.26% American Standard Cos. Inc.(a) 259,200 26,101,440 ----------------------------------------------------------------------------- Masco Corp. 949,900 26,036,759 ============================================================================= 52,138,199 ============================================================================= COMMUNICATIONS EQUIPMENT-1.75% Cisco Systems, Inc.(a) 969,100 23,539,439 ----------------------------------------------------------------------------- Motorola, Inc. 1,200,000 16,884,000 ============================================================================= 40,423,439 ============================================================================= CONSUMER ELECTRONICS-2.51% Koninklijke (Royal) Philips Electronics N.V.- New York Shares (Netherlands) 950,000 27,635,500 ----------------------------------------------------------------------------- Sony Corp.-ADR (Japan) 870,000 30,162,900 ============================================================================= 57,798,400 ============================================================================= DATA PROCESSING & OUTSOURCED SERVICES-2.49% DST Systems, Inc.(a) 349,700 14,603,472 ----------------------------------------------------------------------------- First Data Corp. 1,040,000 42,733,600 ============================================================================= 57,337,072 ============================================================================= DEPARTMENT STORES-1.01% May Department Stores Co. (The) 800,000 23,256,000 ============================================================================= DIVERSIFIED BANKS-1.76% Bank One Corp. 890,000 40,575,100 ============================================================================= DIVERSIFIED CAPITAL MARKETS-1.99% J.P. Morgan Chase & Co. 1,250,000 45,912,500 ============================================================================= |
----------------------------------------------------------------------------- MARKET SHARES VALUE DIVERSIFIED CHEMICALS-0.45% Dow Chemical Co. (The) 252,000 $ 10,475,640 ============================================================================= DIVERSIFIED COMMERCIAL SERVICES-1.97% Cendant Corp.(a) 2,040,000 45,430,800 ============================================================================= ENVIRONMENTAL SERVICES-2.14% Waste Management, Inc. 1,670,000 49,432,000 ============================================================================= FOOD RETAIL-2.59% Kroger Co. (The)(a) 1,900,000 35,169,000 ----------------------------------------------------------------------------- Safeway Inc.(a) 1,120,000 24,539,200 ============================================================================= 59,708,200 ============================================================================= GENERAL MERCHANDISE STORES-1.48% Target Corp. 885,300 33,995,520 ============================================================================= HEALTH CARE DISTRIBUTORS-3.02% Cardinal Health, Inc. 614,200 37,564,472 ----------------------------------------------------------------------------- McKesson Corp. 1,000,000 32,160,000 ============================================================================= 69,724,472 ============================================================================= HEALTH CARE EQUIPMENT-1.03% Baxter International Inc. 780,000 23,805,600 ============================================================================= HEALTH CARE FACILITIES-1.51% HCA Inc. 810,000 34,797,600 ============================================================================= HEALTH CARE SERVICES-0.54% IMS Health Inc. 500,000 12,430,000 ============================================================================= INDUSTRIAL CONGLOMERATES-3.56% General Electric Co. 845,100 26,181,198 ----------------------------------------------------------------------------- Tyco International Ltd. (Bermuda) 2,110,000 55,915,000 ============================================================================= 82,096,198 ============================================================================= INDUSTRIAL MACHINERY-1.53% Illinois Tool Works Inc. 420,000 35,242,200 ============================================================================= INVESTMENT BANKING & BROKERAGE-3.15% Merrill Lynch & Co., Inc. 585,500 34,339,575 ----------------------------------------------------------------------------- Morgan Stanley 660,000 38,194,200 ============================================================================= 72,533,775 ============================================================================= MANAGED HEALTH CARE-1.33% Anthem, Inc.(a) 410,000 30,750,000 ============================================================================= MOVIES & ENTERTAINMENT-1.70% Walt Disney Co. (The) 1,680,000 39,194,400 ============================================================================= |
FS-2
MARKET SHARES VALUE ----------------------------------------------------------------------------- MULTI-LINE INSURANCE-0.99% Hartford Financial Services Group, Inc. (The) 387,700 $ 22,885,931 ============================================================================= OIL & GAS DRILLING-1.05% Transocean Inc. (Cayman Islands)(a) 1,010,000 24,250,100 ============================================================================= OIL & GAS EQUIPMENT & SERVICES-2.90% Cooper Cameron Corp.(a) 378,800 17,652,080 ----------------------------------------------------------------------------- Halliburton Co. 990,000 25,740,000 ----------------------------------------------------------------------------- Schlumberger Ltd. (Netherlands) 430,000 23,529,600 ============================================================================= 66,921,680 ============================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-2.28% Citigroup Inc. 1,081,433 52,492,758 ============================================================================= PACKAGED FOODS & MEATS-1.16% Kraft Foods Inc.-Class A 830,000 26,742,600 ============================================================================= PHARMACEUTICALS-3.04% Aventis S.A. (France) 580,000 38,230,097 ----------------------------------------------------------------------------- Wyeth 750,600 31,862,970 ============================================================================= 70,093,067 ============================================================================= PROPERTY & CASUALTY INSURANCE-1.71% ACE Ltd. (Cayman Islands) 950,000 39,349,000 ============================================================================= SEMICONDUCTOR EQUIPMENT-0.73% Applied Materials, Inc.(a) 748,500 16,803,825 ============================================================================= |
----------------------------------------------------------------------------- MARKET SHARES VALUE SYSTEMS SOFTWARE-2.21% Computer Associates International, Inc. 1,860,000 $ 50,852,400 ============================================================================= THRIFTS & MORTGAGE FINANCE-3.36% Fannie Mae 657,300 49,336,938 ----------------------------------------------------------------------------- MGIC Investment Corp. 492,900 28,065,726 ============================================================================= 77,402,664 ============================================================================= Total Common Stocks & Other Equity Interests (Cost $1,406,047,422) 1,542,208,199 ============================================================================= PRINCIPAL AMOUNT BONDS & NOTES-12.35% AEROSPACE & DEFENSE-0.01% Lockheed Martin Corp.-Series A, Medium Term Notes, 8.66%, 11/30/06 $ 300,000 343,674 ============================================================================= ALTERNATIVE CARRIERS-0.05% INTELSAT Ltd. (Bermuda), Notes, 6.50%, 11/01/13 (Acquired 10/31/03; Cost $1,120,625)(b)(c) 1,100,000 1,150,710 ============================================================================= AUTOMOBILE MANUFACTURERS-0.07% DaimlerChrysler N.A. Holding Corp.-Series D, Gtd. Medium Term Notes, 3.40%, 12/15/04 1,615,000 1,638,240 ============================================================================= BROADCASTING & CABLE TV-0.97% British Sky Broadcasting Group PLC (United Kingdom), Unsec. Gtd. Global Notes, 7.30%, 10/15/06 1,500,000 1,673,490 ----------------------------------------------------------------------------- Clear Channel Communications, Inc., Sr. Unsec. Gtd. Notes, 8.00%, 11/01/08 1,200,000 1,402,848 ----------------------------------------------------------------------------- Comcast Corp., Sr. Unsec. Notes, 8.88%, 04/01/07 2,960,000 3,045,899 ----------------------------------------------------------------------------- Sr. Unsec. Sub. Notes, 10.50%, 06/15/06 800,000 940,000 ----------------------------------------------------------------------------- Continental Cablevision, Inc., Sr. Unsec. Deb., 9.50%, 08/01/13 1,710,000 1,953,846 ----------------------------------------------------------------------------- Cox Radio, Inc., Sr. Unsec. Notes, 6.63%, 02/15/06 750,000 809,730 ----------------------------------------------------------------------------- TCI Communications Financing III, Gtd. Bonds, 9.65%, 03/31/27 1,200,000 1,479,420 ----------------------------------------------------------------------------- Time Warner Cos. Inc., Sr. Unsec. Gtd. Deb, 6.88%, 06/15/18 5,055,000 5,513,691 ----------------------------------------------------------------------------- 7.25%, 10/15/17 900,000 1,026,144 ----------------------------------------------------------------------------- 7.57%, 02/01/24 1,200,000 1,352,760 ----------------------------------------------------------------------------- Unsec. Notes, 7.75%, 06/15/05 2,950,000 3,193,640 ============================================================================= 22,391,468 ============================================================================= CONSUMER FINANCE-1.60% Associates Corp. of North America, Sr. Global Deb., 6.95%, 11/01/18 3,775,000 4,382,850 ----------------------------------------------------------------------------- Capital One Bank, Sr. Global Notes, 8.25%, 06/15/05 1,000,000 1,081,490 ----------------------------------------------------------------------------- Capital One Financial Corp., Sr. Unsec. Notes, 7.25%, 05/01/06 2,100,000 2,263,233 ----------------------------------------------------------------------------- Ford Motor Credit Co., Unsec. Global Notes, 6.88%, 02/01/06 8,880,000 9,470,875 ----------------------------------------------------------------------------- 7.50%, 03/15/05 4,600,000 4,859,578 ----------------------------------------------------------------------------- General Motors Acceptance Corp., Global Notes, 4.50%, 07/15/06 2,000,000 2,055,900 ----------------------------------------------------------------------------- Medium Term Notes, 5.25%, 05/16/05 700,000 726,376 ----------------------------------------------------------------------------- Unsec. Unsub. Global Notes, 6.75%, 01/15/06 5,650,000 6,052,732 ----------------------------------------------------------------------------- Hertz Corp. (The), Floating Rate Global Notes, 1.71%, 08/13/04(d) 500,000 495,000 ----------------------------------------------------------------------------- Household Finance Corp., Global Notes, 6.38%, 11/27/12 3,770,000 4,123,890 ----------------------------------------------------------------------------- Sr. Unsec. Global Notes, 6.50%, 01/24/06 1,265,000 1,369,717 ============================================================================= 36,881,641 ============================================================================= |
FS-3
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- DIVERSIFIED BANKS-1.03% American Savings Bank, Notes, 6.63%, 02/15/06 (Acquired 03/05/03; Cost $554,525)(b)(c) $ 500,000 $ 535,340 ----------------------------------------------------------------------------- Bank of America Corp.-Series B, Putable Sub. Medium Term Notes, 8.57%, 11/15/04 1,000,000 1,304,980 ----------------------------------------------------------------------------- Barclays Bank PLC (Diversified Banks), Bonds, 8.55%, (Acquired 11/05/03; Cost $1,107,576)(b)(c)(e) 900,000 1,095,174 ----------------------------------------------------------------------------- Barnett Capital I, Gtd. Bonds, 8.06%, 12/01/26 1,000,000 1,149,310 ----------------------------------------------------------------------------- Barnett Capital II, Gtd. Bonds, 7.95%, 12/01/26 500,000 555,810 ----------------------------------------------------------------------------- Centura Capital Trust I, Gtd. Notes, 8.85%, 06/01/27 (Acquired 05/22/03; Cost $1,771,602)(b)(c) 1,400,000 1,683,486 ----------------------------------------------------------------------------- Corestates Capital Trust I, Bonds, 8.00%, 12/15/26 (Acquired 06/18/03; Cost $1,072,395)(b)(c) 900,000 1,025,388 ----------------------------------------------------------------------------- Corporacion Andina de Fomento (Venezuela), Global Notes, 5.20%, 05/21/13 2,900,000 2,869,869 ----------------------------------------------------------------------------- HSBC Capital Funding L.P. (United Kingdom), Gtd. Bonds, 4.61%, (Acquired 11/05/03; Cost $373,008)(b)(c)(e) 400,000 376,460 ----------------------------------------------------------------------------- Lloyds Bank PLC (United Kingdom)-Series 1, Unsec. Sub. Floating Rate Euro Notes, 1.25%(e) 3,870,000 3,281,358 ----------------------------------------------------------------------------- NBD Bank N.A. Michigan, Unsec. Putable Sub. Deb., 8.25%, 11/01/04 3,290,000 4,182,083 ----------------------------------------------------------------------------- RBS Capital Trust I, Bonds, 4.71%,(e) 400,000 380,776 ----------------------------------------------------------------------------- Santander Financial Issuances (Cayman Islands), Unsec. Gtd. Sub. Yankee Notes, 7.00%, 04/01/06 4,850,000 5,288,585 ============================================================================= 23,728,619 ============================================================================= DIVERSIFIED CAPITAL MARKETS-0.18% UBS Preferred Funding Trust I, Gtd. Global Bonds, 8.62%(e) 3,385,000 4,168,086 ============================================================================= ELECTRIC UTILITIES-1.28% AmerenEnergy Generating Co.-Series C, Sr. Unsec. Global Notes, 7.75%, 11/01/05 350,000 383,509 ----------------------------------------------------------------------------- American Electric Power Co., Inc., Sr. Unsec. Unsub. Notes, 5.25%, 06/01/15 1,240,000 1,217,829 ----------------------------------------------------------------------------- CenterPoint Energy, Inc., Notes, 5.88%, 06/01/08 (Acquired 05/21/03; Cost $907,668)(b) 900,000 931,734 ----------------------------------------------------------------------------- Cinergy Corp., Unsec. Sub. Global Deb., 6.25%, 09/01/04 650,000 667,888 ----------------------------------------------------------------------------- Consolidated Edison Co. of New York, Unsec. Deb., 7.75%, 06/01/26 900,000 990,747 ----------------------------------------------------------------------------- Consumers Energy Co., First Mortgage Bonds, 6.00%, 02/15/14 (Acquired 10/03/03; Cost $1,533,450)(b)(c) 1,500,000 1,568,640 ----------------------------------------------------------------------------- Hydro-Quebec (Canada), Gtd. Floating Rate Euro Notes, 1.25%(e)(f) 5,050,000 4,538,470 ----------------------------------------------------------------------------- Series B, Gtd. Medium Term Notes, 8.62%, 12/15/11 2,150,000 2,709,237 ----------------------------------------------------------------------------- Japan Bank for International Cooperation (Japan), Unsec. Gtd. Euro Bonds, 6.50%, 10/06/05 4,600,000 4,954,941 ----------------------------------------------------------------------------- South Carolina Electric & Gas Co., First Mortgage Bonds, 5.25%, 11/01/18 3,390,000 3,388,813 ----------------------------------------------------------------------------- |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE ELECTRIC UTILITIES-(CONTINUED) Southern Power Co., Bonds, 4.88%, 07/15/15 (Acquired 07/01/03; Cost $1,296,594)(b) $ 1,300,000 $ 1,240,720 ----------------------------------------------------------------------------- Sutton Bridge Financing Ltd. (United Kingdom), Gtd. Euro Bonds, 8.63%, 06/30/22(g) GBP 2,743,005 4,893,654 ----------------------------------------------------------------------------- United Energy Distribution Holdings Pty Ltd. (Australia), Sr. Unsec. Unsub. Notes, 4.70%, 04/15/11 (Acquired 11/12/03; Cost $899,091)(b)(c) 900,000 908,991 ----------------------------------------------------------------------------- Xcel Energy, Inc., Sr. Global Notes, 3.40%, 07/01/08 1,100,000 1,076,130 ============================================================================= 29,471,303 ============================================================================= ENVIRONMENTAL SERVICES-0.09% Waste Management, Inc., Sr. Unsec. Unsub. Notes, 7.38%, 08/01/10 1,820,000 2,101,408 ============================================================================= FOOD RETAIL-0.10% Kroger Co., Sr. Unsec. Gtd. Notes, 7.38%, 03/01/05 500,000 533,360 ----------------------------------------------------------------------------- Safeway Inc., Notes, 2.50%, 11/01/05 1,750,000 1,749,860 ============================================================================= 2,283,220 ============================================================================= GAS UTILITIES-0.11% CenterPoint Energy Resources Corp., Unsec. Deb., 6.50%, 02/01/08 1,145,000 1,230,967 ----------------------------------------------------------------------------- MCN Corp., First Mortgage Bonds, 5.70%, 03/15/33 1,260,000 1,222,691 ============================================================================= 2,453,658 ============================================================================= HEALTH CARE FACILITIES-0.05% HCA Inc., Notes, 6.25%, 02/15/13 1,225,000 1,261,554 ============================================================================= HOMEBUILDING-0.05% Lennar Corp.-Series B, Sr. Unsec. Gtd. Global Notes, 9.95%, 05/01/10 930,000 1,062,525 ============================================================================= HYPERMARKETS & SUPER CENTERS-0.14% Wal-Mart Stores, Inc., Unsec. Deb., 8.50%, 09/15/24 2,895,000 3,138,441 ============================================================================= |
FS-4
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- INDUSTRIAL CONGLOMERATES-0.04% URC Holdings Corp., Sr. Notes, 7.88%, 06/30/06 (Acquired 10/08/03; Cost $849,203)(b)(c) $ 750,000 $ 836,347 ============================================================================= INTEGRATED OIL & GAS-0.10% Repsol International Finance B.V. (Netherlands), Unsec. Gtd. Global Notes, 7.45%, 07/15/05 1,590,000 1,715,626 ----------------------------------------------------------------------------- TGT Pipeline LLC, Global Notes, 5.20%, 06/01/18 600,000 564,198 ============================================================================= 2,279,824 ============================================================================= INTEGRATED TELECOMMUNICATION SERVICES-1.61% British Telecommunications PLC (United Kingdom), Global Notes, 7.88%, 12/15/05 140,000 154,192 ----------------------------------------------------------------------------- Citizens Communications Co., Sr. Unsec. Notes, 9.25%, 05/15/11 400,000 473,008 ----------------------------------------------------------------------------- Deutsche Telekom International Finance B.V. (Netherlands), Unsec. Gtd. Unsub. Global Bonds, 8.25%, 06/15/05 1,650,000 1,793,550 ----------------------------------------------------------------------------- France Telecom S.A. (France), Sr. Unsec. Global Notes, 9.75%, 03/01/31 1,130,000 1,493,713 ----------------------------------------------------------------------------- GTE Hawaiian Telephone Co., Inc.-Series A, Unsec. Deb., 7.00%, 02/01/06 2,655,000 2,895,995 ----------------------------------------------------------------------------- New England Telephone & Telegraph Co., Sr. Unsec. Notes, 7.65%, 06/15/07 1,000,000 1,123,590 ----------------------------------------------------------------------------- Sprint Capital Corp., Sr. Unsec. Gtd. Global Notes, 6.00%, 01/15/07 2,160,000 2,301,026 ----------------------------------------------------------------------------- 7.13%, 01/30/06 6,610,000 7,088,762 ----------------------------------------------------------------------------- Sr. Unsec. Gtd. Unsub. Global Notes, 6.13%, 11/15/08 1,381,000 1,467,630 ----------------------------------------------------------------------------- Unsec. Gtd. Global Notes, 7.90%, 03/15/05 3,230,000 3,444,020 ----------------------------------------------------------------------------- 8.75%, 03/15/32 1,000,000 1,185,140 ----------------------------------------------------------------------------- Sprint Corp., Deb., 9.00%, 10/15/19 2,200,000 2,628,318 ----------------------------------------------------------------------------- TELUS Corp. (Canada), Yankee Notes, 7.50%, 06/01/07 2,500,000 2,778,125 ----------------------------------------------------------------------------- 8.00%, 06/01/11 1,000,000 1,172,500 ----------------------------------------------------------------------------- Verizon Communications Inc., Unsec. Deb., 6.36%, 04/15/06 2,570,000 2,784,030 ----------------------------------------------------------------------------- Verizon Global Funding Corp., Sr. Unsec. Unsub. Global Notes, 7.75%, 12/01/30 765,000 895,050 ----------------------------------------------------------------------------- Verizon Pennsylvania Inc.-Series A, Global Notes, 5.65%, 11/15/11 3,310,000 3,483,643 ============================================================================= 37,162,292 ============================================================================= INVESTMENT BANKING & BROKERAGE-0.44% Goldman Sachs Group, Inc. (The), Unsec. Global Notes, 4.13%, 01/15/08 4,475,000 4,579,670 ----------------------------------------------------------------------------- Lehman Brothers Inc., Sr. Sub. Deb., 11.63%, 05/15/05 2,645,000 2,951,846 ----------------------------------------------------------------------------- Sr. Unsec. Sub. Notes, 7.63%, 06/01/06 1,000,000 1,119,340 ----------------------------------------------------------------------------- Merrill Lynch & Co., Inc.-Series B, Medium Term Notes, 4.54%, 03/08/05 1,415,000 1,457,549 ============================================================================= 10,108,405 ============================================================================= |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE LIFE & HEALTH INSURANCE-0.76% John Hancock Global Funding II, Notes, 5.00%, 07/27/07 (Acquired 06/12/02; Cost $2,323,721)(b)(c) $ 2,325,000 $ 2,470,429 ----------------------------------------------------------------------------- Lincoln National Corp., Unsec. Deb., 9.13%, 10/01/24 4,870,000 5,296,028 ----------------------------------------------------------------------------- ReliaStar Financial Corp., Unsec. Notes, 8.00%, 10/30/06 600,000 672,978 ----------------------------------------------------------------------------- Torchmark Corp., Notes, 7.38%, 08/01/13 3,000,000 3,483,330 ----------------------------------------------------------------------------- 7.88%, 05/15/23 4,845,000 5,677,952 ============================================================================= 17,600,717 ============================================================================= MULTI-LINE INSURANCE-0.09% MassMutual Global Funding II, Notes, 3.80%, 04/15/09 (Acquired 10/07/03; Cost $2,197,074)(b)(c) 2,200,000 2,195,028 ============================================================================= MULTI-UTILITIES & UNREGULATED POWER-0.02% Duke Energy Corp., First Mortgage Bonds, 3.75%, 03/05/08 350,000 351,501 ============================================================================= MUNICIPALITIES-0.12% Illinois (State of); Unlimited Tax Pension Series 2003 GO, 5.10%, 06/01/33 3,005,000 2,763,007 ============================================================================= OIL & GAS DRILLING-0.03% Transocean Inc.(Cayman Islands), Sr. Unsec. Unsub. Global Deb., 8.00%, 04/15/27 600,000 720,762 ============================================================================= OIL & GAS EXPLORATION & PRODUCTION-0.37% Kern River Funding Corp., Sr. Gtd. Notes, 4.89%, 04/30/18 (Acquired 04/23/03- 05/20/03; Cost $3,439,997)(b)(c) 3,404,744 3,397,594 ----------------------------------------------------------------------------- Pemex Project Funding Master Trust, Unsec. Unsub. Gtd. Global Notes, 7.38%, 12/15/14 4,900,000 5,170,529 ============================================================================= 8,568,123 _____________________________________________________________________________ ============================================================================= OIL & GAS REFINING, MARKETING & TRANSPORTATION-0.09% Petroleos Mexicanos (Mexico), Unsub. Gtd. Global Notes, 6.50%, 02/01/05 1,310,000 1,372,225 ----------------------------------------------------------------------------- Plains All American Pipeline L.P., Sr. Notes, 5.63%, 12/15/13 (Acquired 12/03/03; Cost $698,138)(b)(c) 700,000 705,292 ============================================================================= 2,077,517 ============================================================================= |
FS-5
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- OTHER DIVERSIFIED FINANCIAL SERVICES-0.90% CIT Group Inc., Sr. Global Notes, 7.13%, 10/15/04 $ 1,110,000 $ 1,158,485 ----------------------------------------------------------------------------- Sr. Unsec. Notes, 6.63%, 06/15/05 500,000 532,900 ----------------------------------------------------------------------------- Sr. Unsec. Unsub. Global Notes, 7.63%, 08/16/05 830,000 901,181 ----------------------------------------------------------------------------- Citigroup Inc., Unsec. Sub. Global Notes, 6.00%, 10/31/33 3,500,000 3,505,250 ----------------------------------------------------------------------------- General Electric Capital Corp., Sub. Gtd. Notes, 8.13%, 05/15/12 2,600,000 3,151,460 ----------------------------------------------------------------------------- Sr. Medium Term Global Notes, 4.25%, 12/01/10 1,235,000 1,227,022 ----------------------------------------------------------------------------- Series A, Medium Term Global Notes, 2.85%, 01/30/06 400,000 405,148 ----------------------------------------------------------------------------- 5.88%, 02/15/12 1,200,000 1,292,556 ----------------------------------------------------------------------------- 6.00%, 06/15/12 1,000,000 1,082,550 ----------------------------------------------------------------------------- Heller Financial, Inc., Sr. Unsec. Global Notes, 8.00%, 06/15/05 2,425,000 2,633,477 ----------------------------------------------------------------------------- Household Finance Corp., Medium Term Notes, 3.38%, 02/21/06 470,000 479,334 ----------------------------------------------------------------------------- ING Capital Funding Trust III, Gtd. Global Bonds, 8.44%(e) 900,000 1,088,181 ----------------------------------------------------------------------------- Pemex Finance Ltd. (Cayman Islands)- Series 1999-2, Class A1, Global Bonds, 9.69%, 08/15/09 2,900,000 3,365,798 ============================================================================= 20,823,342 ============================================================================= PROPERTY & CASUALTY INSURANCE-0.03% Travelers Property Casualty Corp., Sr. Unsec. Notes, 6.75%, 11/15/06 700,000 765,527 ============================================================================= PUBLISHING-0.13% News America Holdings, Inc., Sr. Unsec. Gtd. Deb., 7.70%, 10/30/25 1,615,000 1,882,315 ----------------------------------------------------------------------------- Unsec. Gtd. Deb., 7.75%, 01/20/24 1,000,000 1,169,730 ============================================================================= 3,052,045 ============================================================================= REAL ESTATE-0.06% EOP Operating L.P., Unsec. Notes, 8.38%, 03/15/06 1,250,000 1,403,450 ============================================================================= REAL ESTATE MANAGEMENT & DEVELOPMENT-0.07% Dominion Resources, Inc.-Series F, Sr. Unsec. Putable Notes, 5.25%, 08/01/15 1,700,000 1,697,960 ============================================================================= REGIONAL BANKS-0.34% BB&T Corp., Unsec. Sub. Global Notes, 5.20%, 12/23/15 3,800,000 3,790,272 ----------------------------------------------------------------------------- Greater Bay Bancorp.-Series B, Sr. Notes, 5.25%, 03/31/08 3,000,000 3,027,570 ----------------------------------------------------------------------------- Union Planters Corp., Notes, 4.38%, 12/01/10 925,000 919,885 ============================================================================= 7,737,727 ============================================================================= |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE REINSURANCE-0.10% GE Global Insurance Holding Corp., Unsec. Notes, 7.50%, 06/15/10 $ 2,000,000 $ 2,298,680 ============================================================================= RESTAURANTS-0.04% McDonald's Corp., Unsec. Deb., 7.05%, 11/15/25 850,000 932,306 ============================================================================= SOVEREIGN DEBT-0.36% New Brunswick (Province of) (Canada), Sec. Yankee Deb., 6.75%, 08/15/13 830,000 969,050 ----------------------------------------------------------------------------- Quebec (Province of) (Canada), Sr. Unsec. Unsub. Global Deb., 5.75%, 02/15/09 1,400,000 1,533,742 ----------------------------------------------------------------------------- United Mexican States (Mexico), Global Notes, 4.63%, 10/08/08 610,000 619,913 ----------------------------------------------------------------------------- 6.63%, 03/03/15 1,000,000 1,038,750 ----------------------------------------------------------------------------- 7.50%, 04/08/33 3,900,000 4,070,625 ============================================================================= 8,232,080 ============================================================================= THRIFTS & MORTGAGE FINANCE-0.23% Countrywide Home Loans, Inc. Series J, Gtd. Medium Term Global Notes, 5.50%, 08/01/06 700,000 748,727 ----------------------------------------------------------------------------- Series K, Medium Term Global Notes, 3.50%, 12/19/05 2,260,000 2,316,613 ----------------------------------------------------------------------------- Washington Mutual Financial Corp., Sr. Unsec. Notes, 8.25%, 06/15/05 2,050,000 2,231,364 ============================================================================= 5,296,704 ============================================================================= TOBACCO-0.05% Altria Group, Inc., Notes, 7.00%, 11/04/13 700,000 747,341 ----------------------------------------------------------------------------- Unsec. Notes, 6.38%, 02/01/06 350,000 367,346 ============================================================================= 1,114,687 ============================================================================= TRUCKING-0.13% Roadway Corp., Sr. Unsec. Gtd. Global Notes, 8.25%, 12/01/08 2,655,000 2,996,619 ============================================================================= WIRELESS TELECOMMUNICATION SERVICES-0.51% TeleCorp PCS, Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.63%, 07/15/10 4,755,000 5,644,661 ----------------------------------------------------------------------------- Tritel PCS Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.38%, 01/15/11 5,000,000 6,026,900 ============================================================================= 11,671,561 ============================================================================= Total Bonds & Notes (Cost $277,186,962) 284,760,758 ============================================================================= |
FS-6
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- ASSET-BACKED SECURITIES-0.82% ELECTRIC UTILITIES-0.02% Public Service Co. of Colorado, Global Collateral Trust, 4.88%, 03/01/13 $ 605,000 $ 602,846 ============================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-0.65% Citicorp Lease-Series 1999-1, Class A1, Pass Through Ctfs., 7.22%, 06/15/05 (Acquired 05/08/02-09/23/03; Cost $5,379,228)(b)(c) 5,070,111 5,434,348 ----------------------------------------------------------------------------- Citicorp Lease-Series 1999-1, Class A2, Pass Through Ctfs., 8.04%, 12/15/19 (Acquired 06/01/00-08/20/02; Cost $6,610,373)(b)(c) 6,600,000 7,759,356 ----------------------------------------------------------------------------- First Industrial Realty Trust, Inc., Putable PATS, 7.38%, 05/15/04 (Acquired 02/06/03; Cost $1,111,410)(b)(c) 1,060,000 1,079,684 ----------------------------------------------------------------------------- Yorkshire Power (Cayman Islands)- Series 2000-1, Pass Through Ctfs., 8.25%, 02/15/05 (Acquired 11/12/03; Cost $640,800)(b)(c) 600,000 636,198 ============================================================================= 14,909,586 ============================================================================= SPECIALIZED FINANCE-0.15% National Rural Utilities Cooperative Finance Corp., Sr. Sec. Global Collateral Trust, 6.00%, 05/15/06 3,200,000 3,429,312 ============================================================================= Total Asset-Backed Securities (Cost $17,531,208) 18,941,744 ============================================================================= U.S. GOVERNMENT AGENCY SECURITIES-14.02% FEDERAL HOME LOAN BANK-0.04% Unsec. Bonds, 4.88%, 04/16/04 820,000 829,012 ============================================================================= FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC)-5.01% Pass Through Ctfs., 5.00%, 12/01/18 599,941 612,106 ----------------------------------------------------------------------------- 5.50%, 05/01/13 to 12/01/33 4,973,091 5,152,676 ----------------------------------------------------------------------------- 6.00%, 04/01/17 to 02/01/33 11,914,220 12,458,120 ----------------------------------------------------------------------------- 6.50%, 05/01/16 to 08/01/32 11,038,924 11,578,359 ----------------------------------------------------------------------------- 7.00%, 06/01/15 to 06/01/32 8,373,699 8,865,024 ----------------------------------------------------------------------------- 7.50%, 12/01/30 to 03/01/32 1,507,028 1,618,847 ----------------------------------------------------------------------------- 8.00%, 01/01/27 1,582,680 1,722,049 ----------------------------------------------------------------------------- Unsec. Disc. Notes, 0.75%, 01/02/04(h) 72,275,000 72,273,494 ----------------------------------------------------------------------------- Unsec. Global Notes, 2.75%, 03/15/08 1,330,000 1,302,748 ============================================================================= 115,583,423 ============================================================================= FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-7.69% Pass Through Ctfs., 5.00%, 10/01/17 to 11/01/18 23,803,029 24,314,910 ----------------------------------------------------------------------------- 5.50%, 04/01/18 to 12/01/33 60,773,393 61,867,027 ----------------------------------------------------------------------------- 6.00%, 01/01/17 to 12/01/33 27,598,400 28,554,081 ----------------------------------------------------------------------------- 6.50%, 04/01/14 to 01/01/33 23,040,308 24,190,944 ----------------------------------------------------------------------------- 7.00%, 12/01/15 to 09/01/32 9,689,413 10,305,330 ----------------------------------------------------------------------------- 7.50%, 11/01/15 to 05/01/32 2,979,159 3,186,683 ----------------------------------------------------------------------------- 8.00%, 08/01/21 to 10/01/30 2,192,614 2,391,199 ----------------------------------------------------------------------------- |
----------------------------------------------------------------------------- PRINCIPAL MARKET AMOUNT VALUE FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-(CONTINUED) 8.50%, 03/01/10 to 10/01/28 $ 3,480,157 $ 3,814,292 ----------------------------------------------------------------------------- Unsec. Global Notes, 1.88%, 09/15/05 3,725,000 3,729,358 ----------------------------------------------------------------------------- 4.38%, 09/15/12 800,000 790,640 ----------------------------------------------------------------------------- 6.20%, 06/13/17 5,550,000 5,779,104 ----------------------------------------------------------------------------- Unsec. Notes, 5.25%, 06/15/06 2,200,000 2,353,340 ----------------------------------------------------------------------------- Unsec. Sub. Notes, 5.25%, 08/01/12 5,725,000 5,876,026 ============================================================================= 177,152,934 ============================================================================= GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA)-1.28% Pass Through Ctfs., 5.50%, 12/15/33 2,000,000 2,036,000 ----------------------------------------------------------------------------- 6.00%, 11/15/08 to 10/15/33 8,781,297 9,141,817 ----------------------------------------------------------------------------- 6.50%, 10/15/08 to 02/15/33 7,183,612 7,581,557 ----------------------------------------------------------------------------- 7.00%, 10/15/08 to 05/15/32 4,787,311 5,106,248 ----------------------------------------------------------------------------- 7.50%, 06/15/23 to 05/15/32 3,788,190 4,076,602 ----------------------------------------------------------------------------- 8.00%, 08/15/22 to 01/20/31 1,278,730 1,401,762 ----------------------------------------------------------------------------- 8.50%, 11/15/24 to 02/15/25 132,794 146,133 ============================================================================= 29,490,119 ============================================================================= Total U.S. Government Agency Securities (Cost $319,687,575) 323,055,488 ============================================================================= U.S. TREASURY SECURITIES-8.03% U.S. TREASURY NOTES-6.23% 2.13%, 10/31/04 26,115,000 26,325,226 ----------------------------------------------------------------------------- 1.50%, 02/28/05 33,260,000 33,343,150 ----------------------------------------------------------------------------- 6.75%, 05/15/05 5,550,000 5,950,654 ----------------------------------------------------------------------------- 6.50%, 10/15/06 23,065,000 25,703,175 ----------------------------------------------------------------------------- 3.50%, 11/15/06 14,800,000 15,304,088 ----------------------------------------------------------------------------- 3.13%, 10/15/08 14,800,000 14,781,500 ----------------------------------------------------------------------------- 4.75%, 11/15/08 10,775,000 11,540,995 ----------------------------------------------------------------------------- 5.00%, 02/15/11 9,900,000 10,637,847 ============================================================================= 143,586,635 ============================================================================= U.S. TREASURY BONDS-1.80% 7.25%, 05/15/16 10,400,000 12,982,112 ----------------------------------------------------------------------------- |
FS-7
PRINCIPAL MARKET AMOUNT VALUE ----------------------------------------------------------------------------- U.S. TREASURY BONDS-(CONTINUED) 7.50%, 11/15/16 $ 22,320,000 $ 28,433,671 ============================================================================= 41,415,783 ============================================================================= Total U.S. Treasury Securities (Cost $181,771,734) 185,002,418 ----------------------------------------------------------------------------- TOTAL INVESTMENTS-102.12% (excluding investments purchased with cash collateral from securities loaned) (Cost $2,202,224,901) 2,353,968,607 ============================================================================= |
MARKET SHARES VALUE ----------------------------------------------------------------------------- INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-5.22% Liquid Assets Portfolio(i)(j) $ 60,195,599 $ 60,195,599 ----------------------------------------------------------------------------- STIC Prime Portfolio(i)(j) 60,195,599 60,195,599 ============================================================================= Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $120,391,198) 120,391,198 ============================================================================= TOTAL INVESTMENTS-107.34% (Cost $2,322,616,099) 2,474,359,805 ============================================================================= OTHER ASSETS LESS LIABILITIES-(7.34%) (169,223,468) ============================================================================= NET ASSETS-100.00% $2,305,136,337 _____________________________________________________________________________ ============================================================================= |
Investment Abbreviations:
ADR - American Depositary Receipt Ctfs - Certificates Deb. - Debentures GBP - British Pound Sterling GO - General Obligation Bonds Gtd. - Guaranteed PATS - Pass Through Asset Trust Securities Sec. - Secured Sr. - Senior Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $35,030,919,
which represented 1.52% of the Fund's net assets. Unless otherwise
indicated, these securities are not considered to be illiquid.
(c) Security considered to be illiquid. The aggregate market value of these
securities considered illiquid at 12/31/03 was $32,858,465 which represented
1.43% of the Fund's net assets.
(d) Interest rates are redetermined quarterly. Rates shown are rates in effect
on 12/31/03.
(e) Perpetual bond with no specified maturity date.
(f) Interest rates are redetermined semiannually. Rates shown are rates in
effect on 12/31/03.
(g) Foreign denominated security. Par value is denominated in currency
indicated.
(h) Security is traded on a discount basis. The interest rate shown represents
the discount rate at the time of purchase by the Fund.
(i) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(j) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-8
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $2,202,224,901)* $2,353,968,607 ------------------------------------------------------------ Investments in affiliated money market funds (cost $120,391,198) 120,391,198 ------------------------------------------------------------ Cash 821,192 ------------------------------------------------------------ Receivables for: Investments sold 21,416,194 ------------------------------------------------------------ Fund shares sold 1,476,461 ------------------------------------------------------------ Dividends and interest 8,828,052 ------------------------------------------------------------ Principal paydowns 4,469 ------------------------------------------------------------ Investments matured (Note 10) 250,120 ------------------------------------------------------------ Investment for deferred compensation and retirement plans 185,169 ------------------------------------------------------------ Other assets 50,384 ============================================================ Total assets 2,507,391,846 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 45,318,017 ------------------------------------------------------------ Fund shares reacquired 33,093,079 ------------------------------------------------------------ Deferred compensation and retirement plans 264,742 ------------------------------------------------------------ Collateral upon return of securities loaned 120,391,198 ------------------------------------------------------------ Accrued distribution fees 990,675 ------------------------------------------------------------ Accrued transfer agent fees 1,941,903 ------------------------------------------------------------ Accrued operating expenses 255,895 ============================================================ Total liabilities 202,255,509 ============================================================ Net assets applicable to shares outstanding $2,305,136,337 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $2,905,249,675 ------------------------------------------------------------ Undistributed net investment income (2,977,290) ------------------------------------------------------------ Undistributed net realized gain (loss) from investment securities, foreign currencies, futures contracts and option contracts (748,835,123) ------------------------------------------------------------ Unrealized appreciation of investment securities, foreign currencies and futures contracts 151,699,075 ============================================================ $2,305,136,337 ____________________________________________________________ ============================================================ NET ASSETS: Class A $1,297,377,525 ____________________________________________________________ ============================================================ Class B $ 739,424,478 ____________________________________________________________ ============================================================ Class C $ 264,512,894 ____________________________________________________________ ============================================================ Class R $ 3,811,690 ____________________________________________________________ ============================================================ Institutional Class $ 9,750 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 54,223,955 ____________________________________________________________ ============================================================ Class B 30,970,912 ____________________________________________________________ ============================================================ Class C 11,062,519 ____________________________________________________________ ============================================================ Class R 159,148 ____________________________________________________________ ============================================================ Institutional Class 407 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 23.93 ------------------------------------------------------------ Offering price per share: (Net asset value of $23.93 divided by 95.25%) $ 25.12 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 23.87 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 23.91 ____________________________________________________________ ============================================================ Class R: Net asset value and offering price per share $ 23.95 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 23.94 ____________________________________________________________ ============================================================ |
* At December 31, 2003, securities with an aggregate market value of $118,156,505 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-9
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Interest $ 40,986,029 -------------------------------------------------------------------------- Dividends (net of foreign withholding tax of $149,904) 21,234,491 -------------------------------------------------------------------------- Dividends from affiliated money market funds* 1,786,974 ========================================================================== Total investment income 64,007,494 ========================================================================== EXPENSES: Advisory fees 12,247,956 -------------------------------------------------------------------------- Administrative services fees 498,697 -------------------------------------------------------------------------- Custodian fees 103,683 -------------------------------------------------------------------------- Distribution fees: Class A 3,397,488 -------------------------------------------------------------------------- Class B 7,336,443 -------------------------------------------------------------------------- Class C 2,791,836 -------------------------------------------------------------------------- Class R 13,795 -------------------------------------------------------------------------- Transfer agent fees -- Class A, B, C and R 6,396,180 -------------------------------------------------------------------------- Transfer agent fees -- Institutional Class 49 -------------------------------------------------------------------------- Trustees' fees 43,067 -------------------------------------------------------------------------- Other 809,137 ========================================================================== Total expenses 33,638,331 ========================================================================== Less: Fees waived and expense offset arrangements (61,944) ========================================================================== Net expenses 33,576,387 ========================================================================== Net investment income 30,431,107 ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FUTURES CONTRACTS AND OPTION CONTRACTS: Net realized gain from: Investment securities 104,173,618 -------------------------------------------------------------------------- Foreign currencies 130,456 -------------------------------------------------------------------------- Futures contracts 2,809,071 -------------------------------------------------------------------------- Option contracts written 669,555 ========================================================================== 107,782,700 ========================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities 226,610,643 -------------------------------------------------------------------------- Foreign currencies (66,701) -------------------------------------------------------------------------- Futures contracts 1,573,443 ========================================================================== 228,117,385 ========================================================================== Net gain from investment securities, foreign currencies, futures contracts and option contracts 335,900,085 ========================================================================== Net increase in net assets resulting from operations $366,331,192 __________________________________________________________________________ ========================================================================== |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
FS-10
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ----------------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 30,431,107 $ 58,143,822 ----------------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies, futures contracts and option contracts 107,782,700 (509,645,234) ----------------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies and futures contracts 228,117,385 (226,603,332) =============================================================================================== Net increase (decrease) in net assets resulting from operations 366,331,192 (678,104,744) =============================================================================================== Distributions to shareholders from net investment income: Class A (26,240,036) (43,040,026) ----------------------------------------------------------------------------------------------- Class B (8,673,183) (14,672,799) ----------------------------------------------------------------------------------------------- Class C (3,288,903) (5,912,859) ----------------------------------------------------------------------------------------------- Class R (48,722) (2,356) ----------------------------------------------------------------------------------------------- Institutional Class (209) (233) =============================================================================================== Decrease in net assets resulting from distributions (38,251,053) (63,628,273) =============================================================================================== Share transactions-net: Class A (325,786,055) (418,695,124) ----------------------------------------------------------------------------------------------- Class B (127,772,946) (189,750,544) ----------------------------------------------------------------------------------------------- Class C (75,676,154) (92,084,801) ----------------------------------------------------------------------------------------------- Class R 3,149,619 295,439 ----------------------------------------------------------------------------------------------- Institutional Class 209 10,233 =============================================================================================== Net increase (decrease) in net assets resulting from share transactions (526,085,327) (700,224,797) =============================================================================================== Net increase (decrease) in net assets (198,005,188) (1,441,957,814) =============================================================================================== NET ASSETS: Beginning of year 2,503,141,525 3,945,099,339 =============================================================================================== End of year (including undistributed net investment income (loss) of $(2,977,290) and $(2,766,985) for 2003 and 2002, respectively) $2,305,136,337 $ 2,503,141,525 _______________________________________________________________________________________________ =============================================================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-11
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Balanced Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is to achieve as high a total return as possible, consistent with preservation of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. REPURCHASE AGREEMENTS -- Repurchase agreements held by the Fund are fully collateralized by securities issued by the U.S. Government, its agencies or instrumentalities and such collateral is in the possession of the Fund's custodian. The collateral is evaluated daily to ensure its market value exceeds the current market value of the repurchase agreements including accrued interest. In the event of default on the obligation to repurchase, the
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Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, the Fund might incur expenses in enforcing its rights, and could experience losses, including a decline in the value of the underlying security and loss of income.
D. DOLLAR ROLL TRANSACTIONS -- The Fund may engage in dollar roll transactions with respect to mortgage-backed securities issued by GNMA, FNMA and FHLMC. In a dollar roll transaction, the Fund sells a mortgage-backed security held in the Fund to a financial institution such as a bank or broker-dealer, and simultaneously agrees to repurchase a substantially similar security (same type, coupon and maturity) from the institution at an agreed upon price. The mortgage-backed securities that are repurchased will bear the same interest rate as those sold, but generally will be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on securities sold. Proceeds of the sale may be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the security sold. The difference between the selling price and the future repurchase price is recorded as realized gain (loss). At the time the Fund enters into the dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed transaction costs.
E. DISTRIBUTIONS -- Distributions from income are declared and paid quarterly and are recorded on ex-dividend date. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
F. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
G. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
H. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
I. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts.
J. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration
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date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
K. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.75% of the first $150 million of the Fund's average daily net assets, plus 0.50% of the Fund's average daily net assets in excess of $150 million. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $26,441.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $498,697 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. For the Institutional Class, the transfer agent has contractually agreed to reimburse class specific transfer agent fees to the extent necessary to limit transfer agent fees to 0.10% of the average net assets. During the year ended December 31, 2003, AISI retained $2,136,991 for such services and reimbursed fees for the Institutional Class shares of $39.
The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B, Class C, Class R and the Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B, Class C and Class R shares paid $3,397,488, $7,336,443, $2,791,836 and $13,795, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC")(collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $167,714 in front-end sales commissions from the sale of Class A shares and $2,908, $982, $11,040 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
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NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME ----------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $46,270,207 $ 452,053,407 $ (498,323,614) $ -- $ -- $ 557,046 ----------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 46,270,207 452,053,407 (498,323,614) -- -- 535,880 ============================================================================================================================= Subtotal $92,540,414 $ 904,106,814 $ (996,647,228) $ -- $ -- $1,092,926 ============================================================================================================================= REALIZED GAIN (LOSS) ----------- ----------------------- Liquid Assets Portfolio $ -- ----------------------- STIC Prime Portfolio -- ======================= Subtotal $ -- ======================= |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* ----------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $198,527,731 $ 399,316,028 $ (537,648,160) $ -- $60,195,599 $ 352,885 ----------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 198,527,731 399,316,028 (537,648,160) -- 60,195,599 341,163 ============================================================================================================================= Subtotal $397,055,462 $ 798,632,056 $(1,075,296,320) $ -- $120,391,198 $ 694,048 ============================================================================================================================= Total $489,595,876 $1,702,738,870 $(2,071,943,548) $ -- $120,391,198 $1,786,974 _____________________________________________________________________________________________________________________________ ============================================================================================================================= REALIZED GAIN (LOSS) ----------- ----------------------- Liquid Assets Portfolio $ -- ----------------------- STIC Prime Portfolio -- ======================= Subtotal $ -- ======================= Total $ -- _______________________ ======================= |
* Dividend income is net of fees paid to security lending counterparties of $2,129,155.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $33,550 and reductions in custodian fees of $1,914 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $35,464.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $10,207 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
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Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with to these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $118,156,505 were on loan to brokers. The loans were secured by cash collateral of $120,391,198, received by the Fund and subsequently invested in affiliated money market funds. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $694,048 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD ------------------------------------------------------------ CALL OPTION CONTRACTS ------------------------ NUMBER OF PREMIUMS CONTRACTS RECEIVED ------------------------------------------------------------ Beginning of year -- $ -- ------------------------------------------------------------ Written 19,352 2,647,691 ------------------------------------------------------------ Closed (11,352) (1,383,087) ------------------------------------------------------------ Exercised (7,145) (1,219,291) ------------------------------------------------------------ Expired (855) (45,313) ============================================================ End of year -- $ -- ____________________________________________________________ ============================================================ |
NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 -------------------------------------------------------------- Distributions paid from ordinary income $38,251,053 $63,628,273 ______________________________________________________________ ============================================================== |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Undistributed ordinary income $ 851,264 ------------------------------------------------------------ Unrealized appreciation -- investments 127,385,446 ------------------------------------------------------------ Temporary book/tax differences (176,364) ------------------------------------------------------------ Capital loss carryforward (728,173,684) ------------------------------------------------------------ Shares of beneficial interest 2,905,249,675 ============================================================ Total net assets $2,305,136,337 ____________________________________________________________ ============================================================ |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales, bond premium amortization and the treatment of defaulted bonds. The tax basis unrealized appreciation (depreciation) on investments amount includes depreciation on foreign currencies written of $(44,631).
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund utilized $100,558,720 of capital loss carryforward in the current period to offset net realized capital gain for Federal Income Tax purposes. The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2009 $194,280,842 ---------------------------------------------------------- December 31, 2010 533,892,842 ========================================================== Total capital loss carryforward $728,173,684 __________________________________________________________ ========================================================== |
NOTE 10--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $2,582,952,020 and $3,074,429,630, respectively.
Receivable for investments matured represents the estimated proceeds to the fund by Candescent Technologies Corp. which is in default with respect to the principal payments on $25,012,000 par value, Senior Unsecured Guaranteed Subordinated Debentures, 8.00%, which were due May 1, 2003. This estimate was determined in accordance with the fair valuation procedures authorized by the Board of Trustees.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $133,885,871 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (6,455,794) =========================================================== Net unrealized appreciation of investment securities $127,430,077 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $2,346,929,728. |
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NOTE 11--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of foreign currency transactions, bond premium adjustments and paydown reclassifications, on December 31, 2003, undistributed net investment income was increased by $7,609,641, undistributed net realized gains decreased by $7,609,641. This reclassification had no effect on the net assets of the Fund.
NOTE 12--SHARE INFORMATION
The Fund currently offers five different classes of shares: Class A shares, Class B shares, Class C shares, Class R shares and the Institutional Class shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with a CDSC. Class R shares and the Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class R shares are subject to CDSCs. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING -------------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2003 2002 ---------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT -------------------------------------------------------------------------------------------------------------------------- Sold: Class A 14,724,408 $ 317,421,511 18,401,640 $ 428,141,266 -------------------------------------------------------------------------------------------------------------------------- Class B 2,822,623 61,571,171 4,099,333 94,890,497 -------------------------------------------------------------------------------------------------------------------------- Class C 1,078,856 23,496,738 1,843,250 43,002,479 -------------------------------------------------------------------------------------------------------------------------- Class R* 184,779 4,039,188 14,347 301,147 -------------------------------------------------------------------------------------------------------------------------- Institutional Class** -- -- 388 10,000 ========================================================================================================================== Issued as reinvestment of dividends: Class A 1,155,459 25,548,489 1,819,979 40,991,840 -------------------------------------------------------------------------------------------------------------------------- Class B 362,180 7,982,445 587,872 13,234,876 -------------------------------------------------------------------------------------------------------------------------- Class C 134,213 2,951,526 232,973 5,254,228 -------------------------------------------------------------------------------------------------------------------------- Class R* 2,176 48,722 114 2,356 -------------------------------------------------------------------------------------------------------------------------- Institutional Class** 9 209 10 233 ========================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 1,104,079 24,477,117 706,603 16,411,135 -------------------------------------------------------------------------------------------------------------------------- Class B (1,106,931) (24,477,117) (708,036) (16,411,135) ========================================================================================================================== Reacquired: Class A (31,672,931) (693,233,172) (40,105,433) (904,239,365) -------------------------------------------------------------------------------------------------------------------------- Class B (8,005,292) (172,849,445) (12,551,569) (281,464,782) -------------------------------------------------------------------------------------------------------------------------- Class C (4,686,941) (102,124,418) (6,202,124) (140,341,508) -------------------------------------------------------------------------------------------------------------------------- Class R* (41,885) (938,291) (383) (8,064) ========================================================================================================================== (23,945,198) $(526,085,327) (31,861,036) $(700,224,797) __________________________________________________________________________________________________________________________ ========================================================================================================================== |
* Class R shares commenced sales on June 3, 2002. ** Institutional class shares commended sales on March 15, 2002.
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NOTE 13--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ---------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------------- 2003 2002 2001 2000 1999 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.81 $ 25.94 $ 30.10 $ 32.69 $ 28.23 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.35(a) 0.49(a) 0.71(a)(b) 0.92(a) 0.82(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (5.09) (4.14) (2.23) 4.46 ================================================================================================================================= Total from investment operations 3.55 (4.60) (3.43) (1.31) 5.28 ================================================================================================================================= Less distributions: Dividends from net investment income (0.43) (0.53) (0.73) (0.79) (0.82) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.43) (0.53) (0.73) (1.28) (0.82) ================================================================================================================================= Net asset value, end of period $ 23.93 $ 20.81 $ 25.94 $ 30.10 $ 32.69 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 17.23% (17.85)% (11.36)% (4.18)% 19.04% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $1,297,378 $1,434,164 $2,284,776 $2,507,641 $1,800,350 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.10%(d) 1.06% 1.01% 0.96% 0.94% ================================================================================================================================= Ratio of net investment income to average net assets 1.60%(d) 2.11% 2.60%(b) 2.80% 2.81% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.73 and the ratio of net investment income to
average net assets would have been 2.67%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $1,358,995,358.
FS-18
NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ------------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------------ 2003 2002 2001 2000 1999 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.77 $ 25.88 $ 30.01 $ 32.61 $ 28.18 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.17 (5.06) (4.11) (2.23) 4.45 ================================================================================================================================= Total from investment operations 3.36 (4.75) (3.61) (1.57) 5.03 ================================================================================================================================= Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================= Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================= Net asset value, end of period $ 23.87 $ 20.77 $ 25.88 $ 30.01 $ 32.61 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 16.29% (18.46)% (12.01)% (4.93)% 18.08% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $739,424 $766,330 $1,176,679 $1,358,823 $1,183,215 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================= Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.86%(b) 2.03% 2.00% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 114% 78% 73% 55% 65% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.52 and the ratio of net investment income to
average net assets would have been 1.93%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $733,644,320.
CLASS C ------------------------------------------------------------------ YEAR ENDED DECEMBER 31, ------------------------------------------------------------------ 2003 2002 2001 2000 1999 -------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 20.80 $ 25.92 $ 30.05 $ 32.65 $ 28.21 -------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.19(a) 0.31(a) 0.50(a)(b) 0.66(a) 0.58(a) -------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.18 (5.07) (4.11) (2.23) 4.46 ================================================================================================================================ Total from investment operations 3.37 (4.76) (3.61) (1.57) 5.04 ================================================================================================================================ Less distributions: Dividends from net investment income (0.26) (0.36) (0.52) (0.54) (0.60) -------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.49) -- ================================================================================================================================ Total distributions (0.26) (0.36) (0.52) (1.03) (0.60) ================================================================================================================================ Net asset value, end of period $ 23.91 $ 20.80 $ 25.92 $ 30.05 $ 32.65 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Total return(c) 16.32% (18.46)% (11.99)% (4.93)% 18.09% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $264,513 $302,346 $483,644 $365,510 $200,585 ________________________________________________________________________________________________________________________________ ================================================================================================================================ Ratio of expenses to average net assets 1.85%(d) 1.81% 1.76% 1.73% 1.75% ================================================================================================================================ Ratio of net investment income to average net assets 0.85%(d) 1.36% 1.85%(b) 2.03% 2.00% ________________________________________________________________________________________________________________________________ ================================================================================================================================ Portfolio turnover rate 114% 78% 73% 55% 65% ________________________________________________________________________________________________________________________________ ================================================================================================================================ |
(a) Calculated using average shares outstanding.
(b) As required, effective January 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide for Investment
Companies and began amortizing premiums on debt securities. Had the Fund
not amortized premiums on debt securities, the net investment income per
share would have been $0.52 and the ratio of net investment income to
average net assets would have been 1.92%. In accordance with the AICPA
Audit and Accounting Guide for Investment Companies, per share and
ratios for periods prior to January 1, 2001 have not been restated to
reflect this change in presentation.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $279,183,614.
FS-19
NOTE 13--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS R ------------------------------------ YEAR ENDED JUNE 3, 2002 (DATE DECEMBER SALES COMMENCED) 31, TO DECEMBER 31, 2003 2002 -------------------------------------------------------------------------------------------------- Net asset value, beginning of period $20.83 $ 23.73 -------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.30(a) 0.22(a) -------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.19 (2.78) ================================================================================================== Total from investment operations 3.49 (2.56) ================================================================================================== Less distributions from net investment income (0.37) (0.34) ================================================================================================== Net asset value, end of period $23.95 $ 20.83 __________________________________________________________________________________________________ ================================================================================================== Total return(b) 16.92% (10.82)% __________________________________________________________________________________________________ ================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $3,812 $ 293 __________________________________________________________________________________________________ ================================================================================================== Ratio of expenses to average net assets 1.35%(c) 1.33%(d) ================================================================================================== Ratio of net investment income to average net assets 1.35%(c) 1.83%(d) __________________________________________________________________________________________________ ================================================================================================== Portfolio turnover rate(e) 114% 78% __________________________________________________________________________________________________ ================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $2,759,046.
(d) Annualized.
(e) Not annualized for periods less than one year.
INSTITUTIONAL CLASS --------------------------------------- MARCH 15, 2002 (DATE YEAR ENDED SALES COMMENCED) DECEMBER 31, TO DECEMBER 31, 2003 2002 ----------------------------------------------------------------------------------------------------- Net asset value, beginning of period $20.82 $ 25.81 ----------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.44(a) 0.44(a) ----------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.20 (4.83) ===================================================================================================== Total from investment operations 3.64 (4.39) ===================================================================================================== Less distributions from net investment income (0.52) (0.60) ===================================================================================================== Net asset value, end of period $23.94 $ 20.82 _____________________________________________________________________________________________________ ===================================================================================================== Total return(b) 17.71% (17.16)% _____________________________________________________________________________________________________ ===================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 10 $ 8 _____________________________________________________________________________________________________ ===================================================================================================== Ratio of expenses to average net assets With fee waivers 0.68%(c) 0.67%(d) ----------------------------------------------------------------------------------------------------- Without fee waivers 1.13%(c) 0.80%(d) ===================================================================================================== Ratio of net investment income to average net assets 2.02%(c) 2.50%(d) _____________________________________________________________________________________________________ ===================================================================================================== Portfolio turnover rate(e) 114% 78% _____________________________________________________________________________________________________ ===================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $8,824.
(d) Annualized.
(e) Not annualized for periods less than one year.
FS-20
NOTE 14--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
FS-21
NOTE 14--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-22
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Basic Balanced Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Basic Balanced Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-23
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ------------------------------------------------------------------------ COMMON STOCKS & OTHER EQUITY INTERESTS-64.16% ADVERTISING-3.45% Interpublic Group of Cos., Inc. (The)(a) 180,000 $ 2,808,000 ------------------------------------------------------------------------ Omnicom Group Inc. 28,900 2,523,837 ======================================================================== 5,331,837 ======================================================================== APPAREL RETAIL-1.56% Gap, Inc. (The) 103,900 2,411,519 ======================================================================== ASSET MANAGEMENT & CUSTODY BANKS-2.06% Bank of New York Co., Inc. (The) 68,200 2,258,784 ------------------------------------------------------------------------ Janus Capital Group Inc. 56,700 930,447 ======================================================================== 3,189,231 ======================================================================== BUILDING PRODUCTS-1.97% American Standard Cos. Inc.(a) 30,200 3,041,140 ======================================================================== COMMUNICATIONS EQUIPMENT-0.80% Motorola, Inc. 88,100 1,239,567 ======================================================================== CONSTRUCTION, FARM MACHINERY & HEAVY TRUCKS-0.61% Deere & Co. 14,500 943,225 ======================================================================== CONSUMER ELECTRONICS-1.08% Koninklijke (Royal) Philips Electronics N.V.-New York Shares (Netherlands) 57,700 1,678,493 ======================================================================== CONSUMER FINANCE-1.09% American Express Co. 35,100 1,692,873 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-2.95% Ceridian Corp.(a) 99,400 2,081,436 ------------------------------------------------------------------------ First Data Corp. 60,600 2,490,054 ======================================================================== 4,571,490 ======================================================================== DIVERSIFIED BANKS-1.68% Bank One Corp. 56,900 2,594,071 ======================================================================== DIVERSIFIED CAPITAL MARKETS-0.98% J.P. Morgan Chase & Co. 41,300 1,516,949 ======================================================================== DIVERSIFIED CHEMICALS-1.30% E. I. du Pont de Nemours & Co. 44,000 2,019,160 ======================================================================== DIVERSIFIED COMMERCIAL SERVICES-3.29% Cendant Corp.(a) 135,700 3,022,039 ------------------------------------------------------------------------ H&R Block, Inc. 37,400 2,070,838 ======================================================================== 5,092,877 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ ELECTRIC UTILITIES-0.22% FirstEnergy Corp. 9,600 $ 337,920 ======================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-1.00% Waters Corp.(a) 46,600 1,545,256 ======================================================================== ENVIRONMENTAL SERVICES-1.98% Waste Management, Inc. 103,500 3,063,600 ======================================================================== FOOD RETAIL-2.33% Kroger Co. (The)(a) 121,400 2,247,114 ------------------------------------------------------------------------ Safeway Inc.(a) 62,000 1,358,420 ======================================================================== 3,605,534 ======================================================================== GENERAL MERCHANDISE STORES-1.42% Target Corp. 57,400 2,204,160 ======================================================================== HEALTH CARE DISTRIBUTORS-2.45% Cardinal Health, Inc. 30,900 1,889,844 ------------------------------------------------------------------------ McKesson Corp. 59,000 1,897,440 ======================================================================== 3,787,284 ======================================================================== HEALTH CARE FACILITIES-1.47% HCA Inc. 52,800 2,268,288 ======================================================================== HEALTH CARE SERVICES-1.11% IMS Health Inc. 68,800 1,710,368 ======================================================================== HOTELS, RESORTS & CRUISE LINES-1.14% Starwood Hotels & Resorts Worldwide, Inc. 48,900 1,758,933 ======================================================================== HOUSEHOLD APPLIANCES-1.49% Black & Decker Corp. (The) 46,800 2,308,176 ======================================================================== INDUSTRIAL CONGLOMERATES-2.63% Tyco International Ltd. (Bermuda) 153,600 4,070,400 ======================================================================== INDUSTRIAL MACHINERY-1.35% SPX Corp.(a) 35,600 2,093,636 ======================================================================== INVESTMENT BANKING & BROKERAGE-1.42% Morgan Stanley 38,100 2,204,847 ======================================================================== LIFE & HEALTH INSURANCE-1.22% Prudential Financial, Inc. 45,300 1,892,181 ======================================================================== MANAGED HEALTH CARE-1.16% UnitedHealth Group Inc. 30,900 1,797,762 ======================================================================== MOVIES & ENTERTAINMENT-1.27% Walt Disney Co. (The) 84,500 1,971,385 ======================================================================== |
FS-24
MARKET SHARES VALUE ------------------------------------------------------------------------ OIL & GAS DRILLING-2.48% Pride International, Inc.(a) 94,200 $ 1,755,888 ------------------------------------------------------------------------ Transocean Inc. (Cayman Islands)(a) 86,900 2,086,469 ======================================================================== 3,842,357 ======================================================================== OIL & GAS EQUIPMENT & SERVICES-1.76% Cooper Cameron Corp.(a) 17,400 810,840 ------------------------------------------------------------------------ Halliburton Co. 40,000 1,040,000 ------------------------------------------------------------------------ Schlumberger Ltd. (Netherlands) 15,900 870,048 ======================================================================== 2,720,888 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.84% Citigroup Inc. 58,600 2,844,444 ======================================================================== PHARMACEUTICALS-2.84% Aventis S.A. (France) 35,200 2,320,171 ------------------------------------------------------------------------ Wyeth 48,700 2,067,315 ======================================================================== 4,387,486 ======================================================================== PROPERTY & CASUALTY INSURANCE-1.49% ACE Ltd. (Cayman Islands) 55,600 2,302,952 ======================================================================== REINSURANCE-0.65% PartnerRe Ltd. (Bermuda) 17,400 1,010,070 ======================================================================== SEMICONDUCTOR EQUIPMENT-1.01% Novellus Systems, Inc.(a) 37,100 1,560,055 ======================================================================== SPECIALIZED FINANCE-1.27% CIT Group Inc. 54,700 1,966,465 ======================================================================== SYSTEMS SOFTWARE-2.36% Computer Associates International, Inc. 133,800 3,658,092 ======================================================================== THRIFTS & MORTGAGE FINANCE-1.98% Fannie Mae 40,900 3,069,954 ======================================================================== Total Common Stocks & Other Equity Interests (Cost $78,899,856) 99,304,925 ======================================================================== PRINCIPAL AMOUNT BONDS & NOTES-9.81% AEROSPACE & DEFENSE-0.03% Lockheed Martin Corp.-Series A, Medium Term Notes, 8.66%, 11/30/06 $ 35,000 40,095 ======================================================================== ALTERNATIVE CARRIERS-0.07% INTELSAT Ltd. (Bermuda), Notes, 6.50%, 11/01/13 (Acquired 10/31/03; Cost $101,875)(b)(c) 100,000 104,610 ======================================================================== AUTOMOBILE MANUFACTURERS-0.03% DaimlerChrysler N.A. Holding Corp.-Series D, Gtd. Medium Term Notes, 3.40%, 12/15/04 50,000 50,719 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE BROADCASTING & CABLE TV-0.84% British Sky Broadcasting Group PLC (United Kingdom), Unsec. Gtd. Global Notes, 7.30%, 10/15/06 $ 200,000 $ 223,132 ------------------------------------------------------------------------ Clear Channel Communications, Inc., Sr. Unsec. Gtd. Notes, 8.00%, 11/01/08 100,000 116,904 ------------------------------------------------------------------------ Comcast Corp., Sr. Unsec. Sub. Notes, 10.50%, 06/15/06 50,000 58,750 ------------------------------------------------------------------------ Sr. Unsec. Notes, 8.88%, 04/01/07 150,000 154,353 ------------------------------------------------------------------------ Continental Cablevision, Inc., Sr. Unsec. Deb., 9.50%, 08/01/13 100,000 114,260 ------------------------------------------------------------------------ Cox Radio, Inc.-Class A, Sr. Unsec. Notes, 6.63%, 02/15/06 75,000 80,973 ------------------------------------------------------------------------ TCI Communications Financing III, Gtd. Bonds, 9.65%, 03/31/27 75,000 92,464 ------------------------------------------------------------------------ Time Warner Cos. Inc., Sr. Unsec. Gtd. Deb., 6.88%, 06/15/18 150,000 163,611 ------------------------------------------------------------------------ 7.25%, 10/15/17 55,000 62,709 ------------------------------------------------------------------------ 7.57%, 02/01/24 65,000 73,274 ------------------------------------------------------------------------ Unsec. Notes, 7.75%, 06/15/05 150,000 162,388 ======================================================================== 1,302,818 ======================================================================== CONSUMER FINANCE-1.10% Associates Corp. of North America, Sr. Global Deb., 6.95%, 11/01/18 200,000 232,204 ------------------------------------------------------------------------ Capital One Financial Corp., Sr. Global Notes, 8.25%, 06/15/05 100,000 108,149 ------------------------------------------------------------------------ Sr. Unsec. Notes, 7.25%, 05/01/06 300,000 323,319 ------------------------------------------------------------------------ Ford Motor Credit Co., Unsec. Global Notes, 6.88%, 02/01/06 250,000 266,635 ------------------------------------------------------------------------ 7.50%, 03/15/05 150,000 158,464 ------------------------------------------------------------------------ General Motors Acceptance Corp., Global Notes, 4.50%, 07/15/06 90,000 92,515 ------------------------------------------------------------------------ Medium Term Notes, 5.25%, 05/16/05 55,000 57,072 ------------------------------------------------------------------------ Unsec. Unsub. Global Notes, 6.75%, 01/15/06 300,000 321,384 ------------------------------------------------------------------------ Hertz Corp. (The)-Class A, Floating Rate Global Notes, 1.71%, 08/13/04(d) 150,000 148,500 ======================================================================== 1,708,242 ======================================================================== DIVERSIFIED BANKS-0.70% American Savings Bank, Notes, 6.63%, 02/15/06 (Acquired 03/05/03; Cost $27,726)(b)(c) 25,000 26,767 ------------------------------------------------------------------------ Bank of America Corp.-Series B, Putable Sub. Medium Term Notes, 8.57%, 11/15/04 50,000 65,249 ------------------------------------------------------------------------ Barclays Bank PLC (United Kingdom), Bonds, 8.55%, 09/19/49 (Acquired 11/05/03; Cost $123,064)(b)(c)(e) 100,000 121,686 ------------------------------------------------------------------------ Barnett Capital I, Gtd. Bonds, 8.06%, 12/01/26 60,000 68,959 ------------------------------------------------------------------------ Barnett Capital II, Gtd. Bonds, 7.95%, 12/01/26 35,000 38,907 ------------------------------------------------------------------------ |
FS-25
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ DIVERSIFIED BANKS-(CONTINUED) Centura Capital Trust I, Gtd. Notes, 8.85%, 06/01/27 (Acquired 05/22/03; Cost $75,926)(b)(c) $ 60,000 $ 72,149 ------------------------------------------------------------------------ Corestates Capital Trust I, Bonds, 8.00%, 12/15/26 (Acquired 06/18/03; Cost $47,662)(b)(c) 40,000 45,573 ------------------------------------------------------------------------ Corporacion Andina de Fomento (Venezuela), Global Notes, 5.20%, 05/21/13 140,000 138,545 ------------------------------------------------------------------------ HSBC Capital Funding L.P. (United Kingdom), Gtd. Bonds, 4.61%, 12/29/49 (Acquired 11/05/03; Cost $46,626)(b)(c)(e) 50,000 47,057 ------------------------------------------------------------------------ Lloyds Bank PLC (United Kingdom)-Series 1, Unsec. Sub. Floating Rate Euro Notes, 1.25%, 06/29/49(f) 140,000 118,705 ------------------------------------------------------------------------ NBD Bank N.A. Michigan, Unsec. Putable Sub. Deb., 8.25%, 11/01/04 100,000 127,115 ------------------------------------------------------------------------ RBS Capital Trust I, Bonds, 4.71%, 12/29/49 (Acquired 11/05/03; Cost $47,457)(e) 50,000 47,597 ------------------------------------------------------------------------ Santander Financial Issuances (Cayman Islands), Unsec. Gtd. Sub. Yankee Notes, 7.00%, 04/01/06 150,000 163,564 ======================================================================== 1,081,873 ======================================================================== DIVERSIFIED CAPITAL MARKETS-0.15% UBS Preferred Funding Trust I, Gtd. Global Bonds, 8.62%, 10/29/49(e) 185,000 227,798 ======================================================================== ELECTRIC UTILITIES-0.78% AmerenEnergy Generating Co.-Series C, Sr. Unsec. Global Notes, 7.75%, 11/01/05 20,000 21,915 ------------------------------------------------------------------------ American Electric Power Co., Inc., Sr. Unsec. Unsub. Notes, 5.25%, 06/01/15 45,000 44,195 ------------------------------------------------------------------------ CenterPoint Energy, Inc., Notes, 5.88%, 06/01/08 (Acquired 05/21/03; Cost $45,383)(b) 45,000 46,587 ------------------------------------------------------------------------ Cinergy Corp., Unsec. Sub. Global Deb., 6.25%, 09/01/04 30,000 30,826 ------------------------------------------------------------------------ Consolidated Edison Co. of New York, Unsec. Deb., 7.75%, 06/01/26(g) 55,000 60,546 ------------------------------------------------------------------------ Consumers Energy Co., First Mortgage Bonds, 6.00%, 02/15/14 (Acquired 10/03/03; Cost $102,230)(b)(c) 100,000 104,576 ------------------------------------------------------------------------ Hydro-Quebec (Canada), Gtd. Floating Rate Euro Notes, 1.25%, 09/29/49(f) 180,000 161,767 ------------------------------------------------------------------------ Kansas City Power & Light Co., Sr. Unsec. Notes, 7.13%, 12/15/05 350,000 381,370 ------------------------------------------------------------------------ South Carolina Electric & Gas Co., First Mortgage Bonds, 5.25%, 11/01/18 200,000 199,930 ------------------------------------------------------------------------ Southern Power Co., Bonds, 4.88%, 07/15/15 (Acquired 07/01/03; Cost $49,869)(b) 50,000 47,720 ------------------------------------------------------------------------ United Energy Distribution Holdings Pty Ltd. (Australia), Sr. Unsec. Unsub. Notes, 4.70%, 04/15/11 (Acquired 11/12/03; Cost $54,944)(b)(c) 55,000 55,549 ------------------------------------------------------------------------ |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE ELECTRIC UTILITIES-(CONTINUED) Xcel Energy, Inc., Sr. Global Notes, 3.40%, 07/01/08 $ 60,000 $ 58,698 ======================================================================== 1,213,679 ======================================================================== ENVIRONMENTAL SERVICES-0.11% Waste Management, Inc., Sr. Unsec. Unsub. Notes, 7.38%, 08/01/10 150,000 173,193 ======================================================================== FOOD RETAIL-0.09% Kroger Co., Sr. Unsec. Gtd. Notes, 7.38%, 03/01/05 40,000 42,669 ------------------------------------------------------------------------ Safeway Inc., Notes, 2.50%, 11/01/05 100,000 99,992 ======================================================================== 142,661 ======================================================================== GAS UTILITIES-0.07% CenterPoint Energy Resources Corp., Unsec. Deb., 6.50%, 02/01/08 60,000 64,505 ------------------------------------------------------------------------ MCN Corp., First Mortgage Bonds, 5.70%, 03/15/33 45,000 43,668 ======================================================================== 108,173 ======================================================================== HEALTH CARE FACILITIES-0.04% HCA Inc., Notes, 6.25%, 02/15/13 55,000 56,641 ======================================================================== HOMEBUILDING-0.05% Lennar Corp.-Series B, Class A, Sr. Unsec. Gtd. Global Notes, 9.95%, 05/01/10 75,000 85,687 ======================================================================== HYPERMARKETS & SUPER CENTERS-0.06% Wal-Mart Stores, Inc., Unsec. Deb., 8.50%, 09/15/24 85,000 92,148 ======================================================================== INDUSTRIAL CONGLOMERATES-0.04% URC Holdings Corp., Sr. Notes, 7.88%, 06/30/06 (Acquired 10/08/03; Cost $56,614)(b)(c) 50,000 55,757 ======================================================================== INTEGRATED OIL & GAS-0.07% Repsol International Finance B.V. (Netherlands), Unsec. Gtd. Global Notes, 7.45%, 07/15/05 45,000 48,555 ------------------------------------------------------------------------ TGT Pipeline LLC, Global Bonds, 5.20%, 06/01/18 60,000 56,420 ======================================================================== 104,975 ======================================================================== INTEGRATED TELECOMMUNICATION SERVICES-1.47% British Telecommunications PLC (United Kingdom), Global Notes, 7.88%, 12/15/05 15,000 16,521 ------------------------------------------------------------------------ Citizens Communications Co., Sr. Unsec. Notes, 9.25%, 05/15/11 25,000 29,563 ------------------------------------------------------------------------ Deutsche Telekom International Finance B.V. (Netherlands), Unsec. Gtd. Unsub. Global Bonds, 7.75%, 06/15/05 65,000 70,655 ------------------------------------------------------------------------ France Telecom S.A. (France), Sr. Unsec. Global Notes, 9.75%, 03/01/31 60,000 79,312 ------------------------------------------------------------------------ GTE Hawaiian Telephone Co., Inc.-Series A, Unsec. Deb., 7.00%, 02/01/06 75,000 81,808 ------------------------------------------------------------------------ New England Telephone & Telegraph Co., Sr. Unsec. Notes, 7.65%, 06/15/07 30,000 33,708 ------------------------------------------------------------------------ |
FS-26
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ INTEGRATED TELECOMMUNICATION SERVICES-(CONTINUED) Sprint Capital Corp., Sr. Unsec. Gtd. Global Notes, 6.00%, 01/15/07 $ 150,000 $ 159,794 ------------------------------------------------------------------------ 7.13%, 01/30/06 275,000 294,918 ------------------------------------------------------------------------ Sr. Unsec. Gtd. Unsub. Global Notes, 6.13%, 11/15/08 150,000 159,410 ------------------------------------------------------------------------ Unsec. Gtd. Global Notes, 7.90%, 03/15/05 205,000 218,583 ------------------------------------------------------------------------ 8.75%, 03/15/32 60,000 71,108 ------------------------------------------------------------------------ TELUS Corp. (Canada), Yankee Notes, 7.50%, 06/01/07 300,000 333,375 ------------------------------------------------------------------------ 8.00%, 06/01/11 60,000 70,350 ------------------------------------------------------------------------ Verizon Communications Inc., Unsec. Deb., 6.36%, 04/15/06(g) 400,000 433,312 ------------------------------------------------------------------------ Verizon Global Funding Corp., Sr. Unsec. Unsub. Global Notes, 7.75%, 12/01/30 50,000 58,500 ------------------------------------------------------------------------ Verizon Pennsylvania Inc.-Series A, Global Notes, 5.65%, 11/15/11 150,000 157,869 ======================================================================== 2,268,786 ======================================================================== INVESTMENT BANKING & BROKERAGE-0.22% Goldman Sachs Group, Inc. (The), Unsec. Global Notes, 4.13%, 01/15/08 150,000 153,509 ------------------------------------------------------------------------ Lehman Brothers Inc., Sr. Sub. Deb., 11.63%, 05/15/05 75,000 83,701 ------------------------------------------------------------------------ Sr. Unsec. Sub. Notes, 7.63%, 06/01/06 50,000 55,967 ------------------------------------------------------------------------ Merrill Lynch & Co., Inc.-Series B, Medium Term Notes, 4.54%, 03/08/05 40,000 41,203 ======================================================================== 334,380 ======================================================================== LIFE & HEALTH INSURANCE-0.15% John Hancock Global Funding II, Notes, 5.00%, 07/27/07 (Acquired 06/12/02; Cost $49,973)(b)(c) 50,000 53,128 ------------------------------------------------------------------------ Lincoln National Corp., Unsec. Deb., 9.13%, 10/01/24 135,000 146,810 ------------------------------------------------------------------------ ReliaStar Financial Corp., Unsec. Notes, 8.00%, 10/30/06 25,000 28,041 ======================================================================== 227,979 ======================================================================== MULTI-LINE INSURANCE-0.06% MassMutual Global Funding II, Notes, 3.80%, 04/15/09(b) 100,000 99,774 ======================================================================== MULTI-UTILITIES & UNREGULATED POWER-0.01% Duke Energy Corp., First Mortgage Bonds, 3.75%, 03/05/08 20,000 20,086 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE MUNICIPALITIES-0.18% Illinois (State of); Unlimited Tax Pension Series 2003 GO, 5.10%, 06/01/33 $ 300,000 $ 275,841 ======================================================================== OIL & GAS DRILLING-0.05% Transocean Inc. (Cayman Islands), Sr. Unsec. Unsub. Global Deb., 8.00%, 04/15/27 60,000 72,076 ======================================================================== OIL & GAS EXPLORATION & PRODUCTION-0.25% Pemex Project Funding Master Trust, Unsec. Unsub. Gtd. Global Notes, 7.38%, 12/15/14 365,000 385,152 ======================================================================== OIL & GAS REFINING, MARKETING & TRANSPORTATION-0.07% Petroleos Mexicanos (Mexico), Gtd. Unsub. Global Notes, 6.50%, 02/01/05 60,000 62,850 ------------------------------------------------------------------------ Plains All American Pipeline L.P./PAA Finance Corp., Sr. Notes, 5.63%, 12/15/13 (Acquired 12/03/03; Cost $49,867)(b)(c) 50,000 50,378 ======================================================================== 113,228 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.01% CIT Group Inc., Sr. Global Notes, 7.13%, 10/15/04 50,000 52,184 ------------------------------------------------------------------------ Sr. Unsec. Notes, 6.63%, 06/15/05 150,000 159,870 ------------------------------------------------------------------------ Sr. Unsec. Unsub. Global Notes, 7.63%, 08/16/05 50,000 54,288 ------------------------------------------------------------------------ Citigroup Inc., Unsec. Sub. Global Bonds, 6.00%, 10/31/33 250,000 250,375 ------------------------------------------------------------------------ General Electric Capital Corp., Gtd. Sub. Notes, 8.13%, 05/15/12 100,000 121,210 ------------------------------------------------------------------------ Sr. Medium Term Global Notes, 4.25%, 12/01/10 70,000 69,548 ------------------------------------------------------------------------ Series A, Medium Term Global Notes, 2.85%, 01/30/06 20,000 20,257 ------------------------------------------------------------------------ 5.88%, 02/15/12 70,000 75,399 ------------------------------------------------------------------------ 6.00%, 06/15/12 40,000 43,302 ------------------------------------------------------------------------ Heller Financial, Inc.-Class A, Sr. Unsec. Global Notes, 8.00%, 06/15/05 100,000 108,597 ------------------------------------------------------------------------ Household Finance Corp., Global Notes, 6.38%, 11/27/12 160,000 175,019 ------------------------------------------------------------------------ Medium Term Notes, 3.38%, 02/21/06 20,000 20,397 ------------------------------------------------------------------------ Sr. Unsec. Global Notes, 6.50%, 01/24/06 50,000 54,139 ------------------------------------------------------------------------ ING Capital Funding Trust III, Gtd. Global Bonds, 8.44%, 12/30/49(e) 125,000 151,136 ------------------------------------------------------------------------ Pemex Finance Ltd. (Cayman Islands)- Series 1999-2, Class A1, Global Bonds, 9.69%, 08/15/09 180,000 208,912 ======================================================================== 1,564,633 ======================================================================== |
FS-27
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ PUBLISHING-0.11% News America Holdings, Inc., Unsec. Gtd. Deb., 7.75%, 01/20/24 $ 65,000 $ 76,032 ------------------------------------------------------------------------ Sr. Unsec. Gtd. Deb., 7.70%, 10/30/25 75,000 87,414 ======================================================================== 163,446 ======================================================================== REAL ESTATE-0.07% EOP Operating L.P., Unsec. Notes, 8.38%, 03/15/06 100,000 112,276 ======================================================================== REAL ESTATE MANAGEMENT & DEVELOPMENT-0.23% Dominion Resources, Inc. Sr. Unsec. Putable Notes, 5.25%, 08/01/15 350,000 349,580 ======================================================================== REGIONAL BANKS-0.37% Branch Banking & Trust Co., Unsec. Sub. Global Notes, 5.20%, 12/23/15 165,000 164,578 ------------------------------------------------------------------------ Greater Bay Bancorp.-Series B, Sr. Notes, 5.25%, 03/31/08 350,000 353,217 ------------------------------------------------------------------------ Union Planters Corp., Notes, 4.38%, 12/01/10 55,000 54,696 ======================================================================== 572,491 ======================================================================== REINSURANCE-0.07% GE Global Insurance Holding Corp., Unsec. Notes, 7.50%, 06/15/10 100,000 114,934 ======================================================================== RESTAURANTS-0.04% McDonald's Corp., Unsec. Deb., 7.05%, 11/15/25 55,000 60,326 ======================================================================== SOVEREIGN DEBT-0.29% Japan Bank for International Coop. (Japan), Unsec. Gtd. Euro Bonds, 6.50%, 10/06/05 100,000 107,716 ------------------------------------------------------------------------ New Brunswick (Province of) (Canada), Sec. Yankee Deb., 6.75%, 08/15/13 40,000 46,701 ------------------------------------------------------------------------ Quebec (Province of) (Canada), Sr. Unsec. Unsub. Global Deb., 5.75%, 02/15/09 55,000 60,254 ------------------------------------------------------------------------ United Mexican States (Mexico), Global Notes, 4.63%, 10/08/08 50,000 50,813 ------------------------------------------------------------------------ 6.63%, 03/03/15 60,000 62,325 ------------------------------------------------------------------------ 7.50%, 04/08/33 120,000 125,250 ======================================================================== 453,059 ======================================================================== THRIFTS & MORTGAGE FINANCE-0.13% Countrywide Home Loans, Inc.-Series J, Gtd. Medium Term Global Notes, 5.50%, 08/01/06 15,000 16,044 ------------------------------------------------------------------------ Countrywide Home Loans, Inc.-Series K, Medium Term Global Notes, 3.50%, 12/19/05 80,000 82,004 ------------------------------------------------------------------------ Washington Mutual Financial Corp., Sr. Unsec. Notes, 8.25%, 06/15/05 100,000 108,847 ======================================================================== 206,895 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE TOBACCO-0.04% Altria Group, Inc., Notes, 7.00%, 11/04/13 $ 40,000 $ 42,705 ------------------------------------------------------------------------ Unsec. Notes, 6.38%, 02/01/06 20,000 20,991 ======================================================================== 63,696 ======================================================================== TRUCKING-0.11% Roadway Corp., Sr. Unsec. Gtd. Global Notes, 8.25%, 12/01/08 150,000 169,301 ======================================================================== WIRELESS TELECOMMUNICATION SERVICES-0.65% TeleCorp PCS, Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.63%, 07/15/10 420,000 498,582 ------------------------------------------------------------------------ Tritel PCS Inc., Sr. Unsec. Gtd. Sub. Global Notes, 10.38%, 01/15/11 425,000 512,287 ======================================================================== 1,010,869 ======================================================================== Total Bonds & Notes (Cost $15,038,086) 15,187,877 ======================================================================== ASSET-BACKED SECURITIES-0.63% ELECTRIC UTILITIES-0.02% Public Service Co. of Colorado, Global Collateral Trust, 4.88%, 03/01/13 30,000 29,893 ======================================================================== OIL & GAS EXPLORATION & PRODUCTION-0.16% Kern River Funding Corp., Sr. Gtd. Notes, 4.89%, 04/30/18 (Acquired 04/28/03; Cost $243,892)(b)(c) 243,892 243,380 ======================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-0.45% Citicorp Lease-Series 1999-1, Class A1, Pass Through Ctfs., 7.22%, 06/15/05 (Acquired 05/08/02-09/23/03; Cost $417,246)(b)(c) 390,009 418,027 ------------------------------------------------------------------------ Class A2, Pass Through Ctfs., 8.04%, 12/15/19 (Acquired 08/20/02; Cost $166,614)(b)(c) 150,000 176,349 ------------------------------------------------------------------------ First Industrial Realty Trust, Inc., PATS, 7.38%, 05/15/04 (Acquired 02/06/03; Cost $52,425)(b)(c) 50,000 50,928 ------------------------------------------------------------------------ Yorkshire Power Finance (Cayman Islands)- Series 2000-1, Pass Through Ctfs., 8.25%, 02/15/05 (Acquired 11/12/03; Cost $53,400)(b)(c) 50,000 53,017 ======================================================================== 698,321 ======================================================================== Total Asset-Backed Securities (Cost $954,686) 971,594 ======================================================================== |
FS-28
PRINCIPAL MARKET AMOUNT VALUE ------------------------------------------------------------------------ U.S. GOVERNMENT AGENCY SECURITIES-13.96% FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC)-6.49% Pass Through Ctfs., 6.50%, 01/01/16 to 01/01/31 $ 296,152 $ 310,980 ------------------------------------------------------------------------ 6.00%, 05/01/17 to 02/01/33 1,072,070 1,111,666 ------------------------------------------------------------------------ 5.50%, 12/01/17 to 12/01/33 1,389,693 1,412,315 ------------------------------------------------------------------------ 4.50%, 10/01/18 396,293 396,831 ------------------------------------------------------------------------ 7.00%, 07/01/29 to 06/01/32 693,332 733,823 ------------------------------------------------------------------------ 7.50%, 11/01/30 to 12/01/30 41,612 44,699 ------------------------------------------------------------------------ 5.00%, 10/01/33 499,495 493,454 ------------------------------------------------------------------------ Unsec. Disc. Notes, 0.75%, 01/02/04 5,448,000 5,447,886 ------------------------------------------------------------------------ Unsec. Global Notes, 2.75%, 03/15/08 100,000 97,951 ======================================================================== 10,049,605 ======================================================================== FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-6.10% Pass Through Ctfs., 7.50%, 11/01/15 to 05/01/32 176,115 188,269 ------------------------------------------------------------------------ 7.00%, 02/01/16 to 03/01/32 307,371 326,324 ------------------------------------------------------------------------ 6.50%, 10/01/16 to 12/01/33 1,828,321 1,915,144 ------------------------------------------------------------------------ 5.50%, 11/01/16 to 12/01/33 2,142,912 2,197,161 ------------------------------------------------------------------------ 6.00%, 05/01/17 to 03/01/33 2,329,198 2,420,786 ------------------------------------------------------------------------ 5.00%, 10/01/17 to 02/01/18 954,557 975,077 ------------------------------------------------------------------------ 8.00%, 10/01/30 33,875 36,635 ------------------------------------------------------------------------ Unsec. Global Notes, 1.88%, 09/15/05 250,000 250,292 ------------------------------------------------------------------------ 4.38%, 09/15/12 60,000 59,298 ------------------------------------------------------------------------ Unsec. Notes, 5.25%, 06/15/06 500,000 534,850 ------------------------------------------------------------------------ 6.20%, 06/13/17 250,000 260,320 ------------------------------------------------------------------------ Unsec. Sub. Notes, 5.25%, 08/01/12 270,000 277,123 ======================================================================== 9,441,279 ======================================================================== |
------------------------------------------------------------------------ PRINCIPAL MARKET AMOUNT VALUE GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA)-1.37% Pass Through Ctfs., 7.50%, 06/15/23 to 10/15/31 $ 111,539 $ 120,060 ------------------------------------------------------------------------ 8.50%, 02/15/25 41,930 46,046 ------------------------------------------------------------------------ 8.00%, 08/15/25 27,523 30,096 ------------------------------------------------------------------------ 7.00%, 02/15/31 to 05/15/32 324,654 346,194 ------------------------------------------------------------------------ 6.50%, 05/15/31 to 12/15/33 462,285 487,722 ------------------------------------------------------------------------ 6.00%, 12/15/31 to 02/15/33 853,327 887,932 ------------------------------------------------------------------------ 5.50%, 09/15/33 199,559 203,151 ======================================================================== 2,121,201 ======================================================================== Total U.S. Government Agency Securities (Cost $21,496,566) 21,612,085 ======================================================================== U.S. TREASURY SECURITIES-11.01% U.S. TREASURY NOTES-9.45% 2.13%, 10/31/04 8,730,000 8,800,276 ------------------------------------------------------------------------ 1.50%, 02/28/05 3,050,000 3,057,625 ------------------------------------------------------------------------ 6.75%, 05/15/05 200,000 214,438 ------------------------------------------------------------------------ 6.50%, 10/15/06 500,000 557,190 ------------------------------------------------------------------------ 3.50%, 11/15/06 400,000 413,624 ------------------------------------------------------------------------ 3.13%, 10/15/08 1,285,000 1,283,394 ------------------------------------------------------------------------ 5.00%, 08/15/11 275,000 294,550 ======================================================================== 14,621,097 ======================================================================== U.S. TREASURY BONDS-1.56% 7.25%, 05/15/16 325,000 405,691 ------------------------------------------------------------------------ 7.50%, 11/15/16 1,575,000 2,006,408 ======================================================================== 2,412,099 ======================================================================== Total U.S. Treasury Securities (Cost $17,000,843) 17,033,196 ======================================================================== TOTAL INVESTMENTS-99.57% (Cost $133,390,037) 154,109,677 ======================================================================== OTHER ASSETS LESS LIABILITIES-0.43% 659,758 ======================================================================== NET ASSETS-100.00% $154,769,435 ________________________________________________________________________ ======================================================================== |
Investment Abbreviations:
Ctfs. - Certificates Deb. - Debentures Disc. - Discounted GO - General Obligation Bonds Gtd. - Guaranteed PATS - Putable Asset Term Securities Sec. - Secured Sr. - Senior Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security not registered under the Securities Act of 1933, as amended (e.g.,
the security was purchased in a Rule 144A transaction or a Regulation D
transaction). The security may be resold only pursuant to an exemption from
registration under the 1933 Act, typically to qualified institutional
buyers. The Fund has no rights to demand registration of these securities.
The aggregate market value of these securities at 12/31/03 was $1,873,012,
which represented 1.18% of the Fund's net assets. Unless otherwise
indicated, these securities are considered to be liquid.
(c) Security considered to be illiquid. The aggregate market value of these
securities considered illiquid at 12/31/03 was $1,678,931 which represented
1.12% of the Fund's net assets.
(d) Interest rates are redetermined quarterly. Rates shown are rates in effect
on 12/31/03.
(e) Perpetual bond with no specified maturity date.
(f) Interest rates are redetermined semi-annually. Rates shown are rates in
effect on 12/31/03.
(g) Principal and interest payments are secured by bond insurance provided by
MBIA Insurance Corp.
See accompanying notes which are an integral part of the financial statements.
FS-29
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $133,390,037) $154,109,677 ----------------------------------------------------------- Cash 381 ----------------------------------------------------------- Receivables for: Fund shares sold 572,289 ----------------------------------------------------------- Dividends and interest 521,181 ----------------------------------------------------------- Due from advisor 5,136 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 3,868 ----------------------------------------------------------- Other assets 19,551 =========================================================== Total assets 155,232,083 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Fund shares reacquired 198,434 ----------------------------------------------------------- Dividends 119 ----------------------------------------------------------- Deferred compensation and retirement plans 4,991 ----------------------------------------------------------- Accrued distribution fees 98,184 ----------------------------------------------------------- Accrued transfer agent fees 102,291 ----------------------------------------------------------- Accrued operating expenses 58,629 =========================================================== Total liabilities 462,648 =========================================================== Net assets applicable to shares outstanding $154,769,435 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $137,480,249 ----------------------------------------------------------- Undistributed net investment income (loss) (9,211) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (3,421,243) ----------------------------------------------------------- Unrealized appreciation of investment securities 20,719,640 =========================================================== $154,769,435 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 53,675,074 ___________________________________________________________ =========================================================== Class B $ 76,304,395 ___________________________________________________________ =========================================================== Class C $ 24,789,966 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 4,666,888 ___________________________________________________________ =========================================================== Class B 6,643,374 ___________________________________________________________ =========================================================== Class C 2,157,003 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 11.50 ----------------------------------------------------------- Offering price per share: (Net asset value of $11.50 divided by 95.25%) $ 12.07 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.49 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.49 ___________________________________________________________ =========================================================== |
See accompanying notes which are an integral part of the financial statements.
FS-30
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Interest $ 1,431,735 ------------------------------------------------------------------------- Dividends (net of foreign withholding tax of $2,907) 806,338 ------------------------------------------------------------------------- Dividends from affiliated money market funds 65,983 ========================================================================= Total investment income 2,304,056 ========================================================================= EXPENSES: Advisory fees 762,772 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 41,570 ------------------------------------------------------------------------- Distribution fees: Class A 140,541 ------------------------------------------------------------------------- Class B 587,179 ------------------------------------------------------------------------- Class C 184,770 ------------------------------------------------------------------------- Transfer agent fees 411,227 ------------------------------------------------------------------------- Trustees' fees 10,597 ------------------------------------------------------------------------- Other 160,658 ========================================================================= Total expenses 2,349,314 ========================================================================= Less: Fees waived and expense offset arrangements (88,985) ========================================================================= Net expenses 2,260,329 ========================================================================= Net investment income 43,727 ========================================================================= REALIZED AND UNREALIZED GAIN FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain from: Investment securities 201,370 ------------------------------------------------------------------------- Foreign currencies 2,986 ========================================================================= 204,356 ========================================================================= Change in net unrealized appreciation of Investment securities 24,575,727 ========================================================================= Net gain from investment securities and foreign currencies 24,780,083 ========================================================================= Net increase in net assets resulting from operations $24,823,810 _________________________________________________________________________ ========================================================================= |
See accompanying notes which are an integral part of the financial statements.
FS-31
STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ----------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 43,727 $ 480,316 ----------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities 204,356 (3,175,000) ----------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities 24,575,727 (5,004,736) ========================================================================================= Net increase (decrease) in net assets resulting from operations 24,823,810 (7,699,420) ========================================================================================= Distributions to shareholders from net investment income: Class A (252,338) (294,551) ----------------------------------------------------------------------------------------- Class B (76,078) (179,374) ----------------------------------------------------------------------------------------- Class C (23,549) (55,465) ========================================================================================= Decrease in net assets resulting from distributions (351,965) (529,390) ========================================================================================= Share transactions-net: Class A 12,879,782 24,754,098 ----------------------------------------------------------------------------------------- Class B 16,497,602 35,476,082 ----------------------------------------------------------------------------------------- Class C 5,182,557 11,748,646 ========================================================================================= Net increase in net assets resulting from share transactions 34,559,941 71,978,826 ========================================================================================= Net increase in net assets 59,031,786 63,750,016 ========================================================================================= NET ASSETS: Beginning of year 95,737,649 31,987,633 ========================================================================================= End of year (including undistributed net investment income (loss) of $(9,211) and $12,621 for 2003 and 2002, respectively) $154,769,435 $95,737,649 _________________________________________________________________________________________ ========================================================================================= |
NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Basic Balanced Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is long-term growth of capital and current income. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case
FS-32
of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DOLLAR ROLL TRANSACTIONS -- The Fund may engage in dollar roll transactions with respect to mortgage-backed securities issued by GNMA, FNMA and FHLMC. In a dollar roll transaction, the Fund sells a mortgage-backed security held in the Fund to a financial institution such as a bank or broker-dealer, and simultaneously agrees to repurchase a substantially similar security (same type, coupon and maturity) from the institution at an agreed upon price. The mortgage-backed securities that are repurchased will bear the same interest rate as those sold, but generally will be collateralized by different pools of mortgages with different prepayment histories. During the period between the sale and repurchase, the Fund will not be entitled to receive interest and principal payments on securities sold. Proceeds of the sale may be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the security sold. The difference between the selling price and the future repurchase price is recorded as realized gain (loss). At the time the Fund enters into the dollar roll, it will segregate liquid assets having a dollar value equal to the repurchase price.
Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to repurchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed transaction costs.
D. DISTRIBUTIONS -- Distributions from income are declared and paid quarterly and are recorded on ex-dividend date. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
E. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
F. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the
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Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
G. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
H. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.65% of the first $1 billion of the Fund's average daily net assets, plus 0.60% of the Fund's average daily net assets on the next $4 billion, plus 0.55% of the Fund's average daily net assets in excess of $5 billion. AIM has voluntarily agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total annual fund operating expenses of Class A shares to 1.50%. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors. Further, AIM has also voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the year ended December 31, 2003, AIM waived fees of $87,087.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $180,714 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $140,541, $587,179 and $184,770, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended December 31, 2003, AIM Distributors retained $54,699 in front-end sales commissions from the sale of Class A shares and $46, $1,708 and $1,663 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED FUND 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $3,066,692 $28,357,173 $(31,423,865) $ -- $ -- $33,624 $ -- ------------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio 3,066,692 28,357,173 (31,423,865) -- $ -- 32,359 -- ==================================================================================================================================== $6,133,384 $56,714,346 $(62,847,730) $ -- $ -- $65,983 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
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NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $1,826 and reductions in custodian fees of $72 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $1,898.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. Certain former Trustees also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,789 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 ------------------------------------------------------------ Distributions paid from ordinary income $351,965 $529,390 ____________________________________________________________ ============================================================ |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 20,643,031 ----------------------------------------------------------- Temporary book/tax differences (9,212) ----------------------------------------------------------- Capital loss carryforward (3,344,633) ----------------------------------------------------------- Shares of beneficial interest 137,480,249 =========================================================== Total net assets $154,769,435 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2009 $ 1,094 ---------------------------------------------------------- December 31, 2010 3,076,168 ---------------------------------------------------------- December 31, 2011 267,371 ========================================================== Total capital loss carryforward $3,344,633 __________________________________________________________ ========================================================== |
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NOTE 8--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $91,750,155 and $56,996,368, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $21,802,883 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (1,159,852) =========================================================== Net unrealized appreciation of investment securities $20,643,031 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $133,466,646. |
NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES
As a result of differing book/tax treatment of foreign currency transactions and non deductible excise taxes, non deductible stock issuance costs, and other items, on December 31, 2003, undistributed net investment income was increased by $286,406, undistributed net realized gains decreased by $279,846 and shares of beneficial interest decreased by $6,560. This reclassification had no effect on the net assets of the Fund.
NOTE 10--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 2,121,267 $ 21,472,774 3,446,333 $ 34,648,200 ---------------------------------------------------------------------------------------------------------------------- Class B 3,415,758 34,619,858 5,478,972 54,419,155 ---------------------------------------------------------------------------------------------------------------------- Class C 1,191,376 12,127,632 1,909,258 19,097,434 ====================================================================================================================== Issued as reinvestment of dividends: Class A 23,304 235,426 28,607 280,388 ---------------------------------------------------------------------------------------------------------------------- Class B 7,181 68,294 15,991 156,480 ---------------------------------------------------------------------------------------------------------------------- Class C 2,103 20,060 5,190 50,976 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 298,876 3,122,514 46,807 451,087 ---------------------------------------------------------------------------------------------------------------------- Class B (299,162) (3,122,514) (46,781) (451,087) ====================================================================================================================== Reacquired: Class A (1,204,717) (11,950,932) (1,094,279) (10,625,577) ---------------------------------------------------------------------------------------------------------------------- Class B (1,513,543) (15,068,036) (1,910,198) (18,648,466) ---------------------------------------------------------------------------------------------------------------------- Class C (698,766) (6,965,135) (732,977) (7,399,764) ====================================================================================================================== 3,343,677 $ 34,559,941 7,146,923 $ 71,978,826 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
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NOTE 11--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income 0.05 0.11(a) 0.03(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.05 (1.28) 0.76 ============================================================================================================ Total from investment operations 2.10 (1.17) 0.79 ============================================================================================================ Less distribution from net investment income (0.06) (0.12) (0.04) ============================================================================================================ Net asset value, end of period $ 11.50 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 22.35% (10.97)% 7.94% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $53,675 $32,414 $10,753 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 1.50%(c) 1.48% 1.43%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 1.57%(c) 1.67% 2.89%(d) ============================================================================================================ Ratio of net investment income to average net assets 0.46%(c) 1.15% 1.16%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $40,154,641.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B ---------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 9.46 $ 10.75 $ 10.00 ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) ------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ============================================================================================================ Total from investment operations 2.04 (1.24) 0.78 ============================================================================================================ Less distribution from net investment income (0.01) (0.05) (0.03) ============================================================================================================ Net asset value, end of period $ 11.49 $ 9.46 $ 10.75 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 21.64% (11.56)% 7.76% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $76,304 $47,597 $16,067 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) ------------------------------------------------------------------------------------------------------------ Without fee waivers 2.22%(c) 2.32% 3.54%(d) ============================================================================================================ Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 51% 42% 7% ____________________________________________________________________________________________________________ ============================================================================================================ |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $58,717,932.
(d) Annualized.
(e) Not annualized for periods less than one year.
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NOTE 11--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS C ------------------------------------------- SEPTEMBER 28, 2001 YEAR ENDED (DATE OPERATIONS DECEMBER 31, COMMENCED) TO --------------------- DECEMBER 31, 2003 2002 2001 --------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 9.46 $ 10.75 $10.00 --------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.02) 0.05(a) 0.01(a) --------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.06 (1.29) 0.77 ========================================================================================================= Total from investment operations 2.04 (1.24) 0.78 ========================================================================================================= Less distribution from net investment income (0.01) (0.05) (0.03) ========================================================================================================= Net asset value, end of period $ 11.49 $ 9.46 $10.75 _________________________________________________________________________________________________________ ========================================================================================================= Total return(b) 21.64% (11.57)% 7.76% _________________________________________________________________________________________________________ ========================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $24,790 $15,727 $5,168 _________________________________________________________________________________________________________ ========================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.15%(c) 2.13% 2.08%(d) --------------------------------------------------------------------------------------------------------- Without fee waivers 2.22%(c) 2.32% 3.54%(d) ========================================================================================================= Ratio of net investment income (loss) to average net assets (0.19)%(c) 0.50% 0.52%(d) _________________________________________________________________________________________________________ ========================================================================================================= Portfolio turnover rate(e) 51% 42% 7% _________________________________________________________________________________________________________ ========================================================================================================= |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are annualized and based on average net assets of $18,476,969.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 12--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office
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NOTE 12--LEGAL PROCEEDINGS (CONTINUED)
of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
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REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Mid Cap Basic Value Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Mid Cap Basic Value Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
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FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE ------------------------------------------------------------------------ COMMON STOCKS & OTHER EQUITY INTERESTS-96.17% ADVERTISING-6.09% Interpublic Group of Cos., Inc. (The)(a) 216,470 $ 3,376,932 ------------------------------------------------------------------------ R.H. Donnelley Corp.(a) 78,800 3,139,392 ======================================================================== 6,516,324 ======================================================================== APPAREL RETAIL-5.84% Abercrombie & Fitch Co.-Class A(a) 72,710 1,796,664 ------------------------------------------------------------------------ Gap, Inc. (The) 86,700 2,012,307 ------------------------------------------------------------------------ TJX Cos., Inc. (The) 110,500 2,436,525 ======================================================================== 6,245,496 ======================================================================== ASSET MANAGEMENT & CUSTODY BANKS-2.43% Janus Capital Group Inc. 116,840 1,917,345 ------------------------------------------------------------------------ Waddell & Reed Financial, Inc.-Class A 29,090 682,452 ======================================================================== 2,599,797 ======================================================================== BUILDING PRODUCTS-1.89% American Standard Cos. Inc.(a) 20,050 2,019,035 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-7.99% BISYS Group, Inc. (The)(a) 113,900 1,694,832 ------------------------------------------------------------------------ Ceridian Corp.(a) 101,480 2,124,991 ------------------------------------------------------------------------ Certegy Inc. 60,750 1,992,600 ------------------------------------------------------------------------ DST Systems, Inc.(a) 65,570 2,738,203 ======================================================================== 8,550,626 ======================================================================== DIVERSIFIED COMMERCIAL SERVICES-2.11% Viad Corp. 90,200 2,255,000 ======================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-2.62% Waters Corp.(a) 84,500 2,802,020 ======================================================================== EMPLOYMENT SERVICES-1.40% Robert Half International Inc.(a) 64,330 1,501,462 ======================================================================== FOOD RETAIL-2.68% Kroger Co. (The)(a) 155,100 2,870,901 ======================================================================== HEALTH CARE FACILITIES-2.06% Universal Health Services, Inc.-Class B 40,950 2,199,834 ======================================================================== HEALTH CARE SERVICES-2.22% IMS Health Inc. 95,340 2,370,152 ======================================================================== HOME FURNISHINGS-1.49% Natuzzi S.p.A.-ADR (Italy) 158,700 1,599,696 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ HOTELS, RESORTS & CRUISE LINES-2.96% Orient-Express Hotels Ltd.-Class A (Bermuda) 80,500 $ 1,322,615 ------------------------------------------------------------------------ Starwood Hotels & Resorts Worldwide, Inc. 51,180 1,840,945 ======================================================================== 3,163,560 ======================================================================== INDUSTRIAL MACHINERY-3.01% Kennametal Inc. 22,930 911,468 ------------------------------------------------------------------------ SPX Corp.(a) 39,340 2,313,585 ======================================================================== 3,225,053 ======================================================================== INSURANCE BROKERS-2.88% Aon Corp. 128,700 3,081,078 ======================================================================== IT CONSULTING & OTHER SERVICES-2.25% Acxiom Corp.(a) 129,450 2,403,887 ======================================================================== LEISURE FACILITIES-1.98% Speedway Motorsports, Inc. 73,100 2,114,052 ======================================================================== LEISURE PRODUCTS-2.15% Brunswick Corp. 72,170 2,297,171 ======================================================================== LIFE & HEALTH INSURANCE-3.92% Nationwide Financial Services, Inc.-Class A 70,790 2,340,317 ------------------------------------------------------------------------ Protective Life Corp. 54,700 1,851,048 ======================================================================== 4,191,365 ======================================================================== MANAGED HEALTH CARE-5.40% Aetna Inc. 39,590 2,675,492 ------------------------------------------------------------------------ Anthem, Inc.(a) 41,280 3,096,000 ======================================================================== 5,771,492 ======================================================================== MULTI-LINE INSURANCE-2.09% American Financial Group, Inc. 84,330 2,231,372 ======================================================================== MULTI-SECTOR HOLDINGS-1.95% Leucadia National Corp. 45,200 2,083,720 ======================================================================== OIL & GAS DRILLING-3.14% Nabors Industries, Ltd. (Bermuda)(a) 40,690 1,688,635 ------------------------------------------------------------------------ Pride International, Inc.(a) 89,610 1,670,330 ======================================================================== 3,358,965 ======================================================================== OIL & GAS EQUIPMENT & SERVICES-1.50% Smith International, Inc.(a) 38,760 1,609,315 ======================================================================== PACKAGED FOODS & MEATS-2.20% Cadbury Schweppes PLC-ADR (United Kingdom) 78,900 2,358,321 ======================================================================== PROPERTY & CASUALTY INSURANCE-3.43% ACE Ltd. (Cayman Islands) 77,820 3,223,304 ------------------------------------------------------------------------ |
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MARKET SHARES VALUE ------------------------------------------------------------------------ PROPERTY & CASUALTY INSURANCE-(CONTINUED) Aspen Insurance Holdings Ltd. (Bermuda)(a) 18,100 $ 449,061 ======================================================================== 3,672,365 ======================================================================== REGIONAL BANKS-3.76% Cullen/Frost Bankers, Inc. 47,100 1,910,847 ------------------------------------------------------------------------ Zions Bancorp 34,470 2,114,045 ======================================================================== 4,024,892 ======================================================================== RESTAURANTS-3.49% CEC Entertainment Inc.(a) 46,600 2,208,374 ------------------------------------------------------------------------ Outback Steakhouse, Inc. 34,430 1,522,150 ======================================================================== 3,730,524 ======================================================================== SEMICONDUCTOR EQUIPMENT-1.39% Brooks Automation, Inc.(a) 61,450 1,485,247 ======================================================================== SYSTEMS SOFTWARE-4.24% Computer Associates International, Inc. 165,900 4,535,706 ======================================================================== THRIFTS & MORTGAGE FINANCE-5.61% Federal Agricultural Mortgage Corp.-Class C(a) 56,400 1,802,544 ------------------------------------------------------------------------ MGIC Investment Corp. 31,400 1,787,916 ------------------------------------------------------------------------ Radian Group Inc. 49,480 2,412,150 ======================================================================== 6,002,610 ======================================================================== Total Common Stocks & Other Equity Interests (Cost $85,728,699) 102,871,038 ======================================================================== |
MARKET SHARES VALUE ------------------------------------------------------------------------ MONEY MARKET FUNDS-6.49% Liquid Assets Portfolio(b) 3,469,832 $ 3,469,832 ------------------------------------------------------------------------ STIC Prime Portfolio(b) 3,469,832 3,469,832 ======================================================================== Total Money Market Funds (Cost $6,939,664) 6,939,664 ======================================================================== TOTAL INVESTMENTS-102.66% (excluding investments purchased with cash collateral from securities loaned) (Cost $92,668,363) 109,810,702 ======================================================================== INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-1.63% Liquid Assets Portfolio(b)(c) 1,742,200 1,742,200 ======================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $1,742,200) 1,742,200 ======================================================================== TOTAL INVESTMENTS-104.29% (Cost $94,410,563) 111,552,902 ======================================================================== OTHER ASSETS LESS LIABILITIES-(4.29%) (4,593,729) ======================================================================== NET ASSETS-100.00% $106,959,173 ________________________________________________________________________ ======================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3.
(c) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $85,728,699)* $102,871,038 ----------------------------------------------------------- Investments in affiliated money market funds (cost $8,681,864) 8,681,864 ----------------------------------------------------------- Receivables for: Fund shares sold 817,957 ----------------------------------------------------------- Dividends 93,056 ----------------------------------------------------------- Investment for deferred compensation and retirement plans 8,061 ----------------------------------------------------------- Other assets 40,277 =========================================================== Total assets 112,512,253 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 3,407,053 ----------------------------------------------------------- Fund shares reacquired 226,899 ----------------------------------------------------------- Deferred compensation and retirement plans 8,534 ----------------------------------------------------------- Collateral upon return of securities loaned 1,742,200 ----------------------------------------------------------- Accrued distribution fees 57,395 ----------------------------------------------------------- Accrued transfer agent fees 55,285 ----------------------------------------------------------- Accrued operating expenses 55,714 =========================================================== Total liabilities 5,553,080 =========================================================== Net assets applicable to shares outstanding $106,959,173 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $101,200,780 ----------------------------------------------------------- Undistributed net investment income (loss) (7,330) ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities (11,376,616) ----------------------------------------------------------- Unrealized appreciation of investment securities 17,142,339 =========================================================== $106,959,173 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 55,372,221 ___________________________________________________________ =========================================================== Class B $ 38,164,921 ___________________________________________________________ =========================================================== Class C $ 13,422,031 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 4,908,460 ___________________________________________________________ =========================================================== Class B 3,426,476 ___________________________________________________________ =========================================================== Class C 1,205,785 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 11.28 ----------------------------------------------------------- Offering price per share: (Net asset value of $11.28 divided by 94.50%) $ 11.94 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 11.14 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 11.13 ___________________________________________________________ =========================================================== |
* At December 31, 2003, securities with an aggregate market value of $1,679,818 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $9,638) $ 536,800 ------------------------------------------------------------------------- Dividends from affiliated money market funds* 46,089 ========================================================================= Total investment income 582,889 ========================================================================= EXPENSES: Advisory fees 585,948 ------------------------------------------------------------------------- Administrative services fees 50,000 ------------------------------------------------------------------------- Custodian fees 26,105 ------------------------------------------------------------------------- Distribution fees: Class A 131,657 ------------------------------------------------------------------------- Class B 266,912 ------------------------------------------------------------------------- Class C 89,362 ------------------------------------------------------------------------- Transfer agent fees 296,327 ------------------------------------------------------------------------- Trustees' fees 10,013 ------------------------------------------------------------------------- Registration and filing fees 91,271 ------------------------------------------------------------------------- Other 91,415 ========================================================================= Total expenses 1,639,010 ========================================================================= Less: Fees waived and expense offset arrangements (88,937) ========================================================================= Net expenses 1,550,073 ========================================================================= Net investment income (loss) (967,184) ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES: Net realized gain (loss) from investment securities (4,054,747) ------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities 27,636,943 ========================================================================= Net gain from investment securities 23,582,196 ========================================================================= Net increase in net assets resulting from operations $22,615,012 _________________________________________________________________________ ========================================================================= |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (967,184) $ (476,400) ------------------------------------------------------------------------------------------ Net realized gain (loss) from investment securities (4,054,747) (7,321,869) ------------------------------------------------------------------------------------------ Change in net unrealized appreciation (depreciation) of investment securities 27,636,943 (10,493,590) ========================================================================================== Net increase (decrease) in net assets resulting from operations 22,615,012 (18,291,859) ========================================================================================== Distributions to shareholders from net investment income: Class A -- (478) ------------------------------------------------------------------------------------------ Class B -- (253) ------------------------------------------------------------------------------------------ Class C -- (97) ========================================================================================== Decrease in net assets resulting from distributions -- (828) ========================================================================================== Share transactions-net: Class A 4,929,815 50,139,628 ------------------------------------------------------------------------------------------ Class B 8,575,378 25,993,450 ------------------------------------------------------------------------------------------ Class C 2,445,889 9,553,721 ========================================================================================== Net increase in net assets resulting from share transactions 15,951,082 85,686,799 ========================================================================================== Net increase in net assets 38,566,094 67,394,112 ========================================================================================== NET ASSETS: Beginning of year 68,393,079 998,967 ========================================================================================== End of year (including undistributed net investment income (loss) of $(7,330) and $(3,770) for 2003 and 2002, respectively) $106,959,173 $ 68,393,079 __________________________________________________________________________________________ ========================================================================================== |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Mid Cap Basic Value Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's investment objective is long-term growth of capital. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as
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such, will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.80% of the first $1 billion of the Fund's average daily net assets, plus 0.75% of the Fund's average daily net assets on the next $4 billion, plus 0.70% of the Fund's average daily net assets in excess of $5 billion. AIM has voluntarily agreed to waive fees and/or reimburse expenses (excluding interest, taxes, fund merger and reorganization expenses, extraordinary items, including other items designated as such by the Board of Trustees and increases in expenses due to expense offset arrangements, if any) for Class A, Class B and Class C shares to the extent necessary to limit the total fund operating expenses of Class A shares to 1.80%. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). For the year ended December 31, 2003, AIM waived fees of $87,608.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $50,000 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. During the year ended December 31, 2003, AISI retained $146,290 for such services.
The Trust has entered into a master distribution agreement with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B and Class C shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.35% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of these amounts, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B and Class C shares paid $131,657, $266,912 and $89,362, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $37,836 in front-end sales commissions from the sale of Class A shares and $10,690, $92 and $2,506 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
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NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period ended December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $1,643,540 $26,659,180 $(24,832,888) $ -- $3,469,832 $18,888 $ -- --------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio 1,643,540 26,659,180 (24,832,888) -- 3,469,832 18,520 -- ================================================================================================================================= Subtotal $3,287,080 $53,318,360 $(49,665,776) $ -- $6,939,664 $37,408 $ -- ================================================================================================================================= |
INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $ -- $10,792,100 $(9,049,900) $ -- $1,742,200 $8,681 $ -- ==================================================================================================================================== Total $3,287,080 $64,110,460 $(58,715,676) $ -- $8,681,864 $46,089 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties of $28,873.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian. For the year ended December 31, 2003, the Fund received reductions in transfer agent fees from AISI (an affiliate of AIM) of $1,235 and reductions in custodian fees of $94 under expense offset arrangements, which resulted in a reduction of the Fund's total expenses of $1,329.
NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $3,702 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
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Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $1,679,818 were on loan to brokers. The loans were secured by cash collateral of $1,742,200, received by the Fund and subsequently invested in an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $8,681 for securities lending transactions.
NOTE 8--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
The tax character of distributions paid during the years ended December 31, 2003 and 2002 was as follows:
2003 2002 -------------------------------------------------------- Distributions paid from ordinary income $ -- $828 ________________________________________________________ ======================================================== |
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 15,734,086 ----------------------------------------------------------- Temporary book/tax differences (7,330) ----------------------------------------------------------- Capital loss carryforward (9,895,859) ----------------------------------------------------------- Post-October capital loss deferral (72,504) ----------------------------------------------------------- Shares of beneficial interest 101,200,780 =========================================================== Total net assets $106,959,173 ___________________________________________________________ =========================================================== |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ---------------------------------------------------------- December 31, 2010 $3,285,438 ---------------------------------------------------------- December 31, 2011 6,610,421 ========================================================== Total capital loss carryforward $9,895,859 __________________________________________________________ ========================================================== |
NOTE 9--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during year ended December 31, 2003 was $50,253,384 and $37,038,258, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ----------------------------------------------------------- Aggregate unrealized appreciation of investment securities $17,258,527 ----------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (1,524,441) =========================================================== Net unrealized appreciation of investment securities $15,734,086 ___________________________________________________________ =========================================================== Cost of investments for tax purposes is $95,818,816. |
NOTE 10--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of net operating losses, on December 31, 2003, undistributed net investment income was increased by $963,624 and shares of beneficial interest decreased by $963,624. This reclassification had no effect on the net assets of the Fund.
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NOTE 11--SHARE INFORMATION
The Fund currently offers three different classes of shares: Class A shares, Class B shares and Class C shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Under some circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, -------------------------------------------------------- 2003 2002 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 3,832,986 $ 37,737,367 6,822,286 $ 67,387,599 ---------------------------------------------------------------------------------------------------------------------- Class B 1,803,614 17,257,750 3,513,553 34,188,591 ---------------------------------------------------------------------------------------------------------------------- Class C 886,121 8,452,954 1,447,908 13,866,491 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 156,161 1,515,851 54,117 479,487 ---------------------------------------------------------------------------------------------------------------------- Class B (157,780) (1,515,851) (54,301) (479,487) ====================================================================================================================== Reacquired: Class A (3,833,211) (34,323,403) (2,163,879) (17,727,458) ---------------------------------------------------------------------------------------------------------------------- Class B (811,030) (7,166,521) (897,580) (7,715,654) ---------------------------------------------------------------------------------------------------------------------- Class C (665,740) (6,007,065) (492,504) (4,312,770) ====================================================================================================================== 1,211,121 $ 15,951,082 8,229,600 $ 85,686,799 ______________________________________________________________________________________________________________________ ====================================================================================================================== |
NOTE 12--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.23 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08) (0.06)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.13 (1.70) (0.01) =========================================================================================================== Total from investment operations 3.05 (1.76) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.28 $ 8.23 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 37.06% (17.62)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $55,372 $39,130 $ 400 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 1.80%(c) 1.80% 1.80%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 1.92%(c) 1.93% 199.49%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.00)%(c) (0.70)% (0.31)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $37,616,169.
(d) Annualized.
FS-51
NOTE 12--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.13) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.09 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.96 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.14 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 36.19% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $38,165 $21,204 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $26,691,192.
(d) Annualized.
CLASS C --------------------------------------------- YEAR ENDED DECEMBER 31, DECEMBER 31, 2001 --------------------- (DATE OPERATIONS 2003 2002 COMMENCED) ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 8.18 $ 9.99 $ 10.00 ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.12) (0.12)(a) 0.00 ----------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.07 (1.69) (0.01) =========================================================================================================== Total from investment operations 2.95 (1.81) (0.01) =========================================================================================================== Less distributions from net investment income -- (0.00) -- =========================================================================================================== Net asset value, end of period $ 11.13 $ 8.18 $ 9.99 ___________________________________________________________________________________________________________ =========================================================================================================== Total return 36.06% (18.12)% (0.10)% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $13,422 $ 8,059 $ 300 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.45%(c) 2.45% 2.45%(d) ----------------------------------------------------------------------------------------------------------- Without fee waivers 2.57%(c) 2.58% 200.14%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.65)%(c) (1.35)% (0.96)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate 52% 41% -- ___________________________________________________________________________________________________________ =========================================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $8,936,175.
(d) Annualized.
FS-52
NOTE 13--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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
FS-53
NOTE 13--LEGAL PROCEEDINGS (CONTINUED)
("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-54
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders of AIM Premier Equity Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the AIM Premier Equity Fund (one of the funds constituting AIM Funds Group; hereafter referred to as the "Fund") at December 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in the four years then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the periods ended on or before December 31, 1999 were audited by other independent auditors whose report dated February 14, 2000, expressed an unqualified opinion thereon.
PRICEWATERHOUSECOOPERS LLP
February 20, 2004
Houston, Texas
FS-55
FINANCIALS
SCHEDULE OF INVESTMENTS
December 31, 2003
MARKET SHARES VALUE --------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-96.98% ADVERTISING-1.71% Omnicom Group Inc. 1,789,800 $ 156,303,234 =========================================================================== AEROSPACE & DEFENSE-1.44% Lockheed Martin Corp. 1,477,200 75,928,080 --------------------------------------------------------------------------- United Technologies Corp. 588,900 55,810,053 =========================================================================== 131,738,133 =========================================================================== AIR FREIGHT & LOGISTICS-0.33% FedEx Corp. 448,000 30,240,000 =========================================================================== AIRLINES-0.66% Southwest Airlines Co. 3,730,300 60,207,042 =========================================================================== ALUMINUM-0.31% Alcoa Inc. 751,000 28,538,000 =========================================================================== APPAREL RETAIL-0.52% Gap, Inc. (The) 2,049,600 47,571,216 =========================================================================== APPLICATION SOFTWARE-1.30% BEA Systems, Inc.(a) 3,184,600 39,170,580 --------------------------------------------------------------------------- SAP A.G.-ADR (Germany) 1,931,000 80,252,360 =========================================================================== 119,422,940 =========================================================================== ASSET MANAGEMENT & CUSTODY BANKS-1.42% Bank of New York Co., Inc. (The) 3,928,400 130,108,608 =========================================================================== BIOTECHNOLOGY-1.56% Amgen Inc.(a) 2,319,600 143,351,280 =========================================================================== BREWERS-1.00% Anheuser-Busch Cos., Inc. 1,734,000 91,347,120 =========================================================================== BROADCASTING & CABLE TV-3.05% Clear Channel Communications, Inc. 992,300 46,469,409 --------------------------------------------------------------------------- Comcast Corp.-Class A(a) 752,032 24,719,292 --------------------------------------------------------------------------- Comcast Corp.-Special Class A(a) 4,568,800 142,912,064 --------------------------------------------------------------------------- Cox Communications, Inc.-Class A(a) 1,900,200 65,461,890 =========================================================================== 279,562,655 =========================================================================== BUILDING PRODUCTS-0.57% American Standard Cos. Inc.(a) 519,650 52,328,755 =========================================================================== COMMUNICATIONS EQUIPMENT-2.92% Cisco Systems, Inc.(a) 7,443,600 180,805,044 --------------------------------------------------------------------------- Nokia Oyj-ADR (Finland) 5,129,900 87,208,300 =========================================================================== 268,013,344 =========================================================================== |
--------------------------------------------------------------------------- MARKET SHARES VALUE COMPUTER HARDWARE-3.69% Dell Inc.(a) 5,399,500 $ 183,367,020 --------------------------------------------------------------------------- International Business Machines Corp. 1,671,200 154,886,816 =========================================================================== 338,253,836 =========================================================================== CONSUMER FINANCE-1.28% American Express Co. 1,650,000 79,579,500 --------------------------------------------------------------------------- SLM Corp. 1,007,700 37,970,136 =========================================================================== 117,549,636 =========================================================================== DATA PROCESSING & OUTSOURCED SERVICES-1.20% Affiliated Computer Services, Inc.-Class A(a) 1,307,600 71,211,896 --------------------------------------------------------------------------- Paychex, Inc. 1,046,100 38,914,920 =========================================================================== 110,126,816 =========================================================================== DEPARTMENT STORES-0.49% Federated Department Stores, Inc. 952,800 44,905,464 =========================================================================== DIVERSIFIED BANKS-3.79% Bank of America Corp. 2,306,100 185,479,623 --------------------------------------------------------------------------- U.S. Bancorp 1,479,800 44,068,444 --------------------------------------------------------------------------- Wells Fargo & Co. 2,007,100 118,198,119 =========================================================================== 347,746,186 =========================================================================== DIVERSIFIED CAPITAL MARKETS-0.71% J.P. Morgan Chase & Co. 1,761,500 64,699,895 =========================================================================== DIVERSIFIED CHEMICALS-0.91% Dow Chemical Co. (The) 787,000 32,715,590 --------------------------------------------------------------------------- E. I. du Pont de Nemours & Co. 1,100,000 50,479,000 =========================================================================== 83,194,590 =========================================================================== DIVERSIFIED COMMERCIAL SERVICES-1.36% Cendant Corp.(a) 4,403,900 98,074,853 --------------------------------------------------------------------------- Cintas Corp. 534,700 26,804,511 =========================================================================== 124,879,364 =========================================================================== DRUG RETAIL-0.48% Walgreen Co. 1,212,900 44,125,302 =========================================================================== ENVIRONMENTAL SERVICES-1.00% Waste Management, Inc. 3,094,000 91,582,400 =========================================================================== FOOTWEAR-1.02% NIKE, Inc.-Class B 1,358,800 93,023,448 =========================================================================== GENERAL MERCHANDISE STORES-1.73% Target Corp. 4,124,900 158,396,160 =========================================================================== |
FS-56
MARKET SHARES VALUE --------------------------------------------------------------------------- HEALTH CARE EQUIPMENT-0.97% Guidant Corp. 649,200 $ 39,081,840 --------------------------------------------------------------------------- St. Jude Medical, Inc.(a) 817,800 50,172,030 =========================================================================== 89,253,870 =========================================================================== HEALTH CARE FACILITIES-0.66% HCA Inc. 1,400,800 60,178,368 =========================================================================== HOME IMPROVEMENT RETAIL-0.84% Home Depot, Inc. (The) 2,173,900 77,151,711 =========================================================================== HOTELS, RESORTS & CRUISE LINES-0.54% Starwood Hotels & Resorts Worldwide, Inc. 1,384,700 49,807,659 =========================================================================== HOUSEHOLD PRODUCTS-3.38% Clorox Co. (The) 1,426,900 69,290,264 --------------------------------------------------------------------------- Colgate-Palmolive Co. 928,400 46,466,420 --------------------------------------------------------------------------- Procter & Gamble Co. (The) 1,945,800 194,346,504 =========================================================================== 310,103,188 =========================================================================== HYPERMARKETS & SUPER CENTERS-2.06% Wal-Mart de Mexico S.A. de C.V.-Series V (Mexico) 17,488,800 49,881,235 --------------------------------------------------------------------------- Wal-Mart Stores, Inc. 2,619,100 138,943,255 =========================================================================== 188,824,490 =========================================================================== INDUSTRIAL CONGLOMERATES-5.94% 3M Co. 997,000 84,774,910 --------------------------------------------------------------------------- General Electric Co. 10,731,700 332,468,066 --------------------------------------------------------------------------- Tyco International Ltd. (Bermuda) 4,815,900 127,621,350 =========================================================================== 544,864,326 =========================================================================== INDUSTRIAL MACHINERY-2.60% Danaher Corp. 1,768,700 162,278,225 --------------------------------------------------------------------------- Dover Corp. 691,000 27,467,250 --------------------------------------------------------------------------- Ingersoll-Rand Co.-Class A (Bermuda) 720,000 48,873,600 =========================================================================== 238,619,075 =========================================================================== INTEGRATED OIL & GAS-4.77% BP PLC-ADR (United Kingdom) 1,972,200 97,328,070 --------------------------------------------------------------------------- ConocoPhillips 1,156,600 75,838,262 --------------------------------------------------------------------------- Exxon Mobil Corp. 6,430,700 263,658,700 =========================================================================== 436,825,032 =========================================================================== INVESTMENT BANKING & BROKERAGE-3.28% Merrill Lynch & Co., Inc. 2,321,300 136,144,245 --------------------------------------------------------------------------- Morgan Stanley 2,846,400 164,721,168 =========================================================================== 300,865,413 =========================================================================== |
--------------------------------------------------------------------------- MARKET SHARES VALUE IT CONSULTING & OTHER SERVICES-0.63% Accenture Ltd.-Class A (Bermuda)(a) 2,208,000 $ 58,114,560 =========================================================================== MANAGED HEALTH CARE-1.60% Anthem, Inc.(a) 940,100 70,507,500 --------------------------------------------------------------------------- UnitedHealth Group Inc. 1,310,400 76,239,072 =========================================================================== 146,746,572 =========================================================================== MOVIES & ENTERTAINMENT-1.13% Viacom Inc.-Class B 2,332,300 103,507,474 =========================================================================== MULTI-LINE INSURANCE-2.52% American International Group, Inc. 3,490,400 231,343,712 =========================================================================== OIL & GAS DRILLING-0.29% GlobalSantaFe Corp. (Cayman Islands) 1,067,000 26,493,610 =========================================================================== OIL & GAS EQUIPMENT & SERVICES-1.06% BJ Services Co.(a) 707,800 25,410,020 --------------------------------------------------------------------------- Halliburton Co. 1,753,300 45,585,800 --------------------------------------------------------------------------- Schlumberger Ltd. (Netherlands) 485,200 26,550,144 =========================================================================== 97,545,964 =========================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-3.97% Citigroup Inc. 7,491,000 363,613,140 =========================================================================== PHARMACEUTICALS-8.24% Allergan, Inc. 764,000 58,682,840 --------------------------------------------------------------------------- Johnson & Johnson 2,204,700 113,894,802 --------------------------------------------------------------------------- Lilly (Eli) & Co. 541,500 38,083,695 --------------------------------------------------------------------------- Merck & Co. Inc. 996,700 46,047,540 --------------------------------------------------------------------------- Pfizer Inc. 10,433,100 368,601,423 --------------------------------------------------------------------------- Teva Pharmaceutical Industries Ltd.-ADR (Israel) 551,200 31,258,552 --------------------------------------------------------------------------- Wyeth 2,331,100 98,955,195 =========================================================================== 755,524,047 =========================================================================== PROPERTY & CASUALTY INSURANCE-0.64% Chubb Corp. (The) 866,500 59,008,650 =========================================================================== RESTAURANTS-1.08% McDonald's Corp. 1,723,300 42,789,539 --------------------------------------------------------------------------- Yum! Brands, Inc.(a) 1,622,300 55,807,120 =========================================================================== 98,596,659 =========================================================================== SEMICONDUCTOR EQUIPMENT-0.81% Applied Materials, Inc.(a) 3,320,300 74,540,735 =========================================================================== |
FS-57
MARKET SHARES VALUE --------------------------------------------------------------------------- SEMICONDUCTORS-3.35% Analog Devices, Inc. 2,519,000 $ 114,992,350 --------------------------------------------------------------------------- Intel Corp. 5,977,000 192,459,400 =========================================================================== 307,451,750 =========================================================================== SOFT DRINKS-2.19% Coca-Cola Co. (The) 2,289,900 116,212,425 --------------------------------------------------------------------------- PepsiCo, Inc. 1,817,700 84,741,174 =========================================================================== 200,953,599 =========================================================================== SPECIALTY STORES-0.53% Staples, Inc.(a) 1,782,600 48,664,980 =========================================================================== SYSTEMS SOFTWARE-5.40% Computer Associates International, Inc. 2,386,100 65,235,974 --------------------------------------------------------------------------- Microsoft Corp. 12,128,800 334,027,152 --------------------------------------------------------------------------- Oracle Corp.(a) 2,931,300 38,693,160 --------------------------------------------------------------------------- VERITAS Software Corp.(a) 1,536,100 57,081,476 =========================================================================== 495,037,762 =========================================================================== THRIFTS & MORTGAGE FINANCE-2.82% Fannie Mae 2,796,900 209,935,314 --------------------------------------------------------------------------- Freddie Mac 834,900 48,691,368 =========================================================================== 258,626,682 =========================================================================== WIRELESS TELECOMMUNICATION SERVICES-1.23% Nextel Communications, Inc.-Class A(a) 2,155,200 60,474,912 --------------------------------------------------------------------------- |
--------------------------------------------------------------------------- MARKET SHARES VALUE WIRELESS TELECOMMUNICATION SERVICES-(CONTINUED) Vodafone Group PLC (United Kingdom) 21,113,210 $ 52,211,226 =========================================================================== 112,686,138 =========================================================================== Total Common Stocks & Other Equity Interests (Cost $7,723,102,821) 8,892,164,590 =========================================================================== PRINCIPAL MARKET AMOUNT VALUE --------------------------------------------------------------------------- U.S. TREASURY BILLS-0.32% 0.87%, 3/18/04 (Cost $29,744,866)(b) $29,800,000(c) $ 29,741,890 =========================================================================== SHARES MONEY MARKET FUNDS-3.27% Liquid Assets Portfolio(d) 149,855,268 149,855,268 --------------------------------------------------------------------------- STIC Prime Portfolio(d) 149,855,268 149,855,268 =========================================================================== Total Money Market Funds (Cost $299,710,536) 299,710,536 =========================================================================== TOTAL INVESTMENTS-100.57% (excluding investments purchased with cash collateral from securities loaned) (Cost $8,052,558,223) 9,221,617,016 =========================================================================== INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-1.31% Liquid Assets Portfolio(d)(e) 119,778,490 119,778,490 =========================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $119,778,490) 119,778,490 =========================================================================== TOTAL INVESTMENTS-101.88% (Cost $8,172,336,713) 9,341,395,506 =========================================================================== OTHER ASSETS LESS LIABILITIES-(1.88%) (172,445,780) =========================================================================== NET ASSETS-100.00% $9,168,949,726 ___________________________________________________________________________ =========================================================================== |
Investment Abbreviations:
ADR - American Depositary Receipt |
Notes to Schedule of Investments:
(a) Non-income producing security.
(b) Security traded on a discount basis. The interest rate shown represents the
discount rate at the time of purchase by the Fund.
(c) A portion of the principal balance was pledged as collateral to cover margin
requirements for open futures contracts. See Note 1 section G and Note 9.
(d) The money market fund and the Fund are affiliated by having the same
investment advisor. See Note 3
(e) The security has been segregated to satisfy the forward commitment to return
the cash collateral received in securities lending transactions upon the
borrower's return of the securities loaned. See Note 3.
See accompanying notes which are an integral part of the financial statements.
FS-58
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2003
ASSETS: Investments, at market value (cost $7,752,847,687)* $ 8,921,906,480 ------------------------------------------------------------ Investments in affiliated money market funds (cost $419,489,026) 419,489,026 ------------------------------------------------------------ Receivables for: Variation margin 616,250 ------------------------------------------------------------ Fund shares sold 2,056,520 ------------------------------------------------------------ Dividends 7,347,461 ------------------------------------------------------------ Investment for deferred compensation and retirement plans 545,602 ------------------------------------------------------------ Other assets 555,079 ============================================================ Total assets 9,352,516,418 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Fund shares reacquired 51,684,653 ------------------------------------------------------------ Deferred compensation and retirement plans 1,140,857 ------------------------------------------------------------ Collateral upon return of securities loaned 119,778,490 ------------------------------------------------------------ Accrued distribution fees 4,384,225 ------------------------------------------------------------ Accrued transfer agent fees 5,649,228 ------------------------------------------------------------ Accrued operating expenses 929,239 ============================================================ Total liabilities 183,566,692 ============================================================ Net assets applicable to shares outstanding $ 9,168,949,726 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $12,715,830,414 ------------------------------------------------------------ Undistributed net investment income (loss) (990,003) ------------------------------------------------------------ Undistributed net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts (4,725,989,892) ------------------------------------------------------------ Unrealized appreciation of investment securities, foreign currencies, foreign currency contracts and futures contracts 1,180,099,207 ============================================================ $ 9,168,949,726 ____________________________________________________________ ============================================================ NET ASSETS: Class A $ 5,116,443,760 ____________________________________________________________ ============================================================ Class B $ 3,616,395,032 ____________________________________________________________ ============================================================ Class C $ 433,332,073 ____________________________________________________________ ============================================================ Class R $ 651,427 ____________________________________________________________ ============================================================ Institutional Class $ 2,127,434 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 545,512,843 ____________________________________________________________ ============================================================ Class B 413,122,277 ____________________________________________________________ ============================================================ Class C 49,471,462 ____________________________________________________________ ============================================================ Class R 69,738 ____________________________________________________________ ============================================================ Institutional Class 224,569 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 9.38 ------------------------------------------------------------ Offering price per share: (Net asset value of $9.38 divided by 94.50%) $ 9.93 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 8.75 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 8.76 ____________________________________________________________ ============================================================ Class R: Net asset value and offering price per share $ 9.34 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 9.47 ____________________________________________________________ ============================================================ |
* At December 31, 2003, securities with an aggregate market value of
$116,256,265 were on loan to brokers.
See accompanying notes which are an integral part of the financial statements.
FS-59
STATEMENT OF OPERATIONS
For the year ended December 31, 2003
INVESTMENT INCOME: Dividends (net of foreign withholding tax of $384,236) $ 112,060,220 ---------------------------------------------------------------------------- Dividends from affiliated money market funds* 7,735,893 ---------------------------------------------------------------------------- Interest 552,453 ============================================================================ Total investment income 120,348,566 ============================================================================ EXPENSES: Advisory fees 56,790,898 ---------------------------------------------------------------------------- Administrative services fees 761,336 ---------------------------------------------------------------------------- Custodian fees 517,480 ---------------------------------------------------------------------------- Distribution fees: Class A 11,843,149 ---------------------------------------------------------------------------- Class B 38,803,582 ---------------------------------------------------------------------------- Class C 4,242,684 ---------------------------------------------------------------------------- Class R 2,329 ---------------------------------------------------------------------------- Transfer agent fees (Class A, B, C, & R) 31,497,701 ---------------------------------------------------------------------------- Transfer agent fees -- Institutional Class 1,118 ---------------------------------------------------------------------------- Trustees' fees 139,410 ---------------------------------------------------------------------------- Other 2,807,219 ============================================================================ Total expenses 147,406,906 ============================================================================ Less: Fees waived and expense offset arrangements (1,322,457) ---------------------------------------------------------------------------- Net expenses 146,084,449 ============================================================================ Net investment income (loss) (25,735,883) ============================================================================ REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FOREIGN CURRENCY CONTRACTS, FUTURES CONTRACTS AND OPTION CONTRACTS: Net realized gain (loss) from: Investment securities (585,972,855) ---------------------------------------------------------------------------- Foreign currencies (123,194) ---------------------------------------------------------------------------- Foreign currency contracts (3,466,091) ---------------------------------------------------------------------------- Futures contracts 69,449,042 ---------------------------------------------------------------------------- Option contracts written 480,126 ============================================================================ (519,632,972) ============================================================================ Change in net unrealized appreciation of: Investment securities 2,484,939,325 ---------------------------------------------------------------------------- Foreign currencies 17,615 ---------------------------------------------------------------------------- Foreign currency contracts 80,695 ---------------------------------------------------------------------------- Futures contracts 20,750,367 ============================================================================ 2,505,788,002 ============================================================================ Net gain from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts 1,986,155,030 ============================================================================ Net increase in net assets resulting from operations $1,960,419,147 ____________________________________________________________________________ ============================================================================ |
* Dividends from affiliated money market funds are net of fees paid to security lending counterparties.
See accompanying notes which are an integral part of the financial statements.
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STATEMENT OF CHANGES IN NET ASSETS
For the years ended December 31, 2003 and 2002
2003 2002 ------------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (25,735,883) $ (64,174,804) ------------------------------------------------------------------------------------------------ Net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and option contracts (519,632,972) (2,370,879,580) ------------------------------------------------------------------------------------------------ Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies, foreign currency contracts and futures contracts 2,505,788,002 (2,871,180,046) ================================================================================================ Net increase (decrease) in net assets resulting from operations 1,960,419,147 (5,306,234,430) ================================================================================================ Share transactions-net: Class A (586,536,341) (1,392,867,197) ------------------------------------------------------------------------------------------------ Class B (1,467,119,888) (2,339,535,311) ------------------------------------------------------------------------------------------------ Class C (101,720,007) (232,888,880) ------------------------------------------------------------------------------------------------ Class R 318,566 200,138 ------------------------------------------------------------------------------------------------ Institutional Class (625,385) 2,649,533 ================================================================================================ Net increase (decrease) in net assets resulting from share transactions (2,155,683,055) (3,962,441,717) ================================================================================================ Net increase (decrease) in net assets (195,263,908) (9,268,676,147) ================================================================================================ NET ASSETS: Beginning of year 9,364,213,634 18,632,889,781 ================================================================================================ End of year (including undistributed net investment income (loss) of $(990,003) and $(911,328) for 2003 and 2002, respectively) $ 9,168,949,726 $ 9,364,213,634 ________________________________________________________________________________________________ ================================================================================================ |
See accompanying notes which are an integral part of the financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2003
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
AIM Premier Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). 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 consisting of nine separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund.
The Fund's primary investment objective is to achieve long-term growth of capital. Income is a secondary objective. Each company listed in the Schedule of Investments is organized in the United States of America unless otherwise noted.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales on a particular day, the security is valued at the closing bid price on that day. Each security traded in the over-the-counter market (but not securities reported on the NASDAQ National Market System) is valued on the basis of prices furnished by independent pricing services or market makers. Each security reported on the NASDAQ National Market System is valued at the NASDAQ Official Closing Price ("NOCP") as of the close of the customary trading session on the valuation date or absent a NOCP, at the closing bid price. Debt obligations (including convertible bonds) are valued on the basis of prices provided by an independent pricing service. Prices provided by the pricing service 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, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are questionable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers in a manner specifically authorized 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. Short-term obligations having 60 days or less to maturity and commercial paper are valued at amortized cost which approximates market value. For purposes of determining net asset value per share, futures and option contracts generally will be valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE").
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the close of the NYSE. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of the close of the respective markets. Events affecting the values of such foreign securities may occur between the times at which the particular foreign market closes and the close of the customary trading session of the NYSE which would not ordinarily be reflected in the computation of the Fund's net asset value. If a development/event is so significant such that there is a reasonably high degree of certainty as to both the effect and the degree of effect that the development/event has actually caused that closing price to no longer reflect actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE as determined in good faith by or under the supervision of the Board of Trustees. Adjustments to closing prices to reflect fair value on affected foreign securities may be provided by an independent pricing service. Multiple factors may be considered by the independent pricing service 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.
B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
C. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to use a portion of the proceeds from redemptions as distributions for federal income tax purposes.
D. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and, as such, will not be subject to federal income taxes on otherwise
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taxable income (including net realized capital gain) which is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. Any capital loss carryforwards listed are reduced for limitations, if any, to the extent required by the Internal Revenue Code.
E. FOREIGN CURRENCY TRANSLATIONS -- Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from, (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.
F. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. The Fund could be exposed to risk if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably.
G. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts as a hedge against changes in market conditions. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are made or received depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the fund would continue to be subject to market risk with respect to the value of contracts and continue to be required to maintain the margin deposits on the futures contract.
H. COVERED CALL OPTIONS -- The Fund may write call options, on a covered basis; that is, the Fund will own the underlying security. When the Fund writes a covered call option, an amount equal to the premium received by the Fund is recorded as an asset and an equivalent liability. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. The current market value of a written option is the mean between the last bid and asked prices on that day. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised.
I. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES
The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM at the annual rate of 0.80% of the first $150 million of the Fund's average daily net assets, plus 0.625% of the Fund's average daily net assets in excess of $150 million. AIM has voluntarily agreed to waive advisory fees payable by the Fund to AIM at the annual rate of 0.025% for each $5 billion increment in net assets over $5 billion, up to a maximum waiver of 0.175% on net assets in excess of $35 billion. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds in which the Fund has invested (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the Fund). Voluntary fee waivers or reimbursements may be modified or discontinued with approval of the Board of Trustees without further notice to investors. For the year ended December 31, 2003, AIM waived fees of $1,170,110.
The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. For the year ended December 31, 2003, AIM was paid $761,336 for such services.
The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI"), formerly known as
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A I M Fund Services, Inc., a fee for providing transfer agency and shareholder services to the Fund. For the Institutional Class, the transfer agent has contractually agreed to reimburse class specific transfer agent fees to the extent necessary to limit transfer agent fees to 0.10% of the average net assets. During the year ended December 31, 2003, AISI retained $13,352,135 for such services and had no class specific transfer agent fee reimbursements.
The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("AIM Distributors") to serve as the distributor for the Class A, Class B, Class C, Class R and the Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays AIM Distributors compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of these amounts, AIM Distributors may pay a service fee up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares to selected dealers and financial institutions who furnish continuing personal shareholder services to their customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. NASD Rules also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended December 31, 2003, the Class A, Class B, Class C and Class R shares paid $11,843,149, $38,803,582, $4,242,684, and $2,329, respectively.
Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During year ended December 31, 2003, AIM Distributors retained $467,280 in front-end sales commissions from the sale of Class A shares and $59,617, $1,396, $22,796 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI and/or AIM Distributors.
NOTE 3--INVESTMENTS IN AFFILIATES
The Fund is permitted pursuant to an exemptive order from the Securities and Exchange Commission ("SEC") and approved procedures by the Board of Trustees to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. Each day the prior day's balance invested in the affiliated money market fund is redeemed in full and a new purchase amount is submitted to invest the current day's available cash and/or cash collateral received from securities lending transactions. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period December 31, 2003.
INVESTMENTS OF DAILY AVAILABLE CASH BALANCES:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME GAIN (LOSS) ------------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio $371,645,740 $ 914,484,665 $(1,136,275,137) $ -- $149,855,268 $3,886,345 $ -- ------------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio 371,645,740 914,484,665 (1,136,275,137) -- 149,855,268 3,753,745 -- ==================================================================================================================================== Subtotal $743,291,480 $1,828,969,330 $(2,272,550,274) $ -- $299,710,536 $7,640,090 $ -- ____________________________________________________________________________________________________________________________________ ==================================================================================================================================== |
INVESTMENTS OF CASH COLLATERAL FORM SECURITIES LENDING TRANSACTIONS:
UNREALIZED MARKET VALUE PURCHASES PROCEEDS APPRECIATION MARKET VALUE DIVIDEND REALIZED 12/31/2002 AT COST FROM SALES (DEPRECIATION) 12/31/2003 INCOME* GAIN (LOSS) ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio $135,612,100 $ 885,508,130 $ (901,341,740) $ -- $119,778,490 $ 95,803 $ -- ================================================================================================================================== Total $878,903,580 $2,714,477,460 $(3,173,892,014) $ -- $419,489,026 $7,735,893 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== |
* Dividend income is net of fees paid to security lending counterparties of $913,362.
NOTE 4--EXPENSE OFFSET ARRANGEMENTS
Indirect expenses under expense offset arrangements are comprised of transfer agency credits resulting from Demand Deposit Account (DDA) balances in transfer agency clearing accounts and custodian credits resulting from periodic overnight cash balances at the custodian.
For the year ended December 31, 2003, the Fund received reductions in transfer agency fees from AISI (an affiliate of AIM) of $148,646 and reductions in custodian fees of $3,701 under expense offset arrangements which resulted in a reduction of the Fund's total expenses of $152,347.
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NOTE 5--TRUSTEES' FEES
Trustees' fees represent remuneration paid to each Trustee of the Trust who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Trust. The Trustees deferring compensation have the option to select various AIM and INVESCO Funds in which their deferral accounts shall be deemed to be invested.
Current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees that also participate in a retirement plan and receive benefits under such plan.
During the year ended December 31, 2003, the Fund paid legal fees of $28,458 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust.
NOTE 6--BORROWINGS
The Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds and the INVESCO Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. Under certain circumstances, a loan will be secured by collateral. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan.
Effective June 26, 2003, the Fund became a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan.
During the reporting period, the Fund was a participant in a committed credit facility with a syndicate administered by Citibank, N.A. The Fund could borrow up to the lesser of (i) $500,000,000 or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which were parties to the credit facility could borrow on a first come, first served basis. The funds which were party to the credit facility were charged a commitment fee of 0.09% on the unused balance of the committed line. The commitment fee was allocated among the funds based on their respective average net assets for the period. The committed credit facility expired May 20, 2003.
During the year ended December 31, 2003, the Fund did not borrow or lend under the interfund lending facility or borrow under either the uncommitted unsecured revolving credit facility or the committed credit facility.
Additionally the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds in the account so the custodian can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank. In either case, the custodian bank will be compensated an amount equal to the Federal Funds rate plus 100 basis points.
NOTE 7--PORTFOLIO SECURITIES LOANED
The Fund may lend portfolio securities to the extent of one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with to these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to a loss on the collateral invested.
At December 31, 2003, securities with an aggregate value of $116,256,265 were on loan to brokers. The loans were secured by cash collateral of $119,778,490 received by the Fund and subsequently invested in an affiliated money market fund. For the year ended December 31, 2003, the Fund received dividends on cash collateral net of fees paid to counterparties of $95,803 for securities lending transactions.
NOTE 8--OPTION CONTRACTS WRITTEN
TRANSACTIONS DURING THE PERIOD ------------------------------------------------------------ CALL OPTION CONTRACTS ------------------------ NUMBER OF PREMIUMS CONTRACTS RECEIVED ------------------------------------------------------------ Beginning of year -- $ -- ------------------------------------------------------------ Written 17,550 2,618,650 ------------------------------------------------------------ Closed (7,650) (1,400,216) ------------------------------------------------------------ Exercised (9,900) (1,218,434) ============================================================ End of year -- $ -- ____________________________________________________________ ============================================================ |
NOTE 9--FUTURES CONTRACTS
On December 31, 2003, $15,117,000 principal amount of U.S. Treasury obligations were pledged as collateral to cover margin requirements for open futures contracts.
OPEN FUTURES CONTRACTS AT PERIOD END ---------------------------------------------------------------------------- NO. OF MONTH/ MARKET UNREALIZED CONTRACT CONTRACTS COMMITMENT VALUE APPRECIATION ---------------------------------------------------------------------------- S&P 500 850 Mar-04/Long $236,002,500 $11,022,800 ____________________________________________________________________________ ============================================================================ |
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NOTE 10--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS
Distributions to Shareholders:
There were no ordinary income or long-term capital gain distributions paid during the years ended December 31, 2003 and December 31, 2002.
Tax Components of Net Assets:
As of December 31, 2003, the components of net assets on a tax basis were as follows:
Unrealized appreciation -- investments $ 1,156,703,704 ------------------------------------------------------------ Temporary book/tax differences (990,003) ------------------------------------------------------------ Capital loss carryforward (4,702,594,389) ------------------------------------------------------------ Capital (par value and additional paid-in) 12,715,830,414 ============================================================ Total net assets $ 9,168,949,726 ____________________________________________________________ ============================================================ |
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation difference is attributable primarily to the tax deferral of losses on wash sales and the tax recognition of unrealized gains or losses on certain future contracts. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $17,615.
The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the deferral of trustee compensation and trustee retirement plan expenses.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
CAPITAL LOSS EXPIRATION CARRYFORWARD ------------------------------------------------------------ December 31, 2009 1,690,224,044 ------------------------------------------------------------ December 31, 2010 2,279,293,105 ------------------------------------------------------------ December 31, 2011 733,077,240 ============================================================ Total capital loss carryforward $4,702,594,389 ____________________________________________________________ ============================================================ |
NOTE 11--INVESTMENT SECURITIES
The aggregate amount of investment securities (other than short-term securities and money market funds) purchased and sold by the Fund during the year ended December 31, 2003 was $3,082,813,926 and $4,798,350,277, respectively.
UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS ------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $1,533,187,610 ------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (376,501,521) ============================================================ Net unrealized appreciation of investment securities $1,156,686,089 ____________________________________________________________ ============================================================ Cost of investments for tax purposes is $8,184,709,417. |
NOTE 12--RECLASSIFICATION OF PERMANENT DIFFERENCES
Primarily as a result of differing book/tax treatment of capital loss carryforwards, merger transactions, net operating losses and foreign currency transactions on December 31, 2003, undistributed net investment income was increased by $25,657,208, undistributed net realized gains decreased by $22,601,785 and shares of beneficial interest decreased by $3,055,423. This reclassification had no effect on the net assets of the Fund.
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NOTE 13--SHARE INFORMATION
The Fund currently offers five different classes of shares: Class A shares, Class B shares, Class C shares, Class R shares and the Institutional Class shares. Class A shares are sold with a front-end sales charge. Class B shares and Class C shares are sold with CDSC. Class R shares and the Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase.
CHANGES IN SHARES OUTSTANDING -------------------------------------------------------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------------ 2003 2002 ------------------------------- ------------------------------- SHARES AMOUNT SHARES AMOUNT -------------------------------------------------------------------------------------------------------------------------------- Sold: Class A 39,598,262 $ 320,765,623 73,118,435 $ 657,092,554 -------------------------------------------------------------------------------------------------------------------------------- Class B 13,786,253 105,078,641 22,610,679 195,949,105 -------------------------------------------------------------------------------------------------------------------------------- Class C 3,249,627 24,835,033 5,748,410 50,204,828 -------------------------------------------------------------------------------------------------------------------------------- Class R* 89,985 704,135 29,155 211,650 -------------------------------------------------------------------------------------------------------------------------------- Institutional Class** -- -- 345,082 3,005,669 ================================================================================================================================ Issued in connection with acquisitions:*** Class A 2,782,677 24,469,013 -- -- -------------------------------------------------------------------------------------------------------------------------------- Class B 3,838,877 31,511,253 -- -- -------------------------------------------------------------------------------------------------------------------------------- Class C 1,461,575 11,994,377 -- -- ================================================================================================================================ Automatic conversion of Class B shares to Class A shares: Class A 77,425,211 643,745,569 37,066,076 329,215,215 -------------------------------------------------------------------------------------------------------------------------------- Class B (82,660,881) (643,745,569) (39,184,836) (329,215,215) ================================================================================================================================ Reacquired: Class A (192,041,009) (1,575,516,546) (274,622,366) (2,379,174,966) -------------------------------------------------------------------------------------------------------------------------------- Class B (126,732,034) (959,964,213) (270,457,065) (2,206,269,201) -------------------------------------------------------------------------------------------------------------------------------- Class C (18,159,353) (138,549,417) (34,348,509) (283,093,708) -------------------------------------------------------------------------------------------------------------------------------- Class R* (47,869) (385,569) (1,533) (11,512) -------------------------------------------------------------------------------------------------------------------------------- Institutional Class** (74,164) (625,385) (46,349) (356,136) ================================================================================================================================ (277,482,843) $(2,155,683,055) (479,742,821) $(3,962,441,717) ________________________________________________________________________________________________________________________________ ================================================================================================================================ |
* Class R shares commenced sales on June 3, 2002. ** Institutional Class shares commenced sales on March 15, 2002. *** As of the opening of business on November 24, 2003, the Fund acquired all of the net assets of AIM Premier Equity II Fund pursuant to a plan of reorganization approved by AIM Premier Equity II Fund shareholders on October 28, 2003. The acquisition was accomplished by a tax-free exchange of 8,083,129 shares of the Fund for 12,162,356 shares of AIM Premier Equity II Fund outstanding as of the opening of business November 24, 2003. AIM Premier Equity II Fund net assets at that date of $67,974,643 including $5,277,895 of unrealized depreciation, were combined with those of the Fund. The aggregate net assets of the Fund immediately before the acquisition were $8,817,104,791.
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NOTE 14--FINANCIAL HIGHLIGHTS
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
CLASS A --------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, --------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.51 $ 10.87 $ 12.51 $ 16.28 $ 13.40 --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(b) (0.01)(b) 0.00 (0.04)(b) (0.01) --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.86 (3.35) (1.63) (2.42) 3.97 ================================================================================================================================= Total from investment operations 1.87 (3.36) (1.63) (2.46) 3.96 ================================================================================================================================= Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================================= Net asset value, end of period $ 9.38 $ 7.51 $ 10.87 $ 12.51 $ 16.28 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 24.90% (30.91)% (12.99)% (14.95)% 29.95% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $5,116,444 $4,642,361 $8,502,699 $ 11,223,504 $12,640,073 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers 1.26%(d) 1.17% 1.08% 1.00% 1.00% --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers 1.27%(d) 1.19% 1.12% 1.04% 1.02% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.07%(d) (0.08)% (0.03)% (0.11)% (0.09)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate 37% 36% 38% 67% 66% _________________________________________________________________________________________________________________________________ ================================================================================================================================= |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of 4,737,259,713.
FS-68
NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS B --------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, --------------------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ----------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.07 $ 10.30 $ 11.94 $ 15.73 $ 13.08 ----------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ----------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.73 (3.16) (1.54) (2.17) 3.86 ============================================================================================================================= Total from investment operations 1.68 (3.23) (1.63) (2.48) 3.73 ============================================================================================================================= Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ============================================================================================================================= Net asset value, end of period $ 8.75 $ 7.07 $ 10.30 $ 11.94 $ 15.73 _____________________________________________________________________________________________________________________________ ============================================================================================================================= Total return(c) 23.76% (31.36)% (13.61)% (15.65)% 28.94% _____________________________________________________________________________________________________________________________ ============================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $3,616,395 $4,274,489 $9,186,980 $12,491,366 $ 14,338,087 _____________________________________________________________________________________________________________________________ ============================================================================================================================= Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ----------------------------------------------------------------------------------------------------------------------------- Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ============================================================================================================================= Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.89)% (0.88)% _____________________________________________________________________________________________________________________________ ============================================================================================================================= Portfolio turnover rate 37% 36% 38% 67% 66% _____________________________________________________________________________________________________________________________ ============================================================================================================================= |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $3,880,358,150.
CLASS C ---------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------------- 2003 2002 2001 2000(a) 1999(a) ------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 7.07 $ 10.31 $ 11.95 $ 15.74 $ 13.09 ------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.05)(b) (0.07)(b) (0.09) (0.31)(b) (0.13)(b) ------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 1.74 (3.17) (1.54) (2.17) 3.86 ================================================================================================================== Total from investment operations 1.69 (3.24) (1.63) (2.48) 3.73 ================================================================================================================== Less distributions from net realized gains -- -- (0.01) (1.31) (1.08) ================================================================================================================== Net asset value, end of period $ 8.76 $ 7.07 $ 10.31 $ 11.95 $ 15.74 __________________________________________________________________________________________________________________ ================================================================================================================== Total return(c) 23.90% (31.43)% (13.60)% (15.62)% 28.92% __________________________________________________________________________________________________________________ ================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $433,332 $444,901 $943,211 $1,262,192 $860,859 __________________________________________________________________________________________________________________ ================================================================================================================== Ratio of expenses to average net assets: With fee waivers 2.01%(d) 1.92% 1.84% 1.77% 1.79% ------------------------------------------------------------------------------------------------------------------ Without fee waivers 2.02%(d) 1.94% 1.88% 1.81% 1.81% ================================================================================================================== Ratio of net investment income (loss) to average net assets (0.68)%(d) (0.84)% (0.79)% (0.88)% (0.88)% __________________________________________________________________________________________________________________ ================================================================================================================== Portfolio turnover rate 37% 36% 38% 67% 66% __________________________________________________________________________________________________________________ ================================================================================================================== |
(a) Per share information and shares have been restated to reflect a 3 for 1
stock split, effected in the form of a 200% stock dividend on November
10, 2000.
(b) Calculated using average shares outstanding.
(c) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and does not include sales
charges.
(d) Ratios are based on average daily net assets of $424,268,449.
FS-69
NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
CLASS R -------------------------------- JUNE 3, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ---------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.50 $ 9.16 ---------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.01)(a) (0.02)(a) ---------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.85 (1.64) ============================================================================================== Total from investment operations 1.84 (1.66) ============================================================================================== Net asset value, end of period $ 9.34 $ 7.50 ______________________________________________________________________________________________ ============================================================================================== Total return(b) 24.53% (18.12)% ______________________________________________________________________________________________ ============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 651 $ 207 ______________________________________________________________________________________________ ============================================================================================== Ratio of expenses to average net assets: With fee waivers 1.51%(c) 1.48%(d) ---------------------------------------------------------------------------------------------- Without fee waivers 1.52%(c) 1.50%(d) ============================================================================================== Ratio of net investment income (loss) to average net assets (0.18)%(c) (0.40)%(d) ______________________________________________________________________________________________ ============================================================================================== Portfolio turnover rate(e) 37% 36% ______________________________________________________________________________________________ ============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America, does not include sales charges
and is not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $465,853.
(d) Annualized.
(e) Not annualized for periods less than one year.
FS-70
NOTE 14--FINANCIAL HIGHLIGHTS (CONTINUED)
INSTITUTIONAL CLASS --------------------------------- MARCH 15, 2002 (DATE SALES YEAR ENDED COMMENCED) TO DECEMBER 31, DECEMBER 31, 2003 2002 ----------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 7.55 $ 10.66 ----------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.05(a) 0.03(a) ----------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.87 (3.14) =============================================================================================== Total from investment operations 1.92 (3.11) =============================================================================================== Net asset value, end of period $ 9.47 $ 7.55 _______________________________________________________________________________________________ =============================================================================================== Total return(b) 25.43% (29.17)% _______________________________________________________________________________________________ =============================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,127 $ 2,255 _______________________________________________________________________________________________ =============================================================================================== Ratio of expenses to average net assets: With fee waivers 0.71%(c) 0.66%(d) ----------------------------------------------------------------------------------------------- Without fee waivers 0.72%(c) 0.68%(d) =============================================================================================== Ratio of net investment income to average net assets 0.62%(c) 0.42%(d) _______________________________________________________________________________________________ =============================================================================================== Portfolio turnover rate(e) 37% 36% _______________________________________________________________________________________________ =============================================================================================== |
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally
accepted in the United States of America and is not annualized for
periods less than one year.
(c) Ratios are based on average daily net assets of $2,191,456.
(d) Annualized.
(e) Not annualized for periods less than one year.
NOTE 15--LEGAL PROCEEDINGS
Your Fund's investment advisor, A I M Advisors, Inc. ("AIM"), is an indirect wholly owned subsidiary of AMVESCAP PLC ("AMVESCAP"). Another indirect wholly owned subsidiary of AMVESCAP, INVESCO Funds Group, Inc. ("IFG"), was formerly the investment advisor to the INVESCO Funds. IFG continues to serve as the investment advisor to INVESCO Variable Investment Funds, Inc. ("IVIF"). On November 25, 2003, AIM succeeded IFG as the investment advisor to the INVESCO Funds other than IVIF.
The mutual fund industry as a whole is currently subject to a wide range of inquiries and litigation related to issues of "market timing" and "late trading." Both AIM and IFG are the subject of a number of such inquiries, as described below.
A. Regulatory Inquiries and Actions
1. IFG
On December 2, 2003 each of the Securities and Exchange Commission ("SEC") and the Office of the Attorney General of the State of New York ("NYAG") filed civil proceedings against IFG and Raymond R. Cunningham, in his capacity as the Chief Executive Officer of IFG. Mr. Cunningham currently holds the positions of Chief Operating Officer and Senior Vice President of A I M Management Group Inc., the parent of AIM, and the position of Senior Vice President of AIM. In addition, on December 2, 2003, the State of Colorado filed civil proceedings against IFG. Neither the Fund nor any of the other AIM or INVESCO Funds has been named as a defendant in any of these proceedings.
The SEC complaint alleges that IFG failed to disclose in the INVESCO Funds' prospectuses and to the INVESCO Funds' independent directors that IFG had entered into certain arrangements permitting market timing of the INVESCO Funds. The SEC is seeking injunctions, including permanent injunctions from serving as an investment advisor, officer or director of an investment company; an accounting of all market timing as well as certain fees and compensation received; disgorgement; civil monetary penalties; and other relief.
The NYAG and Colorado complaints make substantially similar allegations. The NYAG is seeking injunctions, including permanent injunctions from directly or indirectly selling or distributing shares of mutual funds; disgorgement of all profits obtained, including fees collected, and payment of all restitution and damages caused, directly or indirectly from the alleged illegal activities; civil monetary penalties; and other relief. The State of Colorado is seeking injunctions; restitution, disgorgement and other equitable relief, civil monetary penalties; and other relief.
In addition, IFG has received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing and related issues concerning the INVESCO Funds. These regulators include the Florida Department of Financial Services, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office
FS-71
NOTE 15--LEGAL PROCEEDINGS (CONTINUED)
of the Secretary of State for West Virginia. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD, Inc., and the SEC. IFG is providing full cooperation with respect to these inquiries.
2. AIM
AIM has also received inquiries in the form of subpoenas or other oral or written requests for information from various regulators concerning market timing activity, late trading, fair value pricing, and related issues concerning the AIM Funds. AIM has received requests for information and documents concerning these and related matters from the SEC and the Massachusetts Secretary of the Commonwealth. In addition, AIM has received subpoenas concerning these and related matters from the NYAG, the United States Attorney's Office for the District of Massachusetts, the Commissioner of Securities for the State of Georgia, the Office of the State Auditor for the State of West Virginia, and the Office of the Secretary of State for West Virginia. AIM has also received more limited inquiries from the SEC and NASD, Inc. concerning specific funds, entities and/or individuals, none of which directly bears upon the Fund. AIM is providing full cooperation with respect to these inquiries.
3. AMVESCAP Response
AMVESCAP is seeking to resolve both the pending regulatory complaints against IFG alleging market timing and the ongoing market timing investigations with respect to IFG and AIM. AMVESCAP recently found, in its ongoing review of these matters, that shareholders were not always effectively protected from the potential adverse impact of market timing and illegal late trading through intermediaries. These findings were based, in part, on an extensive economic analysis by outside experts who have been retained by AMVESCAP to examine the impact of these activities. In light of these findings, AMVESCAP has publicly stated that any AIM or INVESCO Fund, or any shareholders thereof, harmed by these activities will receive full restitution. AMVESCAP has informed regulators of these findings. In addition, AMVESCAP has retained outside counsel to undertake a comprehensive review of AIM's and IFG's policies, procedures and practices, with the objective that they rank among the most effective in the fund industry.
There can be no assurance that AMVESCAP will be able to reach a satisfactory settlement with the regulators, or that any such settlement will not include terms which would have the effect of barring either or both of IFG and AIM, or any other investment advisor directly or indirectly owned by AMVESCAP, from serving as an investment advisor to any registered investment company including the Fund. The Fund has been informed by AIM that, if either of these results occurs, AIM will seek exemptive relief from the SEC to permit it to continue to serve as the Fund's investment advisor. There can be no assurance that such exemptive relief will be granted. Any settlement with the regulators could also include terms which would bar Mr. Cunningham from serving as an officer or director of any registered investment company.
B. Private Actions
In addition to the complaints described above, multiple lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain INVESCO Funds, certain AIM Funds, IFG, AIM, A I M Management Group Inc., the parent of AIM, AMVESCAP, certain related entities and certain of their officers, including Mr. Cunningham). The allegations in the majority of the lawsuits are substantially similar to the allegations in the regulatory complaints against IFG described above. Certain other lawsuits allege that certain AIM and INVESCO Funds inadequately employed fair value pricing. Such 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 ("ERISA"); (iii) breach of fiduciary duty; and (iv) breach of contract. The lawsuits have been filed in both Federal and state courts and seek such remedies as compensatory damages; restitution; rescission; accounting for wrongfully gotten gains, profits and compensation; injunctive relief; disgorgement; equitable relief; various corrective measures under ERISA; rescission of certain Funds' advisory agreements with AIM; declaration that the advisory agreement is unenforceable or void; refund of advisory fees; interest; and attorneys' and experts' fees.
IFG has removed certain of the state court proceedings to Federal District Court. At a hearing before the Judicial Panel on Multidistrict Litigation concerning the most efficient way to manage the numerous lawsuits alleging market timing in mutual funds throughout the industry, IFG and AIM supported transfer of all cases pending against them to one district for consolidated proceedings. The Panel has not issued a ruling.
Additional lawsuits or regulatory actions arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the Fund, IFG, AIM, AMVESCAP and related entities and individuals in the future.
As a result of these developments, investors in the AIM and INVESCO Funds might react by redeeming their investments. This might require the Funds to sell investments to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the Funds.
At the present time, management of AIM and the Fund is unable to estimate the impact, if any, that the outcome of the matters described above may have on the Fund or AIM.
FS-72
PART C
OTHER INFORMATION
Item 23. Exhibits
a (1) - (a) Amended and Restated Agreement and Declaration of Trust, dated May 15, 2002.(19) - (b) Amendment No. 1, dated May 15, 2002 (effective as of July 1, 2002), to the Amended and Restated Declaration of Trust dated May 15, 2002.(19) |
- (c) Amendment No. 2, dated February 6, 2003 (effective as of April 30, 2003), to the Amended and Restated Declaration of Trust dated May 15, 2002.(21)
- (d) Amendment No. 3, dated June 11, 2003, to the Amended and Restated Agreement and Declaration of Trust of Registrant dated May 15, 2002.(23) - (e) Amendment No. 4, dated December 10, 2003, to the Amended and Restated Agreement and Declaration of Trust of Registrant dated May 15, 2002.(23) - (f) Amendment No. 5, dated February 19, 2004, to the Amended and Restated Agreement and Declaration of Trust of Registrant dated May 15, 2002.(23) b - (a) Amended and Restated Bylaws, adopted effective May 15, 2002.(19) - (b) Amendment No. 1 dated November 6, 2003, to Bylaws of Registrant(23) c - Articles II, VI, VII, VIII and IX of the Amended and Restated Agreement and Declaration of Trust, as amended, and Articles IV, V and VI of the Amended and Restated Bylaws, define rights of holders of shares.(19) d (1) - (a) Master Investment Advisory Agreement, dated June 1, 2000, between the Registrant and A I M Advisors, Inc.(10) - (b) Amendment No. 1, dated August 30, 2000, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(11) - (c) Amendment No. 2, dated December 27, 2000, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(13) - (d) Amendment No. 3, dated September 28, 2001, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(15) - (e) Amendment No. 4, dated December 27, 2001, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(18) - (f) Amendment No. 5, dated July 1, 2002, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(20) - (g) Amendment No. 6, dated April 30, 2003, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(22) |
- (h) Amendment No. 7, dated November 24, 2003, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(24)
e (1) - (a) Amended and Restated Master Distribution Agreement (all Classes of Shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (b) Amendment No. 1, dated October 29, 2003, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (c) Amendment No. 2, dated November 4, 2003, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(23) - (d) Amendment No. 3, dated November 20, 2003, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(23) - (e) Amendment No. 4, dated November 24, 2003, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(23) - (f) Amendment No. 5, dated November 25, 2003, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(23) - (g) Amendment No. 6, dated January 6, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc. (24) |
- (h) Amendment No. 7, dated March 31, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(24)
- (i) Amendment No. 8, dated April 30, 2004, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(24)
(2) - (a) Amended and Restated Master Distribution Agreement (Class B shares) dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (b) Amendment No. 1, dated October 1, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (c) Amendment No. 2, dated October 29, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (d) Amendment No. 3, dated November 3, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) - (e) Amendment No. 4, dated November 4, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23) |
- (f) Amendment No. 5, dated November 20, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23)
- (g) Amendment No. 6, dated November 24, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23)
- (h) Amendment No. 7, dated November 25, 2003, to the Amended and Restated Master Distribution Agreement (Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(23)
- (i) Amendment No. 8, dated March 31, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (Class B shares) and A I M Distributors, Inc.(24)
- (j) Amendment No. 9, dated April 30, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (Class B Shares) and A I M Distributors, Inc.(24)
(3) - Form of Selected Dealer Agreement between A I M Distributors, Inc. and selected dealers.(13) (4) - Form of Bank Selling Group Agreement between A I M Distributors, Inc. and banks.(22) f (1) - AIM Funds Retirement Plan for Eligible Directors/Trustees as restated October 1, 2001.(16) (2) - Form of AIM Funds Director Deferred Compensation Agreement, as amended September 26, 2002.(22) g (1) - (a) Master Custodian Contract, dated May 1, 2000, between the Registrant and State Street Bank and Trust Company.(11) - (b) Amendment, dated May 1, 2000, to the Master Custodian Contract, dated May 1, 2000, between Registrant and State Street Bank and Trust Company.(11) - (c) Amendment, dated June 29, 2001, to the Master Custodian Contract, dated May 1, 2000, between Registrant and State Street Bank and Trust Company.(16) - (d) Amendment, dated April 2, 2002, to the Master Custodian Contract, dated May 1, 2000, between Registrant and State Street Bank and Trust Company.(18) (2) - (a) Subcustodian Agreement, dated September 9, 1994, among the Registrant, Texas Commerce Bank National Association, State Street Bank and Trust Company and A I M Fund Services, Inc.(2) - (b) Amendment No. 1, dated October 2, 1998, to Subcustodian Agreement, dated September 9, 1994, among the Registrant, Chase Bank of Texas, N.A. (formerly Texas Commerce Bank), State Street Bank and Trust Company and A I M Fund Services, Inc.(8) - (c) Amendment No. 2, dated March 15, 2002, to Subcustodian Agreement, dated September 9, 1994, among the Registrant, JP Morgan Chase Bank (formerly Chase |
Bank of Texas, N.A.), State Street Bank and Trust Company and A I M Fund Services, Inc.(20) (3) - Subcustodian Agreement, dated January 20, 1993, between State Street Bank and Trust Company and The Bank of New York.(20) (4) - Foreign Assets Delegation Agreement, dated May 31, 2002, between A I M Advisors, Inc. and Registrant.(16) h (1) - (a) Transfer Agency and Service Agreement, dated November 1, 1994, between the Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(1) |
- (b) Amendment No. 1, dated August 4, 1997, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(5)
- (c) Amendment No. 2, dated January 1, 1999, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(8)
- (d) Amendment No. 3, dated July 1, 2000, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(11)
- e) Amendment No. 4, dated March 4, 2002, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(18)
- (f) Amendment No. 5, dated May 14, 2003, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(24)
- (g) Amendment No. 6, dated June 11, 2003, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc., now known as AIM Investment Services, Inc.(24)
(2) - Shareholder Sub-Accounting Services Agreement, dated as of October 1, 1993, between the Registrant and PFPC, Inc., Financial Data Services, Inc. and Merrill, Lynch, Pierce, Fenner & Smith Incorporated.(2) (3) - (a) Master Administrative Services Agreement, dated June 1, 2000, between the Registrant and A I M Advisors, Inc.(10) - (b) Amendment No. 1, dated August 30, 2000, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(11) - (c) Amendment No. 2, dated December 27, 2000, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(13) - (d) Amendment No. 3, dated September 28, 2001, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(15) |
- (e) Amendment No. 4, dated December 27, 2001, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(18)
- (f) Amendment No. 5, dated July 1, 2002, to the Master Administrative Services Agreement, dated June 1, 2000, between the Registrant and A I M Advisors, Inc.(20)
- (g) Amendment No. 6, dated April 30, 2003, to the Master Administrative Services Agreement, dated June 1, 2000, between the Registrant and A I M Advisors, Inc.(22)
- (h) Amendment No. 7, dated November 24, 2003, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc.(24)
(4) - (a) Memorandum of Agreement regarding securities lending, dated June 1, 2000, between Registrant, with respect to all Funds, and A I M Advisors, Inc.(13) - (b) Memorandum of Agreement, dated July 1, 2002, between Registrant, with respect to AIM European Small Company Fund, AIM International Emerging Growth Fund, AIM New Technology Fund and AIM Worldwide Spectrum Fund now known as AIM Global Value Fund and A I M Advisors, Inc.(20) (5) - Interfund Loan Agreement, dated September 18, 2001, between Registrant and A I M Advisors, Inc.(15) (6) - Expense Reimbursement Agreement Related to DST Transfer Agent System Conversion, dated June 30, 2003.(24) i - None j (1) - Consent of PricewaterhouseCoopers LLP.(24) |
(2) - Consent of Ballard Spahr Andrews & Ingersoll, LLP.(24)
k - Omitted Financial Statements - None. l (1) - Initial Capitalization Agreement dated August 30, 2000 for AIM European Small Company Fund, AIM International Emerging Growth Fund, AIM New Technology Fund, AIM Small Cap Equity Fund and AIM Value II Fund.(11) (2) - Initial Capitalization Agreement dated December 27, 2000 for AIM Worldwide Spectrum Fund now known as AIM Global Value Fund.(13) (3) - Initial Capitalization Agreement dated September 27, 2001 for AIM Basic Balanced Fund.(15) (4) - Initial Capitalization Agreement dated December 27, 2001 for AIM Mid Cap Basic Value Fund.(18) m (1) - (a) Amended and Restated Master Distribution Plan (Class A Shares), dated August 18, 2003.(23) - (b) Amendment No. 1, dated October 29, 2003, to Amended and Restated Master Distribution Plan (Class A Shares).(23) - (c) Amendment No. 2, dated November 4, 2003, to Amended and Restated Master Distribution Plan (Class A Shares).(23) |
- (d) Amendment No. 3, dated November 20, 2003, to Amended and Restated Master Distribution Plan (Class A Shares).(23)
- (e) Amendment No. 4, dated November 24, 2003, to Amended and Restated Master Distribution Plan (Class A Shares).(23)
- (f) Amendment No. 5, dated November 25, 2003, to Amended and Restated Master Distribution Plan (Class A Shares).(23)
- (g) Amendment No. 6, dated March 31, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class A Shares) and A I M Distributors, Inc.(24)
- (h) Amendment No. 7, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class A Shares) and A I M Distributors, Inc.(24)
(2) - (a) Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature), dated August 18, 2003.(23) - (b) Amendment No. 1, dated October 29, 2003, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature).(23) - (c) Amendment No. 2, dated November 4, 2003, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature).(23) - (d) Amendment No. 3, dated November 20, 2003, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature).(23) - (e) Amendment No. 4, dated November 24, 2003, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature).(23) - (f) Amendment No. 5, dated November 25, 2003, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature).(23) - (g) Amendment No. 6, dated March 31, 2004, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature) and A I M Distributors, Inc.(24) |
- (h) Amendment No. 7, dated April 30, 2004, to the Amended and
Restated Master Distribution Plan (Class B Shares)
(Securitization Feature)(24)
(3) - (a) Amended and Restated Master Distribution Plan (Class C Shares), dated August 18, 2003.(23) - (b) Amendment No. 1, dated October 29, 2003, to the Amended and Restated Master Distribution Plan (Class C Shares).(23) - (c) Amendment No. 2, dated November 4, 2003, to the Amended and Restated Master Distribution Plan (Class C Shares).(23) - (d) Amendment No. 3, dated November 20, 2003, to the Amended and Restated Master Distribution Plan (Class C Shares).(23) - (e) Amendment No. 4, dated November 24, 2003, to the Amended and Restated Master Distribution Plan (Class C Shares).(23) |
- (f) Amendment No. 5, dated November 25, 2003, to the Amended and Restated Master Distribution Plan (Class C Shares).(23)
- (g) Amendment No. 6, dated March 31, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class C Shares) and A I M Distributors, Inc.(24)
- (h) Amendment No. 7, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class C Shares) and A I M Distributors, Inc.(24)
(4) - (a) Amended and Restated Master Distribution Plan (Class R Shares), dated August 18, 2003.(23) - (b) Amendment No. 1, dated November 4, 2003, to the Amended and Restated Master Distribution Plan (Class R Shares).(23) - (c) Amendment No. 2, dated November 24, 2003, to the Amended and Restated Master Distribution Plan (Class R Shares).(23) - (d) Amendment No. 3, dated November 25, 2003, to the Amended and Restated Master Distribution Plan (Class R Shares).(23) - (e) Amendment No. 4, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class R Shares) and A I M Distributors, Inc.(24) (5) - Master Related Agreement to Amended and Restated Master Distribution Plan (Class A Shares).(23) (6) - Master Related Agreement to Amended and Restated Master Distribution Plan (Class C Shares).(23) (7) - Master Related Agreement to Amended and Restated Master Distribution Plan (Class R Shares).(23) n (1) - Third Amended and Restated Multiple Class Plan of The AIM Family of Funds--Registered Trademark--, effective December 12, 2001, as amended and restated March 4, 2002 and October 31, 2002.(23) n (2) - Fourth Amended and Restated Multiple Class Plan of The AIM Family of Funds--Registered Trademark--, effective December 12, 2001, as amended and restated March 4, 2002 and October 31, 2002 and as further amended and restated effective August 18, 2003.(23) o - Reserved p (1) - A I M Management Group Inc. Code of Ethics adopted May 1, 1981 as last amended June 10, 2003 relating to A I M Management Group Inc. and A I M Advisors, Inc. and its wholly owned and indirect subsidiaries.(22) (2) - AIM Funds Code of Ethics of the Registrant, effective September 23, 2000.(11) |
(1) Incorporated by reference to PEA No. 70, filed on November 17, 1995.
(2) Incorporated by reference to PEA No. 71, filed on April 26, 1996.
(3) Incorporated by reference to PEA No. 72, filed on April 28, 1997.
(4) Incorporated by reference to PEA No. 73, filed on July 25, 1997.
(5) Incorporated by reference to PEA No. 74, filed on February 27, 1998.
(6) Incorporated by reference to PEA No. 75, filed on February 12, 1999.
(7) Incorporated by reference to PEA No. 76, filed on April 15, 1999.
(8) Incorporated by reference to PEA No. 77, filed on March 9, 2000.
(9) Incorporated by reference to PEA No. 78, filed on March 13, 2000.
(10) Incorporated by reference to PEA No. 80, filed on June 15, 2000.
(11) Incorporated by reference to PEA No. 81, filed on September 29, 2000.
(12) Incorporated by reference to PEA No. 82, filed on December 13, 2000.
(13) Incorporated by reference to PEA No. 84, filed on April 27, 2001.
(14) Incorporated by reference to PEA No. 85, filed on July 13, 2001.
(15) Incorporated by reference to PEA No. 86, filed on October 12, 2001.
(16) Incorporated by reference to PEA No. 87, filed on January 2, 2002.
(17) Incorporated by reference to PEA No. 88, filed on March 1, 2002.
(18) Incorporated by reference to PEA No. 89, filed on April 26, 2002.
(19) Incorporated by reference to PEA No. 90, filed on May 22, 2002.
(20) Incorporated by reference to PEA No. 91, filed on November 7, 2002.
(21) Incorporated by reference to PEA No. 92, filed on February 21, 2003.
(22) Incorporated by reference to PEA No. 93, filed on April 25, 2003.
(23) Incorporated be reference to PEA No. 94, filed on March 1, 2004.
(24) Filed herewith electronically.
Item 24. Persons Controlled by or Under Common Control With the Fund
None.
Item 25. Indemnification
The Registrant's Amended and Restated Agreement and Declaration of Trust, dated May 15, 2002, provides, among other things (i) that trustees and officers of the Registrant, when acting as such, shall not be personally liable for any act, omission or obligation of the Registrant or any trustee or officer (except for liabilities to the Registrant or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of duty); (ii) for the indemnification by the Registrant of the trustees, officers, employees and agents of the Registrant to the fullest extent permitted by the Delaware Statutory Trust Act and Bylaws and other applicable law; (iii) that shareholders of the Registrant shall not be personally liable for the debts, liabilities, obligations or expenses of the Registrant or any portfolio or class; and (iv) for the indemnification by the Registrant, out of the assets belonging to the applicable portfolio, of shareholders and former shareholders of the Registrant in case they are held personally liable solely by reason of being or having been shareholders of the Registrant or any portfolio or class and not because of their acts or omissions or for some other reason.
A I M Advisors, Inc. ("AIM"), the Registrant and other investment companies managed by AIM, their respective officers, trustees, directors and employees (the "Insured Parties") are insured under a joint Mutual Fund and Investment Advisory Professional and Directors and Officers Liability Policy, issued by ICI Mutual Insurance Company, with a $35,000,000 limit of liability.
Section 16 of the Master Investment Advisory Agreement between the Registrant and AIM provides that in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of AIM or any of its officers, directors or employees, that AIM 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 AIM to any series of the Registrant shall not automatically impart liability on the part of AIM 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.
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 connection with the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the shares being registered hereby, 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 be governed by the final adjudication of such issue.
Item 26. Business and Other Connections of Investment Advisor
The only employment of a substantial nature of the Advisor's directors and officers is with the Advisor and its affiliated companies. Reference is also made to the caption "Fund Management--The Advisor" 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 27(b) of this Part C.
Item 27. Principal Underwriters
(a) A I M Distributors, Inc., the Registrant's principal underwriter, also acts as a principal underwriter to the following investment companies:
AIM Combination Stock & Bond Funds
AIM Counselor Series Trust
AIM Equity Funds
AIM Floating Rate Fund
AIM Growth Series
AIM International Mutual Funds
AIM Investment Funds
AIM Investment Securities Funds
AIM Sector Funds
AIM Special Opportunities Funds
AIM Stock Funds
AIM Summit Fund
AIM Tax-Exempt Funds
AIM Variable Insurance Funds
(b) The following table sets forth information with respect to each director, officer or partner of A I M Distributors, Inc.
Name and Principal Position and Officers with Positions and Offices Business Address* Underwriter with Registrant ----------------- -------------------------- --------------------- Gene L. Needles Chairman, Director, President & None Chief Executive Officer Mark H. Williamson Director Trustee & Executive Vice President John S. Cooper Executive Vice President None Marilyn M. Miller Executive Vice President None James L. Salners Executive Vice President None James E. Stueve Executive Vice President None Raymond R. Cunningham Senior Vice President None Glenda A. Dayton Senior Vice President None Ivy B. McLemore Senior Vice President None David J. Nardecchia Senior Vice President None Margaret A. Vinson Senior Vice President None Gary K. Wendler Senior Vice President None Stephen H. Bitteker First Vice President None Kevin M. Carome Vice President Senior Vice President, Chief Legal Officer & Secretary Mary A. Corcoran Vice President None Rhonda Dixon-Gunner Vice President None Dawn M. Hawley Vice President & Treasurer None Ofelia M. Mayo Vice President, General Counsel & Assistant Secretary Assistant Secretary Kim T. McAuliffe Vice President None Linda L. Warriner Vice President None Norman W. Woodson Vice President None Rebecca Starling-Klatt Assistant Vice President & Chief None Compliance Officer Kathleen J. Pflueger Secretary Assistant Secretary |
* 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173
(c) None.
Item 28. Location of Accounts and Records
A I M Advisors, Inc., 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173, will maintain physical possession of each such account, book or other document of the Registrant at its principal executive offices, except for those maintained by the Registrant's Custodian, State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, and the Registrant's Transfer Agent and Dividend Paying Agent, AIM Investment Services, Inc. (formerly known as A I M Fund Services, Inc.), P. O. Box 4739, Houston, Texas 77210-4739.
Item 29. Management Services
None.
Item 30. Undertakings
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and 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 26th day of April, 2004.
REGISTRANT: AIM FUNDS GROUP
By: /s/ ROBERT H. GRAHAM -------------------------------- Robert H. Graham, President |
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
SIGNATURES TITLE DATE ---------- ----- ---- /s/ Robert H. Graham Chairman, Trustee & President April 26, 2004 ----------------------------------- (Principal Executive Officer) (Robert H. Graham) /s/ Bob R. Baker* Trustee April 26, 2004 ----------------------------------- (Bob R. Baker) /s/ Frank S. Bayley* Trustee April 26, 2004 ----------------------------------- (Frank S. Bayley) /s/ James T. Bunch* Trustee April 26, 2004 ----------------------------------- (James T. Bunch) /s/ Bruce L. Crockett* Trustee April 26, 2004 ----------------------------------- (Bruce L. Crockett) /s/ Albert R. Dowden* Trustee April 26, 2004 ----------------------------------- (Albert R. Dowden) /s/ Edward K. Dunn, Jr.* Trustee April 26, 2004 ----------------------------------- (Edward K. Dunn, Jr.) /s/ Jack M. Fields* Trustee April 26, 2004 ----------------------------------- (Jack M. Fields) /s/ Carl Frischling* Trustee April 26, 2004 ----------------------------------- (Carl Frischling) /s/ Gerald J. Lewis* Trustee April 26, 2004 ----------------------------------- (Gerald J. Lewis) /s/ Prema Mathai-Davis* Trustee April 26, 2004 ----------------------------------- (Prema Mathai-Davis) /s/ Lewis F. Pennock* Trustee April 26, 2004 ----------------------------------- (Lewis F. Pennock) /s/ Ruth H. Quigley* Trustee April 26, 2004 ----------------------------------- (Ruth H. Quigley) |
/s/ Louis S. Sklar* Trustee April 26, 2004 ----------------------------------- (Louis S. Sklar) /s/ Larry Soll* Trustee April 26, 2004 ----------------------------------- (Larry Soll) /s/ Mark H. Williamson* Trustee & April 26, 2004 ----------------------------------- Executive Vice President (Mark H. Williamson) /s/ Sidney M. Dilgren Vice President & Treasurer ----------------------------------- (Principal Financial and (Sidney M. Dilgren) Accounting Officer) *By /s/ Robert H. Graham April 26, 2004 ----------------------------------- Robert H. Graham Attorney-in-Fact |
* Original Powers of Attorney authorizing Robert H. Graham and Kevin M. Carome, and each of them, to execute this Registration Statement of the Registrant on behalf of the above-named trustees and officers of the Registrant (with the exception of Bob R. Baker, James T. Bunch, Gerald J. Lewis and Larry Soll) have been filed with the Securities and Exchange Commission with the Registration Statement of AIM Variable Insurance Funds on Form N-14 on December 31, 2003 and original Powers of Attorney for Bob R. Baker, James T. Bunch, Gerald J. Lewis and Larry Soll have been filed with the Securities and Exchange Commission with the Registration Statement of INVESCO Variable Investment Funds, Inc. on Form N-14 on December 31, 2003 and hereby are incorporated by reference.
INDEX
Exhibit Number Description ------ ----------- d(1)(h) Amendment No. 7, dated November 24, 2003, to the Master Investment Advisory Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc. e(1)(g) Amendment No. 6, dated January 6, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc. e(1)(h) Amendment No. 7, dated March 31, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc. e(1)(i) Amendment No. 8, dated April 30, 2004, to the Amended and Restated Master Distribution Agreement, dated August 18, 2003, between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc. e(2)(i) Amendment No. 8, dated March 31, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (Class B shares) and A I M Distributors, Inc. e(2)(j) Amendment No. 9, dated April 30, 2004, to the Amended and Restated Master Distribution Agreement, dated as of August 18, 2003, between Registrant (Class B Shares) and A I M Distributors, Inc. h(1)(f) Amendment No. 5, dated May 14, 2003, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc. h(1)(g) Amendment No. 6, dated June 11, 2003, to the Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund Services, Inc. h(3)(h) Amendment No. 7, dated November 24, 2003, to the Master Administrative Services Agreement, dated June 1, 2000, between Registrant and A I M Advisors, Inc. h(6) Expense Reimbursement Agreement Related to DST Transfer Agent System Conversion, dated June 30, 2003. j(1) Consent of PricewaterhouseCoopers LLP. j(2) Consent of Ballard Spahr Andrews & Ingersoll, LLP. m(1)(g) Amendment No. 6, dated March31, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class A Shares) and A I M Distributors, Inc. m(1)(h) Amendment No. 7, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class A Shares) and A I M Distributors, Inc. |
m(2)(g) Amendment No. 6, dated March 31, 2004, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature) and A I M Distributors, Inc. m(2)(h) Amendment No. 7, dated April 30, 2004, to the Amended and Restated Master Distribution Plan (Class B Shares) (Securitization Feature) m(3)(g) Amendment No. 6, dated March 31, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class C Shares) and A I M Distributors, Inc. m(3)(h) Amendment No. 7, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class C Shares) and A I M Distributors, Inc. m(4)(e) Amendment No. 4, dated April 30, 2004, to the Amended and Restated Master Distribution Plan between Registrant (Class R Shares) and A I M Distributors, Inc. p(1) A I M Management Group Inc. Code of Ethics adopted May 1, 1981 as last amended June 10, 2003 relating to A I M Management Group Inc. and A I M Advisors, Inc. and its wholly owned and indirect subsidiaries |
AMENDMENT NO. 7
TO
MASTER INVESTMENT ADVISORY AGREEMENT
This Amendment dated as of November 24, 2003, amends the Master Investment Advisory Agreement (the "Agreement"), dated June 1, 2000, between AIM Funds Group, a Delaware statutory trust, and A I M Advisors, Inc., a Delaware corporation.
W I T N E S S E T H:
WHEREAS, the parties desire to amend the Agreement to delete AIM Global Utilities Fund, AIM New Technology Fund and AIM Premier Equity II 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 Balanced Fund June 1, 2000 AIM Basic Balanced Fund September 28, 2001 AIM European Small Company Fund August 30, 2000 AIM Global Value Fund December 27, 2000 AIM International Emerging Growth Fund August 30, 2000 AIM Mid Cap Basic Value Fund December 27, 2001 AIM Premier Equity Fund June 1, 2000 AIM Select Equity Fund June 1, 2000 AIM Small Cap Equity Fund August 30, 2000 |
APPENDIX B
COMPENSATION TO THE ADVISOR
The Trust shall pay the Advisor, 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 BALANCED FUND NET ASSETS ANNUAL RATE ---------- ----------- First $150 million................................................... 0.75% Over $150 million.................................................... 0.50% AIM BASIC BALANCED FUND NET ASSETS ANNUAL RATE ---------- ----------- First $1 billion..................................................... 0.65% Next $4 billion...................................................... 0.60% Over $5 billion...................................................... 0.55% AIM EUROPEAN SMALL COMPANY FUND AIM INTERNATIONAL EMERGING GROWTH FUND NET ASSETS ANNUAL RATE ---------- ----------- All Assets........................................................... 0.95% AIM GLOBAL VALUE FUND NET ASSETS ANNUAL RATE ---------- ----------- First $1 billion..................................................... 0.85% Over $1 billion...................................................... 0.80% |
AIM MID CAP BASIC VALUE FUND NET ASSETS ANNUAL RATE ---------- ----------- First $1 billion..................................................... 0.80% Next $4 billion...................................................... 0.75% Over $5 billion...................................................... 0.70% AIM PREMIER EQUITY FUND NET ASSETS ANNUAL RATE ---------- ----------- First $150 million................................................... 0.80% Over $150 million.................................................... 0.625% AIM SELECT EQUITY FUND NET ASSETS ANNUAL RATE ---------- ----------- First $150 million................................................... 0.80% Over $150 million.................................................... 0.625% AIM SMALL CAP EQUITY FUND NET ASSETS ANNUAL RATE ---------- ----------- All Assets........................................................... 0.85%" |
2 In all other respects, the Agreement is hereby confirmed and remains in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective officers on the date first written above.
AIM FUNDS GROUP
Attest: /s/ Lisa A. Moss By: /s/ Robert H. Graham -------------------------------- -------------------------------- Lisa A. Moss Robert H. Graham Assistant Secretary President |
(SEAL)
A I M ADVISORS, INC.
Attest: /s/ Lisa A. Moss By: /s/ Mark H. Williamson -------------------------------- -------------------------------- Lisa A. Moss Mark H. Williamson Assistant Secretary President |
(SEAL)
AMENDMENT NO. 6
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, 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 common stock or beneficial interest, as the case may be, 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 A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended as follows:
The Agreement is amended (1) effective August 18, 2003, with respect to the Portfolios of AIM Growth Series, AIM Investment Funds, AIM Investment Securities Funds and AIM Special Opportunities Funds and (2) effective January 6, 2004, with respect to the Portfolios of AIM Combination Stock & Bond Funds, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM International Mutual Funds, AIM Sector Funds, AIM Stock Funds and AIM Tax-Exempt Funds and AIM Treasurer's Series Trust (AIM Stable Value Fund only) by adding the following sentence as the last sentence of Section FIFTH of the Agreement:
"The Distributor or such other investment dealers or financial institutions will be deemed to have performed all services required to be performed in order to be entitled to receive the asset based sales charge portion of any amounts payable with respect to Class A, Class A3, Class C, Class K, Class R and Investor Class Shares to the Distributor pursuant to a distribution plan adopted by the Fund on behalf of each Portfolio pursuant to Rule 12b-1 under the 1940 Act upon the settlement of each sale of a Class A, Class A3, Class C, Class K, Class R or Investor Class Share (or a share of another portfolio from which such Share derives)."
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: January 6, 2004
EACH FUND (LISTED ON SCHEDULE A) ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A
By: /s/ Robert H. Graham -------------------------------------- Robert H. Graham President |
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles ------------------------------------- Gene L. Needles President |
AMENDMENT NO. 7
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, 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 common stock or beneficial interest, as the case may be, 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 A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended as follows:
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COMBINATION STOCK & BOND FUNDS
INVESCO Core Equity Fund - Class A Class C Class K Investor Class INVESCO Total Return Fund - Class A Class C Class K Institutional Class Investor Class AIM COUNSELOR SERIES TRUST INVESCO Advantage Health Sciences Fund - Class A Class C INVESCO Multi-Sector Fund - Class A Class C AIM EQUITY FUNDS AIM Aggressive Growth Fund - Class A Class C Class R Institutional Class AIM Basic Value II Fund - Class A Class C |
AIM Blue Chip Fund - Class A Class C Class R Institutional Class Investor Class AIM Capital Development Fund - Class A Class C Class R Institutional Class AIM Charter Fund - Class A Class C Class R Institutional Class AIM Constellation Fund - Class A Class C Class R Institutional Class AIM Core Strategies Fund - Class A Class C AIM Dent Demographic Trends Fund - Class A Class C AIM Diversified Dividend Fund - Class A Class C AIM Emerging Growth Fund - Class A Class C AIM Large Cap Basic Value Fund - Class A Class C Class R Investor Class AIM Large Cap Growth Fund - Class A Class C Class R Investor Class AIM Mid Cap Growth Fund - Class A Class C Class R AIM U.S. Growth Fund - Class A Class C 2 |
AIM Weingarten Fund - Class A Class C Class R Institutional Class AIM FUNDS GROUP AIM Balanced Fund - Class A Class C Class R Institutional Class AIM Basic Balanced Fund - Class A Class C AIM European Small Company Fund - Class A Class C AIM Global Value Fund - Class A Class C AIM International Emerging Growth Fund - Class A Class C AIM Mid Cap Basic Value Fund - Class A Class C AIM Premier Equity Fund - Class A Class C Class R Institutional Class AIM Select Equity Fund - Class A Class C AIM Small Cap Equity Fund - Class A Class C Class R AIM GROWTH SERIES AIM Basic Value Fund - Class A Class C Class R Institutional Class AIM Mid Cap Core Equity Fund - Class A Class C Class R Institutional Class AIM Small Cap Growth Fund - Class A Class C Class R Institutional Class 3 |
AIM Global Equity Fund - Class A Class C AIM INTERNATIONAL MUTUAL FUNDS AIM Asia Pacific Growth Fund - Class A Class C AIM European Growth Fund - Class A Class C Class R Investor Class AIM Global Aggressive Growth Fund - Class A Class C AIM Global Growth Fund - Class A Class C AIM International Growth Fund - Class A Class C Class R Institutional Class INVESCO International Core Equity Fund - Class A Class C Class R Investor Class AIM INVESTMENT FUNDS AIM Developing Markets Fund - Class A Class C AIM Global Health Care Fund - Class A Class C AIM Libra Fund - Class A Class C AIM Trimark Endeavor Fund - Class A Class C Class R Institutional Class AIM Trimark Fund - Class A Class C Class R Institutional Class AIM Trimark Small Companies Fund - Class A Class C Class R Institutional Class 4 |
AIM INVESTMENT SECURITIES FUNDS AIM High Yield Fund - Class A Class C Investor Class AIM Income Fund - Class A Class C Class R Investor Class AIM Intermediate Government Fund - Class A Class C Class R Investor Class AIM Limited Maturity Treasury Fund - Class A Class A3 Institutional Class AIM Money Market Fund - AIM Cash Reserve Shares Class C Class R Investor Class AIM Municipal Bond Fund - Class A Class C Investor Class AIM Short Term Bond Fund - Class C AIM Total Return Bond Fund - Class A Class C AIM Real Estate Fund - Class A Class C Investor Class AIM SECTOR FUNDS INVESCO Energy Fund - Class A Class C Class K Investor Class INVESCO Financial Services Fund - Class A Class C Class K Investor Class INVESCO Gold & Precious Metals Fund - Class A Class C Investor Class 5 |
INVESCO Health Science Fund - Class A Class C Class K Investor Class INVESCO Leisure Fund - Class A Class C Class K Investor Class INVESCO Technology Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Utilities Fund - Class A Class C Investor Class AIM SPECIAL OPPORTUNITIES FUNDS AIM Opportunities I Fund - Class A Class C AIM Opportunities II Fund - Class A Class C AIM Opportunities III Fund - Class A Class C AIM STOCK FUNDS INVESCO Dynamics Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Mid-Cap Growth Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Small Company Growth Fund - Class A Class C Class K Investor Class INVESCO S&P 500 Index Fund - Institutional Class Investor Class 6 |
AIM TAX-EXEMPT FUND AIM High Income Municipal Fund - Class A Class C AIM Tax-Exempt Cash Fund - Class A Investor Class AIM Tax-Free Intermediate Fund - Class A Class A3 AIM TREASURER'S SERIES TRUST INVESCO Stable Value Fund - Class R Institutional Class INVESCO U.S. Government Money Fund - Investor Class |
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: March 31, 2004
EACH FUND (LISTED ON SCHEDULE A) ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A
By: /s/ Mark H. Williamson ----------------------------------- Mark H. Williamson Executive Vice President |
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles ----------------------------------- Gene L. Needles President |
AMENDMENT NO. 8 TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, 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 common stock or beneficial interest, as the case may be, 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 A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended as follows:
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COMBINATION STOCK & BOND FUNDS
INVESCO Core Equity Fund - Class A Class C Class K Investor Class INVESCO Total Return Fund - Class A Class C Class K Institutional Class Investor Class AIM COUNSELOR SERIES TRUST INVESCO Advantage Health Sciences Fund - Class A Class C INVESCO Multi-Sector Fund - Class A Class C Institutional Class AIM EQUITY FUNDS AIM Aggressive Growth Fund - Class A Class C Class R Institutional Class |
AIM Basic Value II Fund - Class A Class C AIM Blue Chip Fund - Class A Class C Class R Institutional Class Investor Class AIM Capital Development Fund - Class A Class C Class R Institutional Class AIM Charter Fund - Class A Class C Class R Institutional Class AIM Constellation Fund - Class A Class C Class R Institutional Class AIM Core Strategies Fund - Class A Class C AIM Dent Demographic Trends Fund - Class A Class C AIM Diversified Dividend Fund - Class A Class C AIM Emerging Growth Fund - Class A Class C AIM Large Cap Basic Value Fund - Class A Class C Class R Institutional Class Investor Class AIM Large Cap Growth Fund - Class A Class C Class R Institutional Class Investor Class AIM Mid Cap Growth Fund - Class A Class C Class R Institutional Class 2 |
AIM U.S. Growth Fund - Class A Class C AIM Weingarten Fund - Class A Class C Class R Institutional Class AIM FUNDS GROUP AIM Balanced Fund - Class A Class C Class R Institutional Class AIM Basic Balanced Fund - Class A Class C Class R Institutional Class AIM European Small Company Fund - Class A Class C AIM Global Value Fund - Class A Class C AIM International Emerging Growth Fund - Class A Class C AIM Mid Cap Basic Value Fund - Class A Class C Class R Institutional Class AIM Premier Equity Fund - Class A Class C Class R Institutional Class AIM Select Equity Fund - Class A Class C AIM Small Cap Equity Fund - Class A Class C Class R AIM GROWTH SERIES AIM Aggressive Allocation Fund - Class A Class C Class R Institutional Class 3 |
AIM Basic Value Fund - Class A Class C Class R Institutional Class AIM Conservative Allocation Fund - Class A Class C Class R Institutional Class AIM Global Equity Fund - Class A Class C Institutional Class AIM Mid Cap Core Equity Fund - Class A Class C Class R Institutional Class AIM Moderate Allocation Fund - Class A Class C Class R Institutional Class AIM Small Cap Growth Fund - Class A Class C Class R Institutional Class AIM INTERNATIONAL MUTUAL FUNDS AIM Asia Pacific Growth Fund - Class A Class C AIM European Growth Fund - Class A Class C Class R Investor Class AIM Global Aggressive Growth Fund - Class A Class C AIM Global Growth Fund - Class A Class C AIM International Growth Fund - Class A Class C Class R Institutional Class 4 |
INVESCO International Core Equity Fund - Class A Class C Class R Institutional Class Investor Class AIM INVESTMENT FUNDS AIM Developing Markets Fund - Class A Class C AIM Global Health Care Fund - Class A Class C AIM Libra Fund - Class A Class C AIM Trimark Endeavor Fund - Class A Class C Class R Institutional Class AIM Trimark Fund - Class A Class C Class R Institutional Class AIM Trimark Small Companies Fund - Class A Class C Class R Institutional Class AIM INVESTMENT SECURITIES FUNDS AIM High Yield Fund - Class A Class C Institutional Class Investor Class AIM Income Fund - Class A Class C Class R Investor Class AIM Intermediate Government Fund - Class A Class C Class R Investor Class AIM Limited Maturity Treasury Fund - Class A Class A3 Institutional Class 5 |
AIM Money Market Fund - AIM Cash Reserve Shares Class C Class R Institutional Class Investor Class AIM Municipal Bond Fund - Class A Class C Investor Class AIM Real Estate Fund - Class A Class C Class R Institutional Class Investor Class AIM Short Term Bond Fund - Class A Class C Class R Institutional Class AIM Total Return Bond Fund - Class A Class C Class R Institutional Class AIM SECTOR FUNDS INVESCO Energy Fund - Class A Class C Class K Investor Class INVESCO Financial Services Fund - Class A Class C Class K Investor Class INVESCO Gold & Precious Metals Fund - Class A Class C Investor Class INVESCO Health Science Fund - Class A Class C Class K Investor Class INVESCO Leisure Fund - Class A Class C Class K Investor Class 6 |
INVESCO Technology Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Utilities Fund - Class A Class C Investor Class AIM SPECIAL OPPORTUNITIES FUNDS AIM Opportunities I Fund - Class A Class C AIM Opportunities II Fund - Class A Class C AIM Opportunities III Fund - Class A Class C AIM STOCK FUNDS INVESCO Dynamics Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Mid-Cap Growth Fund - Class A Class C Class K Institutional Class Investor Class INVESCO Small Company Growth Fund - Class A Class C Class K Investor Class INVESCO S&P 500 Index Fund - Institutional Class Investor Class AIM TAX-EXEMPT FUNDS AIM High Income Municipal Fund - Class A Class C AIM Tax-Exempt Cash Fund - Class A Investor Class AIM Tax-Free Intermediate Fund - Class A Class A3 7 |
AIM TREASURER'S SERIES TRUST INVESCO Stable Value Fund - Class R Institutional Class INVESCO U.S. Government Money Fund - Investor Class |
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: April 30, 2004
EACH FUND (LISTED ON SCHEDULE A) ON BEHALF
OF THE SHARES OF EACH PORTFOLIO LISTED ON
SCHEDULE A
By: /s/ Mark H. Williamson ---------------------------------------- Mark H. Williamson Executive Vice President |
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles ---------------------------------------- Gene L. Needles President |
AMENDMENT NO. 8
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August 2003, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 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-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
1. Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 attached to this amendment.
All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: March 31, 2004
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-1
By: /s/ Mark H. Williamson ----------------------------------- Name: Mark H. Williamson Title: Executive Vice President |
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ Mark H. Williamson ----------------------------------- Name: Mark H. Williamson Title: Executive Vice President |
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles ----------------------------------- Name: Gene L. Needles Title: President |
SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Aggressive Growth Fund
AIM Basic Value II Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Core Strategies Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund
AIM Emerging Growth Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Mid Cap Growth Fund
AIM U.S. Growth Fund
AIM Weingarten Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Balanced Fund
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Emerging Growth Fund
AIM Mid Cap Basic Value Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Global Equity Fund
AIM Mid Cap Core Equity Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Growth Fund
INVESCO International Core Equity Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM Libra Fund
AIM Trimark Endeavor Fund
AIM Trimark Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund
SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COMBINATION STOCK & BOND FUNDS
PORTFOLIOS
INVESCO Core Equity Fund
INVESCO Total Return Fund
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
INVESCO Advantage Health Sciences Fund
INVESCO Multi-Sector Fund
AIM SECTOR FUNDS
PORTFOLIOS
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Technology Fund
INVESCO Utilities Fund
AIM STOCK FUNDS
PORTFOLIOS
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
AMENDMENT NO. 9
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 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-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
1. Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 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, 2004
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-1
By: /s/ Mark H. Williamson ----------------------------------- Name: Mark H. Williamson Title: Executive Vice President |
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ Mark H. Williamson ----------------------------------- Name: Mark H. Williamson Title: Executive Vice President |
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles ----------------------------------- Name: Gene L. Needles Title: President |
SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Aggressive Growth Fund
AIM Basic Value II Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Core Strategies Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund
AIM Emerging Growth Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Mid Cap Growth Fund
AIM U.S. Growth Fund
AIM Weingarten Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Balanced Fund
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Emerging Growth Fund
AIM Mid Cap Basic Value Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Aggressive Allocation Fund
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Small Cap Growth Fund
AIM Global Trends Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Growth Fund
INVESCO International Core Equity Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM Libra Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Total Return Bond Fund
AIM Real Estate Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund
SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COMBINATION STOCK & BOND FUNDS
PORTFOLIOS
INVESCO Core Equity Fund
INVESCO Total Return Fund
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
INVESCO Advantage Health Sciences Fund
INVESCO Multi-Sector Fund
AIM SECTOR FUNDS
PORTFOLIOS
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Technology Fund
INVESCO Utilities Fund
AIM STOCK FUNDS
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
AMENDMENT NUMBER 5 TO THE TRANSFER AGENCY
AND SERVICE AGREEMENT
This Amendment, dated as of May 14, 2003 is made to the Transfer Agency and Service Agreement dated November 1, 1994, as amended (the "Agreement") between AIM Funds Group (the "Fund") and A I M Fund Services, Inc. ("AFS") pursuant to Article 10 of the Agreement.
WHEREAS, the Fund and AFS desire to amend the Fee Schedule of the Agreement to reflect minor revisions, and in accordance with Article 10 of the Agreement, have agreed to execute this amendment to evidence such amendment.
NOW THEREFORE, the parties hereto, intending to be legally bound, hereby agree as follows:
1. The Fee Schedule is hereby deleted in its entirety and replaced with the following:
"1. For performance by the Transfer Agent pursuant to this Agreement, the Fund agrees on behalf of each of the Portfolios to pay the Transfer Agent an annualized fee for shareholder accounts that are open during any monthly period as set forth below, and an annualized fee of $.70 per shareholder account that is closed during any monthly period. Both fees shall be billed by the Transfer Agent monthly in arrears on a prorated basis of 1/12 of the annualized fee for all such accounts.
PER ACCOUNT FEE FUND TYPE ANNUALIZED --------- ---------- Class A, A3, B, C and R and AIM Summit Fund Non-Daily Accrual Funds $15.20 Class A, A3, B, C and R Monthly Dividend and Daily Accrual Funds $16.20 AIM Floating Rate Fund $17.60" |
2. Investment Credits
The total fees due to the Transfer Agent from all funds affiliated with the Fund shall be reduced by an amount equal to the investment income earned by the Transfer Agent, if any, on the balances of the disbursement accounts for those funds.
3. Out-of-Pocket Expenses
The Fund shall reimburse the Transfer Agent monthly for applicable out-of-pocket expenses relating to the procurement of the following goods and services, as they relate to the performance of the Transfer Agent's obligations set forth in Article I of the Agreement, including, but not limited to:
- Remote access, license and usage charges paid by the Transfer Agent for
use of shareholder record keeping and related systems provided by DST Systems, Inc., and used by the Transfer Agent to service Shareholder accounts, including but not limited to:
- TA2000(R), the recordkeeping system on which records related to most Shareholder accounts will be maintained;
- TRAC2000(R), the recordkeeping system on which records related to Shareholder accounts held by and through employer-sponsored retirement plans are maintained;
- Automated Work Distributor(TM), a document imaging, storage and distribution system;
- Financial Access Network, a computer system and related software applications which will provide the necessary interfaces to allow customers to access account information residing on the TA2000 and TRAC2000 systems through aiminvestments.com; and
- PowerSelect(TM), a reporting database that AFS can query to produce reports derived from Shareholder account data residing on the TA2000 and TRAC2000 systems.
- Client specific system enhancements.
- Computer terminals, communication lines, printers and other equipment and any expenses incurred in connection with such terminals and lines.
- Magnetic media tapes and related freight.
- Microfiche, microfilm and electronic image scanning equipment, production and storage costs.
- Telephone and telecommunication costs, including all lease, maintenance and line costs.
- Record retention, retrieval and destruction costs, including, but not limited to exit fees charged by third party record keeping vendors.
- Duplicating services.
- Courier services.
- Ad hoc reports.
- Programming costs, system access and usage fees, electronic presentment service fees, data and document delivery fees, and other related fees and costs paid by the Transfer Agent to Fiserv Solutions, Inc., which relate to the printing and delivery of the following documents to Shareholders and to each Shareholder's broker of record:
- Investment confirmations;
- Periodic account statements;
- Tax forms; and
- Redemption checks.
- Printing costs, including, without limitation, the costs associated with printing certificates, envelopes, checks, stationery, confirmations and statements.
- Postage (bulk, pre-sort, ZIP+4, bar coding, first class).
- Shipping, certified and overnight mail and insurance.
- Certificate insurance.
- Banking charges, including without limitation, incoming and outgoing wire charges.
- Check writing fees.
- Federal Reserve charges for check clearance.
- Rendering fees.
- Third party audit reviews.
- Due diligence mailings.
- Proxy solicitations, mailings and tabulations.
- Shareholder information and education mailings, including, but not limited to, periodic shareholder newsletters and tax guides.
- Such other miscellaneous expenses reasonably incurred by the Transfer Agent in performing its duties and responsibilities.
The Fund agrees that postage and mailing expenses will be paid on the day of or prior to mailing. In addition, the Fund will promptly reimburse the Transfer Agent for any other unscheduled expenses incurred by the Transfer Agent whenever the Fund and the Transfer Agent mutually agree that such expenses are not otherwise properly borne by the Transfer Agent as part of its duties and obligations under the Agreement.
4. The fees and credits described in Paragraphs 1 and 2 above shall first be allocated to the Institutional Class, if any, of such Portfolio based upon the number of shareholder accounts holding shares of such Class relative to the total number of shareholder accounts holding all Classes of shares in the Portfolio. The Portfolio's remaining fiscal year-to-date fees and credits described in Paragraphs 1 and 2 above for shareholder accounts holding Class A, A3, B, C and/or R Class shares of each Portfolio shall be allocated among such Classes on the basis of fiscal year-to-date average net assets.
5. Fees payable by the Transfer Agent for Ancillary Services provided to the Institutional Class, if any, of each Portfolio pursuant to Section 2.04 of the Agreement shall be allocated to such Institutional Class. The Portfolio's fiscal year-to-date fees payable by the Transfer Agent for Ancillary Services provided to the Class A, A3, B, C and/or R Class shares of each Portfolio pursuant to Section 2.04 of the Agreement shall be allocated among such Classes of each Portfolio based upon fiscal year-to-date average net assets of each such Class.
6. Out-of-pocket expenses incurred by the Transfer Agent in acting as transfer agent for the AIM Funds Accounts shall first be allocated among such funds and portfolios based upon the number of shareholder accounts maintained by the Transfer Agent for such funds and portfolios. Such out-of-pocket expenses that have been allocated to a Portfolio shall be further allocated to the Institutional Class, if any, of such Portfolio based upon the number of shareholder accounts holding shares of such Class relative to the total number of shareholder accounts holding all Classes of shares in the Portfolio. The remaining amount of the Portfolio's fiscal year-to-date out-of-pocket expenses shall be further allocated among the Class A, A3, B, C and R Class shares of each Portfolio
based upon fiscal year-to-date average net assets of each such Class.
7. Specifically identified fees, credits and out-of-pocket expenses incurred by the Transfer Agent on behalf of one or more, but less than all, Portfolios or Classes shall be allocated solely to the affected Portfolios or Classes using the allocation methodologies described in paragraphs 4, 5 and 6 above.
8. As used in this Fee Schedule, "AIM Funds" shall mean all investment companies and their series portfolios, if any, comprising, from time to time, the AIM Family of Funds(R), and "AIM Funds Accounts" shall mean shareholder accounts for the AIM Funds."
2. All other terms and provisions of the Agreement not amended herein shall remain in full force and effect, except that Amendment Number 2 dated January 1, 1999 is hereby terminated.
IN WITNESS WHEREOF, the parties hereto have entered into this Amendment as of the date first above written.
AIM FUNDS GROUP
By: /s/ Robert H. Graham ------------------------------------- Robert H. Graham President ATTEST: /s/ Jim Coppedge --------------------------- Jim Coppedge Assistant Secretary |
A I M FUND SERVICES, INC.
By: /s/ Tony D. Green ------------------------------------- Tony D. Green President ATTEST: /s/ Jim Coppedge --------------------------- Jim Coppedge Assistant Secretary |
AMENDMENT NUMBER 6 TO THE TRANSFER AGENCY
AND SERVICE AGREEMENT
This Amendment, dated as of June 11, 2003 is made to the Transfer Agency and Service Agreement dated November 1, 1994, as amended (the "Agreement") between AIM Funds Group (the "Fund") and A I M Fund Services, Inc. ("AFS") pursuant to Article 10 of the Agreement.
1. Paragraph 1 of the Fee Schedule is hereby deleted in its entirety and replaced with the following:
"1. For performance by the Transfer Agent pursuant to this Agreement, the Fund agrees on behalf of each of the Portfolios to pay the Transfer Agent an annualized fee for shareholder accounts that are open during any monthly period as set forth below, and an annualized fee of $.70 per shareholder account that is closed during any monthly period. Both fees shall be billed by the Transfer Agent monthly in arrears on a prorated basis of 1/12 of the annualized fee for all such accounts.
PER ACCOUNT FEE FUND TYPE ANNUALIZED --------- ---------- Class A, A3, B, C, R and Investor And AIM Summit Fund Non-Daily Accrual Funds $15.20 Class A, A3, B, C, R and Investor Monthly Dividend and Daily Accrual Funds $16.20 AIM Floating Rate Fund $17.60" |
2. Paragraphs 4, 5 and 6 of the Fee Schedule are hereby deleted in their entirety and replaced with the following:
"4. The fees and credits described in Paragraphs 1 and 2 above shall first be allocated to the Institutional Class, if any, of such Portfolio based upon the number of shareholder accounts holding shares of such Class relative to the total number of shareholder accounts holding all Classes of shares in the Portfolio. The Portfolio's remaining fiscal year-to-date fees and credits described in Paragraphs 1 and 2 above for shareholder accounts holding Class A, A3, B, C, R and Investor Class shares, as applicable, of each Portfolio shall be allocated among such Classes on the basis of fiscal year-to-date average net assets.
5. Fees payable by the Transfer Agent for Ancillary Services
provided to the Institutional Class, if any, of each Portfolio
pursuant to Section 2.04 of the Agreement shall be allocated
to such Institutional Class. The Portfolio's fiscal
year-to-date fees payable by the Transfer Agent for Ancillary
Services provided to the Class A, A3, B, C, R and Investor
Class shares, as applicable, of each Portfolio pursuant to
Section 2.04 of the Agreement shall be allocated among such
Classes of each Portfolio based upon fiscal year-to-date
average net assets of each such Class.
6. Out-of-pocket expenses incurred by the Transfer Agent in acting as transfer agent for the AIM Funds Accounts shall first be allocated among such funds and portfolios based upon the number of shareholder accounts maintained by the Transfer Agent for such funds and portfolios. Such out-of-pocket expenses that have been allocated to a Portfolio shall be further allocated to the Institutional Class, if any, of such Portfolio based upon the number of shareholder accounts holding shares of such Class relative to the total number of shareholder accounts holding all Classes of shares in the Portfolio. The remaining amount of the Portfolio's fiscal year-to-date out-of-pocket expenses shall be further allocated among the Class A, A3, B, C, R and Investor Class shares, as applicable, of each Portfolio based upon fiscal year-to-date average net assets of each such Class. "
3. All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have entered into this Amendment as of the date first above written.
AIM FUNDS GROUP
By: /s/ Robert H. Graham ------------------------------- Robert H. Graham President ATTEST: /s/ Jim Coopedge ----------------------------- Jim Coopedge Assistant Secretary |
A I M FUND SERVICES, INC.
By: /s/ Tony D. Green ------------------------------- Tony D. Green President ATTEST: /s/ Jim Coopedge ----------------------------- Jim Coopedge Assistant Secretary |
AMENDMENT NO. 7
MASTER ADMINISTRATIVE SERVICES AGREEMENT
The Master Administrative Services Agreement (the "Agreement"), dated June 1, 2000, by and between A I M Advisors, Inc., a Delaware corporation, and AIM Funds Group, a Delaware statutory trust, is hereby amended as follows:
Appendix A of the Agreement is hereby deleted in its entirety and replaced with the following:
"APPENDIX A
TO
MASTER ADMINISTRATIVE SERVICES AGREEMENT
OF
AIM FUNDS GROUP
PORTFOLIOS EFFECTIVE DATE OF AGREEMENT ---------- --------------------------- AIM Balanced Fund June 1, 2000 AIM Basic Balanced Fund September 28, 2001 AIM European Small Company Fund August 30, 2000 AIM Global Value Fund December 27, 2000 AIM International Emerging Growth Fund August 30, 2000 AIM Mid Cap Basic Value Fund December 27, 2001 AIM Premier Equity Fund June 1, 2000 AIM Select Equity Fund June 1, 2000 AIM Small Cap Equity Fund August 30, 2000" |
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: November 24, 2003
A I M ADVISORS, INC.
Attest: /s/ Lisa A. Moss By: /s/ Mark H. Williamsom ---------------------------- ------------------------------- Lisa A. Moss Mark H. Williamson Assistant Secretary President |
(SEAL)
AIM FUNDS GROUP
Attest: /s/ Lisa A. Moss By: /s/ Robert H. Graham ------------------------------ ------------------------------- Lisa A. Moss Robert H. Graham Assistant Secretary President |
(SEAL)
EXPENSE REIMBURSEMENT AGREEMENT
RELATED TO DST TRANSFER AGENT SYSTEM CONVERSION
This Expense Reimbursement Agreement (this "Agreement") is made as of the 30th day of June 2003, by and between A I M Fund Services, Inc. ("AFS"), and each of the mutual funds on behalf of each of their respective portfolios listed on Exhibit A, attached hereto (each, a "Fund").
WHEREAS, AFS currently serves and has, at all relevant times, served as the transfer agent for each of the Funds, pursuant to a Transfer Agency and Service Agreement with each Fund (collectively, the "Transfer Agency Agreements"); and
WHEREAS, pursuant to the Transfer Agency Agreements, AFS has agreed to maintain and does maintain all shareholder account records and information for the Funds, and the Funds have agreed to reimburse AFS for certain costs incurred by AFS in the course of performing such services, including, but not limited to, the cost of obtaining licenses to use and the cost of usage of certain record keeping systems and related support systems owned by DST Systems, Inc., and its affiliates (collectively, "DST"); and
WHEREAS, the Funds were made aware of (i) the costs associated with the movement of shareholder account information and related books and records from systems previously used by AFS to perform such services to the DST-owned systems (the "DST system conversion"), and (ii) the cost savings and other benefits that were expected to be realized over the long term by using the DST-owned systems; and
WHEREAS, the Funds determined that it was in the best interests of their shareholders to facilitate the DST system conversion and the use the DST-owned systems by AFS to provide the services contemplated by the Transfer Agency Agreements; and
WHEREAS, the Boards of Directors/Trustees of the Funds have agreed that each of the Funds would reimburse a pro rata share of the costs of the DST system conversion; and
WHEREAS, AFS provided the Funds with periodic reports regarding the project plan and budget related to the DST system conversion, updating cost projections as the project progressed; and
WHEREAS, the DST system conversion is now complete and the final costs related to the project have been compiled;
THEREFORE, the premises considered, AFS and each of the Funds agree on behalf of the portfolios set forth on Exhibit A, severally and not jointly, as follows:
1. Each Fund agrees to reimburse AFS for a pro rata share of the expenses incurred by AFS in connection with the DST system conversion in an aggregate amount, when allocated to all portfolios of the Funds, not to exceed FOUR MILLION SIX HUNDRED FORTY-NINE THOUSAND THREE HUNDRED THIRTY FOUR AND 57/100 DOLLARS ($4,649,334.57), payable in equal installments over thirty-six (36) months. Each month, each portfolio of each Fund shall pay its pro rata portion of the reimbursement, based on each portfolios' number of open billable shareholder accounts for the preceding month. AFS shall submit an invoice to each Fund on the first business day of each month for the amount due by each portfolio. Unless this Agreement is terminated prior to the payment of an invoice, each invoice shall be due and payable by each portfolio of each Fund within thirty (30) days of receipt.
2. The Funds may terminate this Agreement with respect to any portfolio, without penalty, for cause or for convenience, upon notice to AFS.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.
A I M FUND SERVICES, INC. ON BEHALF OF EACH OF THE FUNDS: By: /s/ TONY D. GREEN /s/ KEVIN M. CAROME ------------------------------ ----------------------------------- Name: Tony D. Green Name: Kevin M. Carome ----------------------------- ----------------------------- Title: President Title: Senior Vice President ---------------------------- ---------------------------- |
EXHIBIT A
SCHEDULE OF FUNDS
The following Funds enter into the Agreement on behalf of each of their respective portfolios:
FUND NAME PORTFOLIO NAME --------- -------------- AIM Advisor Funds AIM International Core Equity Fund AIM Real Estate Fund AIM Equity Funds AIM Aggressive Growth Fund AIM Basic Value II Fund AIM Blue Chip Fund AIM Capital Development Fund AIM Charter Fund AIM Constellation Fund AIM Core Strategies Fund AIM Dent Demographic Trends Fund AIM Emerging Growth Fund AIM Large Cap Basic Value Fund AIM Large Cap Core Equity Fund AIM Large Cap Growth Fund AIM Mid Cap Growth Fund AIM U.S. Growth Fund AIM Weingarten Fund AIM Floating Rate Fund AIM Floating Rate Fund AIM Funds Group AIM Balanced Fund AIM Basic Balanced Fund AIM European Small Company Fund AIM Global Utilities Fund AIM International Emerging Growth Fund AIM Mid Cap Basic Value Fund AIM New Technology Fund AIM Premier Equity Fund AIM Premier Equity II Fund AIM Select Equity Fund AIM Small Cap Equity Fund AIM Worldwide Spectrum Fund AIM Growth Series AIM Basic Value Fund AIM Mid Cap Core Equity Fund AIM Small Cap Growth Fund AIM International Funds, Inc. AIM Asia Pacific Growth Fund AIM European Growth Fund AIM Global Aggressive Growth Fund AIM Global Growth Fund AIM Global Income Fund AIM International Growth Fund |
FUND NAME PORTFOLIO NAME --------- -------------- AIM Investment Funds AIM Developing Markets Fund AIM Global Biotech Fund AIM Global Energy Fund AIM Global Financial Services Fund AIM Global Health Care Fund AIM Global Science and Technology Fund AIM Strategic Income Fund AIM Investment Securities Funds AIM High Yield Fund AIM High Yield Fund II AIM Income Fund AIM Intermediate Government Fund AIM Limited Maturity Treasury Fund AIM Money Market Fund AIM Municipal Bond Fund AIM Short Term Bond Fund AIM Total Return Bond Fund AIM Series Trust AIM Global Trends Fund AIM Special Opportunities Funds AIM Opportunities I Fund AIM Opportunities II Fund AIM Opportunities III Fund AIM Tax-Exempt Funds AIM High Income Municipal Fund AIM Tax-Exempt Cash Fund AIM Tax-Free Intermediate Fund |
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in this Registration Statement on Form N-1A of our nine reports each dated February 20, 2004, relating to the financial statements and financial highlights of AIM Balanced Fund, AIM Basic Balanced Fund, AIM European Small Company Fund, AIM Global Value Fund, AIM International Emerging Growth Fund, AIM Mid Cap Basic Value Fund, AIM Premier Equity Fund, AIM Select Equity Fund, AIM Small Cap Equity Fund (the nine funds constituting AIM Funds Group), which appear in such Registration Statement. We also consent to the references to us under the headings "Financial Highlights" and "Other Service Providers" in such Registration Statement.
/s/ PricewaterhouseCoopers LLP ------------------------------ PricewaterhouseCoopers LLP Houston, Texas April 26, 2004 |
CONSENT OF COUNSEL
AIM FUNDS GROUP
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 the retail classes of the nine series portfolios of AIM Funds Group and the Statement of Additional Information for the institutional class of four of the nine series portfolios of AIM Funds Group, both of which are included in Post-Effective Amendment No. 95 to the Registration Statement under the Securities Act of 1933, as amended (No. 2-27334), and Amendment No. 95 to the Registration Statement under the Investment Company Act of 1940, as amended (No. 811-1540), on Form N-1A of AIM Funds Group.
/s/ Ballard Spahr Andrews & Ingersoll, LLP ------------------------------------------- Ballard Spahr Andrews & Ingersoll, LLP Philadelphia, Pennsylvania April 23, 2004 |
AMENDMENT NO. 6
TO THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective March 31, 2004, as follows:
Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND 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 AIM COMBINATION STOCK & BOND FUNDS BASED MAXIMUM MAXIMUM ---------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Core Equity Fund 0.10% 0.25% 0.35% INVESCO Total Return Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM COUNSELOR SERIES TRUST BASED MAXIMUM MAXIMUM -------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Advantage Health Sciences Fund 0.10% 0.25% 0.35% INVESCO Multi-Sector Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Aggressive Growth Fund 0.00% 0.25% 0.25% AIM Basic Value II Fund 0.10% 0.25% 0.35% AIM Blue Chip Fund 0.10% 0.25% 0.35% AIM Capital Development Fund 0.10% 0.25% 0.35% AIM Charter Fund 0.05% 0.25% 0.30% AIM Constellation Fund 0.05% 0.25% 0.30% AIM Core Strategies Fund 0.10% 0.25% 0.35% AIM Dent Demographic Trends Fund 0.10% 0.25% 0.35% AIM Diversified Dividend Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Emerging Growth Fund 0.10% 0.25% 0.35% AIM Large Cap Basic Value Fund 0.10% 0.25% 0.35% AIM Large Cap Growth Fund 0.10% 0.25% 0.35% AIM Mid Cap Growth Fund 0.10% 0.25% 0.35% AIM U.S. Growth Fund 0.10% 0.25% 0.35% AIM Weingarten Fund 0.05% 0.25% 0.30% |
MINIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Balanced Fund 0.00% 0.25% 0.25% AIM Basic Balanced Fund 0.10% 0.25% 0.35% AIM European Small Company Fund 0.10% 0.25% 0.35% AIM Global Value Fund 0.10% 0.25% 0.35% AIM International Emerging Growth Fund 0.10% 0.25% 0.35% AIM Mid Cap Basic Value Fund 0.10% 0.25% 0.35% AIM Premier Equity Fund 0.00% 0.25% 0.25% AIM Select Equity Fund 0.00% 0.25% 0.25% AIM Small Cap Equity Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Basic Value Fund 0.10% 0.25% 0.35% AIM Global Equity Fund 0.25% 0.25% 0.50% AIM Mid Cap Core Equity Fund 0.10% 0.25% 0.35% AIM Small Cap Growth Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS BASED MAXIMUM MAXIMUM ------------------------------ SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Asia Pacific Growth Fund 0.10% 0.25% 0.35% AIM European Growth Fund 0.10% 0.25% 0.35% AIM Global Aggressive Growth Fund 0.25% 0.25% 0.50% AIM Global Growth Fund 0.25% 0.25% 0.50% AIM International Growth Fund 0.05% 0.25% 0.30% INVESCO International Core Equity Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Developing Markets Fund 0.25% 0.25% 0.50% AIM Global Health Care Fund 0.25% 0.25% 0.50% AIM Libra Fund 0.10% 0.25% 0.35% AIM Trimark Endeavor Fund 0.10% 0.25% 0.35% AIM Trimark Fund 0.10% 0.25% 0.35% AIM Trimark Small Companies Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM High Yield Fund 0.00% 0.25% 0.25% AIM Income Fund 0.00% 0.25% 0.25% AIM Intermediate Government 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 0.10% 0.25% 0.35% AIM Total Return Bond Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Energy Fund 0.10% 0.25% 0.35% INVESCO Financial Services Fund 0.10% 0.25% 0.35% INVESCO Gold & Precious Metals Fund 0.10% 0.25% 0.35% INVESCO Health Sciences Fund 0.10% 0.25% 0.35% INVESCO Leisure Fund 0.10% 0.25% 0.35% INVESCO Technology Fund 0.10% 0.25% 0.35% INVESCO Utilities Fund 0.00% 0.25% 0.25% |
MINIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Opportunities I Fund 0.10% 0.25% 0.35% AIM Opportunities II Fund 0.10% 0.25% 0.35% AIM Opportunities III Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Dynamics Fund 0.10% 0.25% 0.35% INVESCO Mid-Cap Growth Fund 0.10% 0.25% 0.35% INVESCO Small Company Growth Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM TAX-EXEMPT FUNDS 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% 0.25% 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: March 31, 2004
AMENDMENT NO. 7
TO THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2004, as follows:
Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND 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 AIM COMBINATION STOCK & BOND FUNDS BASED MAXIMUM MAXIMUM ---------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Core Equity Fund 0.10% 0.25% 0.35% INVESCO Total Return Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM COUNSELOR SERIES TRUST BASED MAXIMUM MAXIMUM SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Advantage Health Sciences Fund 0.10% 0.25% 0.35% INVESCO Multi-Sector Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Aggressive Growth Fund 0.00% 0.25% 0.25% AIM Basic Value II Fund 0.10% 0.25% 0.35% AIM Blue Chip Fund 0.10% 0.25% 0.35% AIM Capital Development Fund 0.10% 0.25% 0.35% AIM Charter Fund 0.05% 0.25% 0.30% AIM Constellation Fund 0.05% 0.25% 0.30% AIM Core Strategies Fund 0.10% 0.25% 0.35% AIM Dent Demographic Trends Fund 0.10% 0.25% 0.35% AIM Diversified Dividend Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Emerging Growth Fund 0.10% 0.25% 0.35% AIM Large Cap Basic Value Fund 0.10% 0.25% 0.35% AIM Large Cap Growth Fund 0.10% 0.25% 0.35% AIM Mid Cap Growth Fund 0.10% 0.25% 0.35% AIM U.S. Growth Fund 0.10% 0.25% 0.35% AIM Weingarten Fund 0.05% 0.25% 0.30% |
MINIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Balanced Fund 0.00% 0.25% 0.25% AIM Basic Balanced Fund 0.10% 0.25% 0.35% AIM European Small Company Fund 0.10% 0.25% 0.35% AIM Global Value Fund 0.10% 0.25% 0.35% AIM International Emerging Growth Fund 0.10% 0.25% 0.35% AIM Mid Cap Basic Value Fund 0.10% 0.25% 0.35% AIM Premier Equity Fund 0.00% 0.25% 0.25% AIM Select Equity Fund 0.00% 0.25% 0.25% AIM Small Cap Equity Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Aggressive Allocation Fund 0.10% 0.25% 0.35% AIM Basic Value Fund 0.10% 0.25% 0.35% AIM Conservative Allocation Fund 0.10% 0.25% 0.35% AIM Global Equity Fund 0.25% 0.25% 0.50% AIM Mid Cap Core Equity Fund 0.10% 0.25% 0.35% AIM Moderate Allocation Fund 0.10% 0.25% 0.35% AIM Small Cap Growth Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS BASED MAXIMUM MAXIMUM ------------------------------ SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Asia Pacific Growth Fund 0.10% 0.25% 0.35% AIM European Growth Fund 0.10% 0.25% 0.35% AIM Global Aggressive Growth Fund 0.25% 0.25% 0.50% AIM Global Growth Fund 0.25% 0.25% 0.50% AIM International Growth Fund 0.05% 0.25% 0.30% INVESCO International Core Equity Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Developing Markets Fund 0.25% 0.25% 0.50% AIM Global Health Care Fund 0.25% 0.25% 0.50% AIM Libra Fund 0.10% 0.25% 0.35% AIM Trimark Endeavor Fund 0.10% 0.25% 0.35% AIM Trimark Fund 0.10% 0.25% 0.35% AIM Trimark Small Companies Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM High Yield Fund 0.00% 0.25% 0.25% AIM Income Fund 0.00% 0.25% 0.25% AIM Intermediate Government 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 0.10% 0.25% 0.35% AIM Short Term Bond Fund 0.10% 0.25% 0.35% AIM Total Return Bond Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Energy Fund 0.10% 0.25% 0.35% INVESCO Financial Services Fund 0.10% 0.25% 0.35% INVESCO Gold & Precious Metals Fund 0.10% 0.25% 0.35% INVESCO Health Sciences Fund 0.10% 0.25% 0.35% INVESCO Leisure Fund 0.10% 0.25% 0.35% INVESCO Technology Fund 0.10% 0.25% 0.35% INVESCO Utilities Fund 0.00% 0.25% 0.25% |
MINIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- AIM Opportunities I Fund 0.10% 0.25% 0.35% AIM Opportunities II Fund 0.10% 0.25% 0.35% AIM Opportunities III Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS A SHARES CHARGE FEE FEE ------- ------- --------- INVESCO Dynamics Fund 0.10% 0.25% 0.35% INVESCO Mid-Cap Growth Fund 0.10% 0.25% 0.35% INVESCO Small Company Growth Fund 0.10% 0.25% 0.35% |
MINIMUM ASSET AIM TAX-EXEMPT FUNDS 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% 0.25% 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, 2004
AMENDMENT NO. 6
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective March 31, 2004, as follows:
1. 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.
Dated: March 31, 2004
SCHEDULE A
AMENDED AND 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 AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Basic Value II Fund 0.75% 0.25% 1.00% AIM Blue Chip Fund 0.75% 0.25% 1.00% 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 Core Strategies Fund 0.75% 0.25% 1.00% AIM Dent Demographic Trends Fund 0.75% 0.25% 1.00% AIM Diversified Dividend Fund 0.75% 0.25% 1.00% AIM Emerging Growth 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 Mid Cap Growth Fund 0.75% 0.25% 1.00% AIM U.S. Growth Fund 0.75% 0.25% 1.00% AIM Weingarten Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Balanced Fund 0.75% 0.25% 1.00% AIM Basic Balanced Fund 0.75% 0.25% 1.00% AIM European Small Company Fund 0.75% 0.25% 1.00% AIM Global Value Fund 0.75% 0.25% 1.00% AIM International Emerging Growth Fund 0.75% 0.25% 1.00% AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00% AIM Premier Equity 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 AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Basic Value Fund 0.75% 0.25% 1.00% AIM Global Equity Fund 0.75% 0.25% 1.00% AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00% AIM Small Cap Growth Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS BASED MAXIMUM MAXIMUM ------------------------------ 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 Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Global Growth Fund 0.75% 0.25% 1.00% AIM International Growth Fund 0.75% 0.25% 1.00% INVESCO International Core Equity Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Developing Markets Fund 0.75% 0.25% 1.00% AIM Global Health Care Fund 0.75% 0.25% 1.00% AIM Libra 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 AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM High Yield Fund 0.75% 0.25% 1.00% AIM Income Fund 0.75% 0.25% 1.00% AIM Intermediate Government Fund 0.75% 0.25% 1.00% AIM Money Market Fund 0.75% 0.25% 1.00% AIM Municipal Bond Fund 0.75% 0.25% 1.00% AIM Real Estate Fund 0.75% 0.25% 1.00% AIM Total Return Bond Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Opportunities I Fund 0.75% 0.25% 1.00% AIM Opportunities II Fund 0.75% 0.25% 1.00% AIM Opportunities III Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM TAX-EXEMPT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- AIM High Income Municipal Fund 0.75% 0.25% 1.00% |
MAXIMUM AIM COMBINATION STOCK & ASSET BOND FUNDS BASED MAXIMUM MAXIMUM ----------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- INVESCO Core Equity Fund 0.75% 0.25% 1.00% INVESCO Total Return Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM COUNSELSOR SERIES TRUST BASED MAXIMUM MAXIMUM --------------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- INVESCO Advantage Health Sciences Fund 0.75% 0.25% 1.00% INVESCO Multi-Sector Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- 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 Health Sciences 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% |
MAXIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- INVESCO Dynamics Fund 0.75% 0.25% 1.00% INVESCO Mid-Cap Growth Fund 0.75% 0.25% 1.00% INVESCO Small Company Growth Fund 0.75% 0.25% 1.00% |
AMENDMENT NO. 7
TO
AMENDED AND RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2004, as follows:
1. 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
AMENDED AND 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 AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Basic Value II Fund 0.75% 0.25% 1.00% AIM Blue Chip Fund 0.75% 0.25% 1.00% 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 Core Strategies Fund 0.75% 0.25% 1.00% AIM Dent Demographic Trends Fund 0.75% 0.25% 1.00% AIM Diversified Dividend Fund 0.75% 0.25% 1.00% AIM Emerging Growth 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 Mid Cap Growth Fund 0.75% 0.25% 1.00% AIM U.S. Growth Fund 0.75% 0.25% 1.00% AIM Weingarten Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Balanced Fund 0.75% 0.25% 1.00% AIM Basic Balanced Fund 0.75% 0.25% 1.00% AIM European Small Company Fund 0.75% 0.25% 1.00% AIM Global Value Fund 0.75% 0.25% 1.00% AIM International Emerging Growth Fund 0.75% 0.25% 1.00% AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00% AIM Premier Equity 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 AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Aggressive Allocation 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 Mid Cap Core Equity Fund 0.75% 0.25% 1.00% AIM Moderate Allocation Fund 0.75% 0.25% 1.00% AIM Small Cap Growth Fund 0.75% 0.25% 1.00% AIM Global Trends Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS BASED MAXIMUM MAXIMUM ------------------------------ 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 Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Global Growth Fund 0.75% 0.25% 1.00% AIM International Growth Fund 0.75% 0.25% 1.00% INVESCO International Core Equity Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Developing Markets Fund 0.75% 0.25% 1.00% AIM Global Health Care Fund 0.75% 0.25% 1.00% AIM Libra 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 AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM High Yield Fund 0.75% 0.25% 1.00% AIM Income Fund 0.75% 0.25% 1.00% AIM Intermediate Government Fund 0.75% 0.25% 1.00% AIM Money Market Fund 0.75% 0.25% 1.00% AIM Municipal Bond Fund 0.75% 0.25% 1.00% AIM Total Return Bond Fund 0.75% 0.25% 1.00% AIM Real Estate Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIOS CHARGE FEE FEE ------- ------- --------- AIM Opportunities I Fund 0.75% 0.25% 1.00% AIM Opportunities II Fund 0.75% 0.25% 1.00% AIM Opportunities III Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM TAX-EXEMPT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- AIM High Income Municipal Fund 0.75% 0.25% 1.00% |
AIM COMBINATION STOCK & MAXIMUM BOND FUNDS BASED MAXIMUM MAXIMUM ----------------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- INVESCO Core Equity Fund 0.75% 0.25% 1.00% INVESCO Total Return Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM COUNSELOR SERIES TRUST BASED MAXIMUM MAXIMUM -------------------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- INVESCO Advantage Health Sciences Fund 0.75% 0.25% 1.00% INVESCO Multi-Sector Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- 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 Health Sciences 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% |
MAXIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO CHARGE FEE FEE ------- ------- --------- INVESCO Dynamics Fund 0.75% 0.25% 1.00% INVESCO Mid-Cap Growth Fund 0.75% 0.25% 1.00% INVESCO Small Company Growth Fund 0.75% 0.25% 1.00% |
AMENDMENT NO. 6
TO THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective March 31, 2004, as follows:
Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND 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 AIM COMBINATION STOCK & BOND FUNDS BASED MAXIMUM MAXIMUM ---------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- INVESCO Core Equity Fund 0.75% 0.25% 1.00% INVESCO Total Return Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM COUNSELOR SERIES TRUST BASED MAXIMUM MAXIMUM -------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- INVESCO Advantage Health Sciences Fund 0.75% 0.25% 1.00% INVESCO Multi-Sector Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Basic Value II Fund 0.75% 0.25% 1.00% AIM Blue Chip Fund 0.75% 0.25% 1.00% AIM Capital Development Fund 0.75% 0.25% 1.00% AIM Charter Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Constellation Fund 0.75% 0.25% 1.00% AIM Core Strategies Fund 0.75% 0.25% 1.00% AIM Dent Demographic Trends Fund 0.75% 0.25% 1.00% AIM Diversified Dividend Fund 0.75% 0.25% 1.00% AIM Emerging Growth 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 Mid Cap Growth Fund 0.75% 0.25% 1.00% AIM U.S. Growth Fund 0.75% 0.25% 1.00% AIM Weingarten Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Balanced Fund 0.75% 0.25% 1.00% AIM Basic Balanced Fund 0.75% 0.25% 1.00% AIM European Small Company Fund 0.75% 0.25% 1.00% AIM Global Value Fund 0.75% 0.25% 1.00% AIM International Emerging Growth Fund 0.75% 0.25% 1.00% AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00% AIM Premier Equity 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 AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Basic Value Fund 0.75% 0.25% 1.00% AIM Global Equity Fund 0.75% 0.25% 1.00% AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00% AIM Small Cap Growth Fund 0.75% 0.25% 1.00% |
MINIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS 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 Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Global Growth Fund 0.75% 0.25% 1.00% AIM International Growth Fund 0.75% 0.25% 1.00% INVESCO International Core Equity Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Developing Markets Fund 0.75% 0.25% 1.00% AIM Global Health Care Fund 0.75% 0.25% 1.00% AIM Libra 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 AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM High Yield Fund 0.75% 0.25% 1.00% AIM Income Fund 0.75% 0.25% 1.00% AIM Intermediate Government Fund 0.75% 0.25% 1.00% AIM Money Market Fund 0.75% 0.25% 1.00% 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 Total Return Bond Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- 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 Health Sciences 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% |
MAXIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- AIM Opportunities I Fund 0.75% 0.25% 1.00% AIM Opportunities II Fund 0.75% 0.25% 1.00% AIM Opportunities III Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE ------- ------- -------- INVESCO Dynamics Fund 0.75% 0.25% 1.00% INVESCO Mid-Cap Growth Fund 0.75% 0.25% 1.00% INVESCO Small Company Growth Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM TAX-EXEMPT FUNDS BASED MAXIMUM MAXIMUM -------------------- 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: March 31, 2004
AMENDMENT NO. 7
TO THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2004, as follows:
Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND 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 AIM COMBINATION STOCK & BOND FUNDS BASED MAXIMUM MAXIMUM ---------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- INVESCO Core Equity Fund 0.75% 0.25% 1.00% INVESCO Total Return Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM COUNSELOR SERIES TRUST BASED MAXIMUM MAXIMUM -------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- INVESCO Advantage Health Sciences Fund 0.75% 0.25% 1.00% INVESCO Multi-Sector Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Basic Value II Fund 0.75% 0.25% 1.00% AIM Blue Chip Fund 0.75% 0.25% 1.00% AIM Capital Development Fund 0.75% 0.25% 1.00% AIM Charter Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Constellation Fund 0.75% 0.25% 1.00% AIM Core Strategies Fund 0.75% 0.25% 1.00% AIM Dent Demographic Trends Fund 0.75% 0.25% 1.00% AIM Diversified Dividend Fund 0.75% 0.25% 1.00% AIM Emerging Growth 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 Mid Cap Growth Fund 0.75% 0.25% 1.00% AIM U.S. Growth Fund 0.75% 0.25% 1.00% AIM Weingarten Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Balanced Fund 0.75% 0.25% 1.00% AIM Basic Balanced Fund 0.75% 0.25% 1.00% AIM European Small Company Fund 0.75% 0.25% 1.00% AIM Global Value Fund 0.75% 0.25% 1.00% AIM International Emerging Growth Fund 0.75% 0.25% 1.00% AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00% AIM Premier Equity 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 AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Aggressive Allocation 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 Mid Cap Core Equity Fund 0.75% 0.25% 1.00% AIM Moderate Allocation Fund 0.75% 0.25% 1.00% AIM Small Cap Growth Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS 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 Aggressive Growth Fund 0.75% 0.25% 1.00% AIM Global Growth Fund 0.75% 0.25% 1.00% AIM International Growth Fund 0.75% 0.25% 1.00% INVESCO International Core Equity Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Developing Markets Fund 0.75% 0.25% 1.00% AIM Global Health Care Fund 0.75% 0.25% 1.00% AIM Libra 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 AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM High Yield Fund 0.75% 0.25% 1.00% AIM Income Fund 0.75% 0.25% 1.00% AIM Intermediate Government Fund 0.75% 0.25% 1.00% AIM Money Market Fund 0.75% 0.25% 1.00% 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 Total Return Bond Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM SECTOR FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- 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 Health Sciences 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% |
MAXIMUM ASSET AIM SPECIAL OPPORTUNITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- AIM Opportunities I Fund 0.75% 0.25% 1.00% AIM Opportunities II Fund 0.75% 0.25% 1.00% AIM Opportunities III Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM STOCK FUNDS BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS C SHARES CHARGE FEE FEE -------- ------- --------- INVESCO Dynamics Fund 0.75% 0.25% 1.00% INVESCO Mid-Cap Growth Fund 0.75% 0.25% 1.00% INVESCO Small Company Growth Fund 0.75% 0.25% 1.00% |
MAXIMUM ASSET AIM TAX-EXEMPT FUNDS BASED MAXIMUM MAXIMUM -------------------- 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: April 30, 2004
AMENDMENT NO. 4
TO THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS R SHARES)
The Amended and Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, pursuant to Rule 12b-1, is hereby amended, effective April 30, 2004, as follows:
Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND 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 AIM EQUITY FUNDS BASED MAXIMUM MAXIMUM ---------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- AIM Aggressive Growth Fund 0.25% 0.25% 0.50% AIM Blue Chip Fund 0.25% 0.25% 0.50% 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 Large Cap Basic Value Fund 0.25% 0.25% 0.50% AIM Large Cap Growth Fund 0.25% 0.25% 0.50% AIM Mid Cap Growth Fund 0.25% 0.25% 0.50% AIM Weingarten Fund 0.25% 0.25% 0.50% |
MINIMUM ASSET AIM FUNDS GROUP BASED MAXIMUM MAXIMUM --------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- AIM Balanced Fund 0.25% 0.25% 0.50% AIM Basic Balanced Fund 0.25% 0.25% 0.50% AIM Mid Cap Basic Value Fund 0.25% 0.25% 0.50% AIM Premier Equity Fund 0.25% 0.25% 0.50% AIM Small Cap Equity Fund 0.25% 0.25% 0.50% |
MINIMUM ASSET AIM GROWTH SERIES BASED MAXIMUM MAXIMUM ----------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- AIM Aggressive Allocation 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 Mid Cap Core Equity Fund 0.25% 0.25% 0.50% AIM Moderate Allocation Fund 0.25% 0.25% 0.50% AIM Small Cap Growth Fund 0.25% 0.25% 0.50% |
MINIMUM ASSET AIM INTERNATIONAL MUTUAL FUNDS BASED MAXIMUM MAXIMUM ------------------------------ SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- AIM European Growth Fund 0.25% 0.25% 0.50% AIM International Growth Fund 0.25% 0.25% 0.50% INVESCO International Core Equity Fund 0.25% 0.25% 0.50% |
MINIMUM ASSET AIM INVESTMENT FUNDS BASED MAXIMUM MAXIMUM -------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- 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 AIM INVESTMENT SECURITIES FUNDS BASED MAXIMUM MAXIMUM ------------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- AIM Income Fund 0.25% 0.25% 0.50% AIM Intermediate Government Fund 0.25% 0.25% 0.50% AIM Money Market Fund 0.25% 0.25% 0.50% AIM Real Estate Fund 0.25% 0.25% 0.50% AIM Short Term Bond Fund 0.25% 0.25% 0.50% AIM Total Return Bond Fund 0.25% 0.25% 0.50% |
MINIMUM ASSET AIM TREASURER'S SERIES TRUST BASED MAXIMUM MAXIMUM ---------------------------- SALES SERVICE AGGREGATE PORTFOLIO - CLASS R SHARES CHARGE FEE FEE -------- ------- --------- INVESCO Stable Value 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, 2004
EXHIBIT P(2)
A I M MANAGEMENT GROUP INC.
CODE OF ETHICS
(ADOPTED MAY 1, 1981)
(AS LAST AMENDED JUNE 10, 2003)
WHEREAS, the members of the AIM Management Group are A I M Management Group Inc. ("AIM Management") and A I M Advisors, Inc. ("AIM Advisors") and its wholly owned and indirect subsidiaries (individually and collectively referred to as "AIM"); and
WHEREAS, certain members of AIM provide investment advisory services to AIM's investment companies and other clients; and
WHEREAS, certain members of AIM provide distribution services as principal underwriters for AIM's investment company clients; and
WHEREAS, certain members of AIM provide shareholder services as the transfer agent, dividend disbursing agent and shareholder processing agent for AIM's investment company clients; and
WHEREAS, the investment advisory business involves decisions and information which may have at least a temporary impact on the market price of securities, thus creating a potential for conflicts of interest between the persons engaged in such business and their clients; and
WHEREAS, the members of AIM have a fiduciary relationship with respect to each portfolio under management and the interests of the client accounts and of the shareholders of AIM's investment company clients must take precedence over the personal interests of the employees of AIM, thus requiring a rigid adherence to the highest standards of conduct by such employees; and
WHEREAS, every practical step must be taken to ensure that no intentional or inadvertent action is taken by an employee of AIM which is, or appears to be, adverse to the interests of AIM or any of its client accounts, including the defining of standards of behavior for such employees, while at the same time avoiding unnecessary interference with the privacy or personal freedom of such employees; and
WHEREAS, the members of AIM originally adopted a Code of Ethics ("the Code") on May 1, 1981, and adopted amendments thereto in January 1989, October 1989, April 1991, December 6, 1994 and December 5, 1995, December 10, 1996, and now deem it advisable to update and revise said Code in light of new investment company products developed by AIM and changing circumstances in the securities markets in which AIM conducts business; and
NOW, THEREFORE, the Boards of Directors of AIM Management and AIM Advisors hereby adopt the following revised Code pursuant to the provisions of Rule 17j-1 under the Investment Company Act of 1940 ("1940 Act"), with the intention that certain provisions of the Code shall become applicable to the officers, directors and employees of AIM.
I. APPLICABILITY
A. The provisions of AIM's Code shall apply to certain officers, directors and employees (as hereinafter designated) of AIM. Unless otherwise indicated, the term "employee" as used herein means: (i) all officers, directors and employees of AIM Advisors and its wholly owned and indirect subsidiaries and (ii) officers, directors and employees of AIM Management who have an active part in the management, portfolio selection, underwriting or shareholder functions with respect to AIM's investment company clients or provide one or more similar
services for AIM's non-investment company clients. The term "employee" does not include directors of AIM Management who do not maintain an office at the home office of AIM Management and who do not regularly obtain information concerning the investment recommendations or decisions made by AIM on behalf of client accounts ("independent directors").
B. The Code shall also apply to any person or entity appointed as a
sub-advisor for an AIM investment company client account unless such
person or entity has adopted a code of ethics in compliance with
Section 17(j) of the 1940 Act; or, in the event that such person or
entity is domiciled outside of the United States, has adopted
employee standards of conduct that provide equivalent protections to
AIM's client accounts. In performing sub-advisory services, such
person or entity will be subject to the direction and supervision of
AIM, and subject to the policies and control of the Boards of
Directors/Trustees of the respective AIM investment company
client(s).
II. INTERPRETATION AND ENFORCEMENT
A. The Chief Executive Officer of AIM Management shall appoint a Code of Ethics Committee ("Committee"). The Committee shall have the responsibility for interpreting the provisions of the Code, for adopting and implementing Procedures for the enforcement of the provisions of the Code, and for determining whether a violation of the provisions of the Code, or of any such related Procedures has occurred. The Committee will appoint an officer to monitor personal investment activity by "Covered Persons" (as defined in the Procedures adopted hereunder), both before and after any trade occurs and to prepare periodic and annual reports, conduct education seminars and obtain employee certifications as deemed appropriate. In the event of a finding that a violation has occurred requiring significant remedial action, the Committee shall take such action as it deems appropriate on the imposition of sanctions or initiation of disgorgement proceedings. The Committee shall also make recommendations and submit reports to the Boards of Directors/Trustees of AIM's investment company clients.
B. If a sub-advisor has adopted a code of ethics in accordance with
Section 17(j) of the 1940 Act, then pursuant to a sub-advisory
agreement with AIM, it shall be the duty of such sub-advisor to
furnish AIM with a copy of the following:
o code of ethics and related procedures of the sub-advisor, and a statement as to its employees' compliance therewith;
o any statement or policy on insider trading adopted pursuant to Section 204A under the 1940 Act; and the procedures designed to prevent the misuse of material non-public information by any person associated with such sub-advisor; and
o such other information as may reasonably be necessary for AIM to report to the Boards of Directors/Trustees of its investment company client account(s) as to such sub-advisor's adherence to the Boards' policies and controls referenced in Section I.B. above.
III. PROCEDURES ADOPTED UNDER THE CODE
From time to time, AIM's Committee shall adopt Procedures to carry out the intent of the Code. Among other things, the Procedures require certain new employees to complete an Asset Disclosure Form, a Brokerage Accounts Listing Form and such other forms as deemed appropriate by the Committee. Such Procedures are hereby incorporated into the Code and are made a part of the Code. Therefore, a violation of the Procedures shall be deemed a violation of the Code itself.
IV. COMPLIANCE WITH GOVERNING LAWS, REGULATIONS AND PROCEDURES
A. Each employee shall have and maintain knowledge of and shall comply strictly with all applicable federal and state laws and all rules and regulations of any governmental agency or self-regulatory organization governing his/her actions as an employee.
B. Each employee shall comply with all laws and regulations, and AIM's prohibition against insider trading. Trading on or communicating material non-public information, or "inside information", of any sort, whether obtained in the course of research activities, through a client relationship or otherwise, is strictly prohibited.
C. Each employee shall comply with the procedures and guidelines established by AIM to ensure compliance with applicable federal and state laws and regulations of governmental agencies and self-regulatory organizations. No employee shall knowingly participate in, assist, or condone any act in violation of any statute or regulation governing AIM or any act that would violate any provision of this Code, or of the Procedures adopted hereunder.
D. Each employee shall have and maintain knowledge of and shall comply with the provisions of this Code and any Procedures adopted hereunder.
E. Each employee having supervisory responsibility shall exercise reasonable supervision over employees subject to his/her control, with a view to preventing any violation by such persons of applicable statutes or regulations, AIM's corporate procedures, or the provisions of the Code, or the Procedures adopted hereunder.
F. Any employee obtaining evidence that an act in violation of applicable statutes, regulations or provisions of the Code or of any Procedures adopted hereunder has occurred shall immediately report such evidence to the Chief Compliance Officer of AIM. Such action by the employee will remain confidential, unless the employee waives confidentiality or federal or state authorities compel disclosure. Failure to report such evidence may result in disciplinary proceedings and may include sanctions as set forth in Section VI hereof.
V. ETHICAL STANDARDS
A. Employees shall conduct themselves in a manner consistent with the highest ethical and fiduciary standards. They shall avoid any action, whether for personal profit or otherwise, that results in an actual or potential conflict of interest with AIM or its client accounts, or which may be otherwise detrimental to the interests of the members of AIM or its client accounts.(1)
B. Employees shall act in a manner consistent with their fiduciary obligation to clients of AIM, and shall not deprive any client account of an investment opportunity in order to personally benefit from that opportunity.
C. Without the knowledge and approval of the Ethics Committee of AIM Management, employees shall not engage in a business activity or practice for compensation in competition with the members of AIM. Each employee, who is deemed to be a "Covered Person" as defined in the
(1) Conflicts of interest generally result from a situation in which an individual has a personal interest in a matter that is or may be competitive with his or her responsibilities to other persons or entities (such as AIM or its client accounts) or where an individual has or may have competing obligations or responsibilities to two or more persons or entities. In the case of the relationship between a client account on the one hand, and AIM, its officers, directors and employees, on the other hand, such conflict may result from the purchase or sale of securities for a client account and for the personal account of the individual involved or the account of any "affiliate" of such individual, as such term is defined in the 1940 Act. Such conflict may also arise from the purchase or sale for a client account of securities in which an officer, director or employee of AIM has an economic interest. Moreover, such conflict may arise in connection with vendor relationships in which such employee has any direct or indirect financial interest, family interests or other personal interest. To the extent of conflicts of interest between AIM and a vendor, such conflicts must be resolved in a manner that is not disadvantageous to AIM. In any such case, potential or actual conflicts must be disclosed to AIM and the first preference and priority must be to avoid such conflicts of interest wherever possible and, where they unavoidably occur, to resolve them in a manner that is not disadvantageous to a client.
Procedures adopted hereunder, shall obtain the written approval of the Ethics Committee to participate on a board of directors/trustees of any of the following organizations:
o publicly traded company, partnership or trust;
o hospital or philanthropic institution;*
o local or state municipal authority;* and/or
o charitable organization.*
* These restrictions relate to organizations that have or intend to raise proceeds in a public securities offering. For those non-profit organizations that do not intend to raise proceeds in a public securities offering, and whose directorship/trusteeship are held in a non-compensatory manner, written approval by the Ethics Committee is not required, but such employees must notify the Chief Compliance Officer (or designee). In the relatively small number of instances in which board approval is authorized, investment personnel serving as directors shall be isolated from those making investment decisions through AIM's "Chinese Wall" Procedures.
D. Each employee, in making an investment recommendation or taking any investment action, shall exercise diligence and thoroughness, and shall have a reasonable and adequate basis for any such recommendation or action.
E. Each employee shall not attempt to improperly influence for such person's personal benefit any investment strategy to be followed or investment action to be taken by the members of AIM for its client accounts.
F. Each employee shall not improperly use for such person's personal benefit any knowledge, whether obtained through such person's relationship with AIM or otherwise, of any investment recommendation made or to be made, or of any investment action taken or to be taken by AIM for its client accounts.
G. Employees shall not disclose any non-public information relating to a client account's portfolio or transactions or to the investment recommendations of AIM, nor shall any employee disclose any non-public information relating to the business or operations of the members of AIM, unless properly authorized to do so.
H. Employees shall not accept, directly or indirectly, from a broker/dealer or other vendor who transacts business with AIM or its client accounts, any gifts, gratuities or other things of more than de minimis value or significance that their acceptance might reasonably be expected to interfere with or influence the exercise of independent and objective judgment in carrying out such person's duties or otherwise gives the appearance of a possible impropriety. For this purpose, gifts, gratuities and other things of value shall not include unsolicited entertainment so long as such unsolicited entertainment is not so frequent or extensive as to raise any question of impropriety.
I. Employees who are registered representatives and/or principals of AIM shall not acquire securities for an account for which he/she has a direct or indirect beneficial interest in an initial public offering ("IPO") or on behalf of any person, entity or organization that is not an AIM client. All other employees shall not acquire securities for an account for which he/she has a direct or indirect beneficial interest offered in an IPO or on behalf of any person, entity or organization that is not an AIM client account except in those circumstances where different amounts of such offerings are specified for different investor types (e.g., private investors and institutional investors) and such transaction has been pre-cleared by the Compliance Office.
J. All personal securities transactions by employees must be conducted consistent with this Code and the Procedures adopted hereunder, and in such a manner as to avoid any actual or potential conflicts of interest or any abuse of such employee's position of trust and responsibility. Unless
an exemption is available, employees who are deemed to be "Covered Persons" as defined in the Procedures adopted hereunder, shall pre-clear all personal securities transactions in securities in accordance with the Procedures adopted hereunder.
K. Each employee, who is deemed to be a "Covered Person" as defined in the Procedures adopted hereunder, (or registered representative and/or principal of AIM), shall refrain from engaging in personal securities transactions in connection with a security that is not registered under Section 12 of the Securities Act of 1933 (i.e., a private placement security) unless such transaction has been pre-approved by the Chief Compliance Officer or the Director of Investments (or their designees).
L. Employees, who are deemed to be "Covered Persons" as defined in the Procedures adopted hereunder, may not engage in a transaction in connection with the purchase or sale of a security within seven calendar days before and after an AIM investment company client trades in that same (or equivalent) security unless the de minimis exemption is available.
M. Each employee, who is deemed to be a "Covered Person" as defined in the Procedures adopted hereunder, may not purchase and voluntarily sell, or sell and voluntarily purchase the same (or equivalent) securities of the same issuer within 60 calendar days unless such employee complies with the disgorgement procedures adopted by the Code of Ethics Committee. Subject to certain limited exceptions set forth in the related Procedures, any transaction under this provision may result in disgorgement proceedings for any profits received in connection with such transaction by such employee.
VI. SANCTIONS
Employees violating the provisions of AIM's Code or any Procedures adopted hereunder may be subject to sanctions, which may include, among other things, restrictions on such person's personal securities transactions; a letter of admonition, education or formal censure; fines, suspension, re-assignment, demotion or termination of employment; or other significant remedial action. Employees may also be subject to disgorgement proceedings for transactions in securities that are inconsistent with Sections V.L. and V.M. above.
VII. ADDITIONAL DISCLOSURE
This Code and the related Procedures cannot, and do not, cover every situation in which choices and decisions must be made, because other company policies, practices and procedures (as well as good common sense) and good business judgment also apply. Every person subject to this Code should read and understand these documents thoroughly. They present important rules of conduct and operating controls for all employees. Employees are also expected to present questions to the attention of their supervisors and to the Chief Compliance Officer (or designee) and to report suspected violations as specified in these documents.
For the Boards of Directors:
The AIM Management Group and its
subsidiaries
by: /s/ Mark Williamson ------------------------------------------- Mark Williamson June 10, 2003 ------------------------------------------- Date |