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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-1474
AIM Stock Funds
(Exact name of registrant as specified in charter)
11 Greenway Plaza, Suite 100 Houston, Texas 77046
(Address of principal executive offices) (Zip code)
Robert H. Graham 11 Greenway Plaza, Suite 100 Houston, Texas 77046
(Name and address of agent for service)
Registrant’s telephone number, including area code: (713) 626-1919
Date of fiscal year end: 7/31
Date of reporting period: 1/31/04
INVESCO Dynamics Fund
Semiannual Report to Shareholders - January 31, 2004
COVER IMAGE
Your goals. Our solutions.SM
AIM LogoSM
INVESCO DYNAMICS FUND seeks to provide long-term capital growth.
n | Unless otherwise stated, information presented is as of 1/31/04 and is based on total net assets. |
About share classes
n | Effective 9/30/03, Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code, including 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. |
n | Class K shares are available only to certain retirement plans. Please see the prospectus for more details. |
n | Investor Class shares are closed to most investors. For more information on who may continue to invest in the Investor Class shares, please see the appropriate prospectus. |
Principal risks of investing in the fund
n | At any given time, the fund may be subject to sector risk, which means a certain sector may underperform other sectors or the market as a whole. The fund is not limited with respect to the sectors in which it can invest. |
n | Investing in micro, small and mid-sized companies involves risks not associated with investing in more established companies, such as business risk, significant stock price fluctuations and illiquidity. |
n | International investing presents certain risks not associated with investing solely in the United States. These include risks relating to fluctuations in the value of the U.S. dollar relative to the values of other currencies, the custody arrangements made for the fund’s foreign holdings, differences in accounting, political risks and the lesser degree of public information required to be provided by non-U.S. companies. The fund may invest up to 25% of its assets in the securities of non-U.S. issuers. Securities of Canadian issuers and American Depository Receipts are not subject to this 25% limitation. |
About indexes used in this report
n | The unmanaged Standard & Poor’s MidCap 400 Index (the S&P 400) represents the performance of mid-capitalization stocks. |
n | The unmanaged Russell Midcap® Growth Index is a subset of the Russell Midcap Index, which represents the performance of the stocks of domestic mid-capitalization companies; the Growth subset measures the performance of Russell Midcap companies with higher price/book ratios and higher forecasted growth values. |
n | The unmanaged Lipper Mid-Cap Growth Fund Index represents an average of the performance of the 30 largest mid-capitalization growth funds tracked by Lipper, Inc., an independent mutual fund performance monitor. |
n | The unmanaged Standard & Poor’s Composite Index of 500 Stocks (the S&P 500® Index) is an index of common stocks frequently used as a general measure of U.S. stock market performance. |
n | A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. |
n | The fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the fund may deviate significantly from the performance of the indexes. |
Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor’s.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 800-959-4246, or on the AIM Web site, AIMinvestments.com.
This report must be accompanied or preceded by a currently effective fund prospectus, which contains more complete information, including sales charges and expenses. Read it carefully before you invest.
Not FDIC Insured May lose value No bank guarantee
AIMinvestments.com
TO OUR SHAREHOLDERS
GRAHAM PHOTO
Robert H. Graham
Dear Fellow Shareholder in The AIM Family of Funds®:
Major stock market indexes here and abroad delivered positive performance during the six months covered by this report. As is historically the case, bond market returns were more modest, but positive as well. The U.S. economy appears to have turned a corner, with solid growth in gross domestic product during the third and fourth quarters of 2003. Overseas, particularly in Europe, economic performance picked up during the second half of 2003.
Investors in the United States seem to have regained their confidence. They added $43.8 billion to U.S. stock mutual funds in January 2004 and $496 million to bond funds. By contrast, money market funds, considered a safe haven because of their emphasis on stability of net asset value, suffered large net outflows during the month. As the reporting period closed, total mutual fund assets stood at a record $7.54 trillion.
The durability of these trends is, of course, unpredictable, and we caution our shareholders against thinking that 2004 will see a rerun of the markets’ good performance during 2003. That said, it is also true that the economy appears to have the wind at its back in terms of fiscal, monetary and tax stimulus, and corporate earnings have been strong.
What should investors do? They should do what we have always urged: Keep their eyes on their long-term goals, keep their portfolios diversified, and work with their financial advisors to tailor their investments to their risk tolerance and investment objectives. We cannot overemphasize the importance of professional guidance when it comes to selecting investments.
For information on your fund’s performance and management during the reporting period, please see the management discussion that begins on the following page.
Visit our Web site
As you are aware, the mutual fund industry and AIM Investments have been the subject of allegations and investigations of late surrounding the issues of market timing and late trading in funds. We understand how unsettling this may be for many of our shareholders. We invite you to visit AIMinvestments.com, our Web site, often. We will continue to post updates on these issues as information becomes available.
The Securities and Exchange Commission, which regulates our industry, has already proposed new rules and regulations, and is planning to propose several more, that address the issues of market timing and late trading, among others. The Investment Company Institute, the industry trade group, and we welcome these efforts. We believe comprehensive rule making is necessary and is the best way to establish new industry responsibilities designed to protect shareholders. We support practical rule changes and structural modifications that are fair, enforceable and, most importantly, beneficial for investors.
Should you visit our Web site, we invite you to explore the other material available there, including general investing information, performance updates on our funds, and market and economic commentary from our financial experts.
As always, AIM is committed to building solutions for your investment goals, and we thank you for your continued participation in AIM Investments. If you have any questions, please contact our Client Service representatives at 800-959-4246.
Sincerely,
GRAHAM SIGNATURE
Robert H. Graham
Chairman and President
March 9, 2004
MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE
Health care/energy holdings contribute to fund performance
For the six-month reporting period ended January 31, 2004, INVESCO Dynamics Fund Investor Class shares returned 18.03%. For the same period, the fund’s broad-based index, the S&P Midcap 400 Index, returned 19.03%; the fund’s style-specific index, the Russell Midcap Growth Index, returned 19.88%; and the fund’s peer-group index, the Lipper Mid-Cap Growth Fund Index, returned 15.37%. The fund under-performed its broad-based index due to stock selection in the consumer discretionary and industrial sectors, which hindered performance.
Market conditions
The S&P 500 Index, which returned 15.22% for the six months ended January 31, 2004, rallied amid a backdrop of generally improving economic conditions. During this rally, the nation’s gross domestic product, widely regarded as the broadest measure of economic activity, expanded at an annualized rate of 8.2% in the third quarter and 4.0% in the fourth quarter of 2003. In a report to Congress, the Federal Reserve Board (the Fed) noted that industrial production, corporate profits, as well as business and consumer spending all increased during the reporting period.
Indeed, retail sales from November 2003 through January 2004 were up 6.2% compared to the same three months a year earlier. The period included the holiday season, which is critical from a sales perspective for many businesses. The Fed also noted in its report that capital spending increased and there was evidence that some firms had started to build up their inventories, indicators that business confidence had improved. The housing market also continued to be “robust,” according to the Fed.
Inflation was subdued and interest rates were low. During the reporting period, the Fed kept the short-term federal funds rate at 1.00%, its lowest level since 1958. The job market remained weak, however. While the unemployment rate declined during the reporting period, it was still 5.6% at the end of January 2004.
All sectors of the S&P 500 recorded gains for the reporting period. Information technology, energy and industrials were the top-performing sectors while health care, consumer staples and telecommunication services were the weakest-performing sectors.
Small- and mid-cap stocks generally outperformed large-cap stocks for the reporting period, and value stocks generally outperformed growth stocks. Small-cap value stocks, on average, were the best-performing segment of the market.
Stock selection was the primary driver of both absolute and relative fund performance during the reporting period.
Your fund
Stock selection was the primary driver of both absolute and relative fund performance during the reporting period. As noted, mid-cap stocks outperformed large-cap stocks during the period, thereby bolstering the absolute returns of mid-cap funds including INVESCO Dynamics Fund. On a relative basis, we believe the fund outperformed its Lipper peer group based on strong stock selection but slightly underperformed its style index as the fund did not own some of the lower-quality technology stocks that rallied in the index.
TOP 10 EQUITY HOLDINGS* | |||||
1. | Manpower Inc. | 1.7 | % | ||
2. | Teva Pharmaceuticals Industries Ltd.-ADR (Israel) | 1.6 | |||
3. | Mandalay Resort Group | 1.5 | |||
4. | Zimmer Holdings, Inc. | 1.5 | |||
5. | Legg Mason, Inc. | 1.5 | |||
6. | Symantec Corp. | 1.4 | |||
7. | Cox Communications, Inc.-Class A | 1.4 | |||
8. | Shire Pharmaceuticals Group PLC-ADR (United Kingdom) | 1.4 | |||
9. | Amdocs Ltd. (United Kingdom) | 1.4 | |||
10. | EchoStar Communications Corp.-Class A | 1.4 |
TOP 10 INDUSTRIES* | |||||
1. | Communications Equipment | 6.3 | % | ||
2. | Application Software | 6.0 | |||
3. | Semiconductors | 5.8 | |||
4. | Pharmaceuticals | 5.0 | |||
5. | Broadcasting & Cable TV | 4.5 | |||
6. | Asset Management & Custody Banks | 4.4 | |||
7. | Health Care Equipment | 3.8 | |||
8. | Data Processing & Outsourced Services | 3.5 | |||
9. | Electronic Manufacturing Services | 3.3 | |||
10. | Employment Services | 3.0 |
* | Excludes money market fund holdings. |
The fund’s holdings are subject to change, and there is no assurance that the fund will continue to hold any particular security.
2
On a sector basis, health care and energy stocks contributed to absolute performance during the reporting period. Zimmer Holdings—a global orthopedic implant manufacturer—reported net sales increased 18% for the third quarter to $398.2 million, topping First Call consensus estimates of $392 million. Other key health care contributors included AdvancePCS—a pharmacy benefit manager—and Shire Pharmaceuticals—a global specialty drug company.
Many of the fund’s energy holdings including Murphy Oil, an oil and gas exploration and production company, and Smith International, a worldwide supplier of products and services to the oil and gas industry, contributed to fund performance even though the sector was not a strong benchmark performer during the reporting period.
Our stock selection and overweight position in the information technology sector—the best performing mid-cap sector during the reporting period—bolstered absolute returns. Juniper Networks—a designer and marketer of Internet Protocol routers for private and public access networks—was one fund holding that contributed greatly to fund performance as the stock doubled in price during the reporting period.
That said, however, the fund’s lack of exposure to several speculative technology stocks that appreciated significantly during the reporting period detracted from the fund’s relative performance versus the Russell Midcap Growth Index. For example, the fund did not own Red Hat—a provider of Linux and open source technology—one of the best-performing stocks in the index during the reporting period.
Given the positive performance of mid-cap stocks during the reporting period, the fund had few detractors. However, two stocks that proved a drag on performance included Gilead Sciences—a biopharmaceutical firm—and U T Starcom—a company that develops and markets wireline and wireless telecommunications equipment. While both stocks rallied strongly early in 2003, they traded downward as the reporting period came to a close. We sold both positions during the reporting period.
In closing
After several challenging years in the market, we are pleased to provide shareholders with double-digit returns for the reporting period. Our focus remained on medium-sized companies that we believe have the potential for above-average, long-term earnings growth.
See important fund and index disclosures inside front cover.
MILLER
PHOTO
Timothy J. Miller
Mr. Miller, Chartered Financial Analyst, is lead manager of INVESCO Dynamics Fund. He joined INVESCO in 1992. Mr. Miller holds a master’s of business administration from the University of Missouri in St. Louis and a bachelor’s in business administration from St. Louis University.
FENTON
PHOTO
Michelle Espilien Fenton
Ms. Fenton, Chartered Financial Analyst, is manager of INVESCO Dynamics Fund. She joined INVESCO in 1998. Ms. Fenton received her bachelor’s degree in finance from Montana State University.
FUND VS. INDEXES
Total returns, 7/31/03-1/31/04, excluding applicable sales charges.
If sales charges were included, returns would be lower.
Investor Class Shares | 18.03 | % | ||
Class A Shares | 17.91 | |||
Class B Shares | 17.49 | |||
Class C Shares | 17.52 | |||
Class K Shares | 17.82 | |||
S&P Midcap 400 Index (Broad Market Index) | 19.03 | |||
Russell Midcap Growth Index (Style-specific Index) | 19.88 | |||
Lipper Mid-cap Growth Fund Index (Peer Group Index) | 15.37 | |||
TOTAL NUMBER OF HOLDINGS* | 128 | |||
TOTAL NET ASSETS | $ | 4.1 billion |
Right arrow graphic
For a presentation of your fund’s long-term performance record, please turn the page.
3
LONG-TERM PERFORMANCE
Your fund’s long-term performance
Below you will find a presentation of your fund’s long-term performance record for periods ended 1/31/04, the close of the six-month period covered by this report. As required by industry regulations, we also present long-term performance for periods ended 12/31/03, the most recent calendar quarter-end.
Please read the important disclosure accompanying these tables, which explains how fund performance is calculated and the sales charges, if any, that apply to the share class in which you are invested.
AVERAGE ANNUAL TOTAL RETURNS | |||
As of 1/31/04, including applicable sales charges | |||
Investor Class Shares | |||
Inception (9/15/67) | 9.06 | % | |
10 Years | 8.84 | ||
5 Years | -0.93 | ||
1 Year | 42.51 | ||
Class A Shares | |||
Inception (3/28/02) | -3.57 | % | |
1 Year | 34.58 | ||
Class B Shares | |||
Inception ( 3/28/02) | -3.55 | % | |
1 Year | 36.46 | ||
Class C Shares | |||
Inception (2/14/00) | -15.20 | % | |
1 Year | 40.39 | ||
Class K Shares | |||
Inception (11/30/00) | -11.95 | % | |
1 Year | 42.14 |
AVERAGE ANNUAL TOTAL RETURNS | |||
As of 12/31/03, including applicable sales charges | |||
Investor Class Shares | |||
Inception (9/15/67) | 9.01 | % | |
10 Years | 8.91 | ||
5 Years | -0.32 | ||
1 Year | 38.27 | ||
Class A Shares | |||
Inception (3/28/02) | -5.08 | % | |
1 Year | 30.71 | ||
Class B Shares | |||
Inception (3/28/02) | -5.04 | % | |
1 Year | 32.26 | ||
Class C Shares | |||
Inception (2/14/00) | -16.04 | % | |
1 Year | 36.21 | ||
Class K Shares | |||
Inception (11/30/00) | -12.96 | % | |
1 Year | 37.98 |
The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit AIMinvestments.com for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.
When sales charges are included in performance figures, Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the beginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Class K shares have no sales charge; therefore performance quoted is at net asset value. Class K share returns do not include a 0.70% contingent deferred sales charge (CDSC) that may be imposed on a total redemption of retirement plan assets within the first year. Investor Class shares have no sales charge; therefore, performance quoted is at net asset value.
The performance of the fund’s share classes will differ due to different sales charge structures and class expenses.
Had the advisor not waived fees and/or reimbursed expenses on B, C, and K shares, returns would have been lower.
ARROW BUTTON IMAGE | For More Information Visit AIMinvestments.com |
4
SUPPLEMENT TO SEMIANNUAL REPORT DATED 1/31/04
INVESCO Dynamics Fund
INSTITUTIONAL CLASS SHARES
The following information has been prepared to provide Institutional Class shareholders with a performance overview specific to their holdings. Institutional Class shares are offered exclusively to institutional investors, including defined contribution plans that meet certain criteria. Performance of Institutional Class shares will differ from performance of Investor Class shares due to differing sales charges and class expenses.
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 1/31/04
Inception (5/ 22/ 00) | - 11.61% | |||
1 Year | 43.18 | |||
6 Months* | 18.21 |
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 12/31/03, most recent calendar quarter-end
Inception (5/ 22/ 00) | - 12.49% | |||
1 Year | 38.75 | |||
6 Months* | 19.34 |
*Cumulative return that has not been annualized.
Had the advisor not waived fees and/or reimbursed expenses, returns would have been lower.
Please note that past performance is not indicative of future results. More recent returns may be more or less than those shown. All returns assume reinvestment of distributions at net asset value. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. See full report for information on comparative benchmarks. If you have questions, please consult your fund prospectus or call 800-525-8085, where you can also obtain more current month-end performance. A I M Distributors, Inc.
FOR INSTITUTIONAL INVESTOR USE ONLY
This material is prepared for institutional investor use only and may not be quoted, reproduced or shown to members of the public, nor used in written form as sales literature for public use.
Your goals.
Our Solutions. SM
AIM LogoSM
AIMinvestments.com I-DYN-INS-2
FINANCIALS
Schedule of Investments
January 31, 2004
(Unaudited)
Shares | Market Value | ||||
Stocks & Other Equity Interests–99.18% | |||||
Advertising–1.02% | |||||
Lamar Advertising Co.(a) | 278,600 | $ | 10,720,528 | ||
Omnicom Group Inc. | 374,700 | 30,875,280 | |||
41,595,808 | |||||
Agricultural Products–0.32% | |||||
Bunge Ltd. (Bermuda) | 385,800 | 13,194,360 | |||
Air Freight & Logistics–0.21% | |||||
Robinson (C.H.) Worldwide, Inc. | 221,800 | 8,406,220 | |||
Apparel Retail–1.48% | |||||
Ross Stores, Inc. | 1,484,200 | 41,483,390 | |||
TJX Cos., Inc. (The) | 815,800 | 18,755,242 | |||
60,238,632 | |||||
Apparel, Accessories & Luxury Goods–0.75% | |||||
Polo Ralph Lauren Corp. | 1,008,700 | 30,462,740 | |||
Application Software–6.01% | |||||
Amdocs Ltd. (United Kingdom)(a) | 1,967,700 | 55,823,649 | |||
BEA Systems, Inc.(a) | 2,782,400 | 35,141,712 | |||
Cognos, Inc. (Canada)(a) | 631,700 | 19,089,974 | |||
Fair Issac Corp. | 426,200 | 25,303,494 | |||
FileNET Corp.(a) | 602,000 | 17,638,600 | |||
Intuit Inc.(a) | 259,200 | 13,068,864 | |||
Mercury Interactive Corp.(a) | 226,800 | 10,645,992 | |||
Siebel Systems, Inc.(a) | 3,582,500 | 47,754,725 | |||
Software HOLDRS Trust | 549,000 | 20,746,710 | |||
245,213,720 | |||||
Asset Management & Custody Banks–4.41% | |||||
Franklin Resources, Inc. | 856,600 | 49,485,782 | |||
Legg Mason, Inc. | 681,600 | 60,355,680 | |||
Northern Trust Corp. | 682,700 | 32,428,250 | |||
T. Rowe Price Group Inc. | 724,800 | 37,783,824 | |||
180,053,536 | |||||
Biotechnology–2.33% | |||||
Chiron Corp.(a) | 532,700 | 27,540,590 | |||
Genzyme Corp.(a) | 655,300 | 35,943,205 | |||
Invitrogen Corp.(a) | 408,000 | 31,416,000 | |||
94,899,795 | |||||
Shares | Market Value | ||||
Broadcasting & Cable TV–4.51% | |||||
Cox Communications, Inc.–Class A(a) | 1,695,100 | $ | 58,074,126 | ||
Cox Radio, Inc.–Class A(a) | 897,200 | 20,877,844 | |||
EchoStar Communications Corp.–Class A(a) | 1,505,000 | 54,932,500 | |||
Univision Communications Inc.–Class A(a) | 1,417,300 | 50,129,901 | |||
184,014,371 | |||||
Casinos & Gaming–2.73% | |||||
International Game Technology | 755,900 | 28,316,014 | |||
Mandalay Resort Group | 1,326,700 | 62,182,429 | |||
Station Casinos, Inc. | 592,600 | 20,746,926 | |||
111,245,369 | |||||
Communications Equipment–6.27% | |||||
Advanced Fibre Communications, Inc.(a) | 1,510,800 | 35,669,988 | |||
Alcatel S.A.–ADR (France)(a) | 1,543,136 | 25,847,528 | |||
Comverse Technology, Inc.(a) | 2,528,700 | 44,505,120 | |||
Corning Inc.(a) | 3,071,700 | 39,686,364 | |||
Emulex Corp.(a) | 1,584,800 | 42,995,624 | |||
Foundry Networks, Inc.(a) | 1,471,500 | 35,065,845 | |||
Juniper Networks, Inc.(a) | 1,104,500 | 31,909,005 | |||
255,679,474 | |||||
Computer Storage & Peripherals–1.93% | |||||
Lexmark International, Inc.(a) | 584,900 | 48,482,361 | |||
Network Appliance, Inc.(a) | 1,347,101 | 30,121,178 | |||
78,603,539 | |||||
Construction & Farm Machinery & Heavy Trucks–1.87% | |||||
Cummins Inc. | 190,600 | 9,669,138 | |||
Navistar International Corp.(a) | 675,900 | 32,139,045 | |||
PACCAR Inc. | 437,500 | 34,400,625 | |||
76,208,808 | |||||
Data Processing & Outsourced Services–3.50% | |||||
Computer Sciences Corp.(a) | 843,700 | 37,671,205 | |||
DST Systems, Inc.(a) | 969,300 | 41,495,733 | |||
Fiserv, Inc.(a) | 923,300 | 34,494,488 | |||
Hewitt Associates, Inc.–Class A(a) | 845,800 | 29,264,680 | |||
142,926,106 | |||||
Department Stores–0.75% | |||||
Kohl’s Corp.(a) | 692,000 | 30,655,600 | |||
Distillers & Vintners–0.41% | |||||
Constellation Brands, Inc.–Class A(a) | 494,600 | 16,588,884 | |||
F-1
Shares | Market Value | ||||
Diversified Commercial Services–2.35% | |||||
Apollo Group, Inc.–Class A(a) | 505,050 | $ | 37,505,013 | ||
Career Education Corp.(a) | 875,800 | 44,105,288 | |||
Cintas Corp. | 319,000 | 14,402,850 | |||
96,013,151 | |||||
Electronic Equipment Manufacturers–2.20% | |||||
Amphenol Corp.–Class A(a) | 620,200 | 40,976,614 | |||
Thermo Electron Corp.(a) | 599,100 | 16,696,917 | |||
Vishay Intertechnology, Inc.(a) | 1,372,200 | 31,889,928 | |||
89,563,459 | |||||
Electronic Manufacturing Services–3.33% | |||||
Flextronics International Ltd. (Singapore)(a) | 315,500 | 5,994,500 | |||
Jabil Circuit, Inc.(a) | 851,700 | 25,210,320 | |||
Molex Inc. | 1,145,462 | 39,793,350 | |||
Sanmina–SCI Corp.(a) | 2,249,000 | 29,484,390 | |||
Solectron Corp.(a) | 5,012,300 | 35,587,330 | |||
136,069,890 | |||||
Employment Services–2.97% | |||||
Manpower Inc. | 1,460,400 | 67,733,352 | |||
Robert Half International Inc.(a) | 2,275,400 | 53,449,146 | |||
121,182,498 | |||||
Environmental Services–1.49% | |||||
Republic Services, Inc. | 1,806,000 | 45,059,700 | |||
Stericycle, Inc.(a) | 355,600 | 15,717,520 | |||
60,777,220 | |||||
Footwear–0.78% | |||||
NIKE, Inc.–Class B | 459,800 | 32,029,668 | |||
Health Care Equipment–3.75% | |||||
Bard (C.R.), Inc. | 148,400 | 13,979,280 | |||
Boston Scientific Corp.(a) | 985,000 | 40,178,150 | |||
Stryker Corp. | 161,500 | 14,331,510 | |||
Varian Medical Systems, Inc.(a) | 289,000 | 23,969,660 | |||
Zimmer Holdings, Inc.(a) | 789,400 | 60,389,100 | |||
152,847,700 | |||||
Health Care Facilities–0.56% | |||||
Health Management Associates, Inc.–Class A | 678,200 | 16,622,682 | |||
Triad Hospitals, Inc.(a) | 172,600 | 6,187,710 | |||
22,810,392 | |||||
Health Care Services–1.99% | |||||
AdvancePCS(a) | 562,000 | 32,084,580 | |||
Caremark Rx, Inc.(a) | 818,500 | 21,894,875 | |||
Medco Health Solutions, Inc.(a) | 733,800 | 27,040,530 | |||
81,019,985 | |||||
Shares | Market Value | ||||
Health Care Supplies–1.49% | |||||
Alcon, Inc. (Switzerland) | 762,500 | $ | 48,807,625 | ||
Smith & Nephew PLC (United Kingdom) | 1,395,000 | 12,195,409 | |||
61,003,034 | |||||
Homebuilding–1.25% | |||||
Pulte Homes, Inc. | 1,178,600 | 50,844,804 | |||
Hotels, Resorts & Cruise Lines–1.91% | |||||
Hilton Hotels Corp. | 3,198,300 | 51,172,800 | |||
Starwood Hotels & Resorts Worldwide, Inc. | 754,700 | 26,671,098 | |||
77,843,898 | |||||
Industrial Gases–0.52% | |||||
Praxair, Inc. | 594,600 | 21,054,786 | |||
Industrial Machinery–2.52% | |||||
Donaldson Co., Inc. | 28,100 | 1,517,962 | |||
Eaton Corp. | 391,400 | 45,461,110 | |||
Illinois Tool Works Inc. | 279,400 | 21,821,140 | |||
Ingersoll-Rand Co. (Bermuda) | 513,900 | 34,189,767 | |||
102,989,979 | |||||
Integrated Oil & Gas–0.95% | |||||
Murphy Oil Corp. | 642,600 | 38,915,856 | |||
Internet Software & Services–1.28% | |||||
VeriSign, Inc.(a) | 2,985,800 | 52,191,784 | |||
Investment Banking & Brokerage–1.14% | |||||
Ameritrade Holding Corp.(a) | 1,880,200 | 29,801,170 | |||
Lehman Brothers Holdings Inc. | 205,508 | 16,872,207 | |||
46,673,377 | |||||
Leisure Products–0.70% | |||||
Marvel Enterprises, Inc.(a) | 882,200 | 28,433,306 | |||
Managed Health Care–2.34% | |||||
Aetna Inc. | 601,400 | 42,098,000 | |||
Anthem, Inc.(a) | 425,000 | 34,756,500 | |||
WellPoint Health Networks Inc.(a) | 175,500 | 18,427,500 | |||
95,282,000 | |||||
Metal & Glass Containers–0.76% | |||||
Ball Corp. | 492,800 | 30,834,496 | |||
Office Electronics–0.23% | |||||
Zebra Technologies Corp.–Class A(a) | 144,400 | 9,328,240 | |||
Oil & Gas Equipment & Services–1.25% | |||||
Smith International, Inc.(a) | 1,049,100 | 50,839,386 | |||
F-2
Shares | Market Value | ||||
Oil & Gas Exploration & Production–1.52% | |||||
Apache Corp. | 699,934 | $ | 26,933,460 | ||
Talisman Energy Inc. (Canada) | 656,400 | 35,137,092 | |||
62,070,552 | |||||
Pharmaceuticals–4.95% | |||||
Barr Pharmaceuticals Inc.(a) | 340,600 | 25,643,774 | |||
Pharmaceutical Resources, Inc.(a) | 326,100 | 20,221,461 | |||
Shire Pharmaceuticals Group PLC–ADR | 1,945,300 | 56,900,025 | |||
Teva Pharmaceutical Industries Ltd.–ADR (Israel) | 1,035,370 | 64,803,808 | |||
Valeant Pharmaceuticals International | 1,471,400 | 34,548,472 | |||
202,117,540 | |||||
Property & Casualty Insurance–1.53% | |||||
Ambac Financial Group, Inc. | 316,100 | 23,634,797 | |||
SAFECO Corp. | 894,700 | 38,946,291 | |||
62,581,088 | |||||
Restaurants–1.09% | |||||
Applebee’s International, Inc. | 618,600 | 23,581,032 | |||
CBRL Group, Inc. | 558,200 | 20,949,246 | |||
44,530,278 | |||||
Semiconductor Equipment–1.62% | |||||
ASML Holding N.V.–New York Shares (Netherlands)(a) | 736,500 | 14,184,990 | |||
KLA–Tencor Corp.(a) | 678,600 | 38,727,702 | |||
Lam Research Corp.(a) | 496,850 | 13,290,738 | |||
66,203,430 | |||||
Semiconductors–5.81% | |||||
Altera Corp.(a) | 614,700 | 13,763,133 | |||
Broadcom Corp.–Class A(a) | 425,600 | 17,275,104 | |||
Fairchild Semiconductor International, Inc.(a) | 1,073,900 | 26,310,550 | |||
Linear Technology Corp. | 594,400 | 23,776,000 | |||
Maxim Integrated Products, Inc. | 738,200 | 37,758,930 | |||
Microchip Technology Inc. | 1,804,115 | 51,958,512 | |||
Semiconductor HOLDRS Trust | 381,700 | 16,019,949 | |||
Xilinx, Inc.(a) | 1,200,300 | 50,304,573 | |||
237,166,751 | |||||
Specialty Stores–1.80% | |||||
Staples, Inc.(a) | 1,987,400 | 52,884,714 | |||
Tiffany & Co. | 518,900 | 20,569,196 | |||
73,453,910 | |||||
Shares | Market Value | ||||
Systems Software–2.74% | |||||
Adobe Systems Inc. | 284,000 | $ | 10,922,640 | ||
Novell, Inc.(a) | 1,639,700 | 20,824,190 | |||
Symantec Corp.(a) | 1,501,000 | 58,238,800 | |||
VERITAS Software Corp.(a) | 665,600 | 21,871,616 | |||
111,857,246 | |||||
Technology Distributors–1.30% | |||||
CDW Corp. | 779,200 | 52,938,848 | |||
Thrifts & Mortgage Finance–0.75% | |||||
PMI Group, Inc. (The) | 796,800 | 30,772,416 | |||
Trading Companies & Distributors–0.96% | |||||
Fastenal Co. | 814,100 | 39,141,928 | |||
Wireless Telecommunication Services–0.85% | |||||
American Tower Corp.–Class A(a) | 819,900 | 9,010,701 | |||
Nextel Partners, Inc.–Class A(a) | 1,988,850 | 25,715,831 | |||
34,726,532 | |||||
Total Stocks & Other Equity Interests | 4,046,096,390 | ||||
Money Market Funds–0.29% | |||||
INVESCO Treasurer’s Series Money Market Reserve Fund (Cost $11,912,140)(b) | 11,912,140 | 11,912,140 | |||
TOTAL INVESTMENTS–99.47% | 4,058,008,530 | ||||
Investments Purchased With Cash Collateral From Securities Loaned | |||||
Money Market Funds–0.41% | |||||
INVESCO Treasurer’s Series Money Market Reserve Fund(b)(c) | 16,477,625 | 16,477,625 | |||
Total Money Market Funds (purchased with cash collateral from securities loaned) | 16,477,625 | ||||
TOTAL INVESTMENTS–99.88% (Cost $3,214,545,186) | 4,074,486,155 | ||||
OTHER ASSETS LESS LIABILITIES–0.12% | 5,091,292 | ||||
NET ASSETS–100.00% | $ | 4,079,577,447 | |||
Investment Abbreviations:
ADR – American Depositary Receipt | ||
HOLDRS– Holding Company Depositary Receipts |
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.
F-3
Statement of Assets and Liabilities
January 31, 2004
(Unaudited)
Assets: | ||||
Investments, at market value (cost $3,186,155,421)* | $ | 4,046,096,390 | ||
Investments in affiliated money market funds (cost $28,389,765) | 28,389,765 | |||
Total investments (cost $3,214,545,186) | 4,074,486,155 | |||
Cash | 363,527 | |||
Receivables for: | ||||
Investments sold | 143,435,857 | |||
Fund shares sold | 4,428,732 | |||
Dividends | 585,846 | |||
Amount due from advisor | 151,311 | |||
Investment for deferred compensation and retirement plans | 441,311 | |||
Other assets | 510,283 | |||
Total assets | 4,224,403,022 | |||
Liabilities: | ||||
Payables for: | ||||
Investments purchased | 52,611,385 | |||
Fund shares reacquired | 69,487,996 | |||
Deferred compensation and retirement plans | 525,728 | |||
Collateral upon return of securities loaned | 16,477,625 | |||
Accrued distribution fees | 894,480 | |||
Accrued transfer agent fees | 4,503,834 | |||
Accrued trustees fees | 5,206 | |||
Accrued operating expenses | 319,321 | |||
Total liabilities | 144,825,575 | |||
Net assets applicable to shares outstanding | $ | 4,079,577,447 | ||
Net assets consist of: | ||||
Shares of beneficial interest | $ | 7,032,873,922 | ||
Undistributed net investment income (loss) | (16,982,171 | ) | ||
Undistributed net realized gain (loss) from investment securities and foreign currencies | (3,796,255,273 | ) | ||
Unrealized appreciation of investment securities and foreign currencies | 859,940,969 | |||
$ | 4,079,577,447 | |||
Net Assets: | |||
Class A | $ | 12,807,397 | |
Class B | $ | 2,251,841 | |
Class C | $ | 14,648,677 | |
Class K | $ | 46,680,214 | |
Investor Class | $ | 3,968,661,597 | |
Institutional Class | $ | 34,527,721 | |
Shares outstanding, $0.01 par value per share, unlimited number of shares authorized: | |||
Class A | 845,855 | ||
Class B | 151,031 | ||
Class C | 1,001,975 | ||
Class K | 3,109,989 | ||
Investor Class | 262,571,270 | ||
Institutional Class | 2,254,093 | ||
Class A: | |||
Net asset value per share | $ | 15.14 | |
Offering price per share: | |||
(Net asset value of $15.14 ÷ 94.50%) | $ | 16.02 | |
Class B: | |||
Net asset value and offering price per share | $ | 14.91 | |
Class C: | |||
Net asset value and offering price per share | $ | 14.62 | |
Class K: | |||
Net asset value and offering price per share | $ | 15.01 | |
Investor Class: | |||
Net asset value and offering price per share | $ | 15.11 | |
Institutional Class: | |||
Net asset value and offering price per share | $ | 15.32 | |
* | At January 31, 2004, securities with an aggregate market value of $16,171,490 were on loan to brokers. |
See accompanying notes which are an integral part of the financial statements.
F-4
Statement of Operations
For the six months ended January 31, 2004
(Unaudited)
Investment income: | ||||
Dividends (net of foreign withholding tax of $71,784) | $ | 8,196,280 | ||
Dividends from affiliated money market funds* | 140,822 | |||
Total investment income | 8,337,102 | |||
Expenses: | ||||
Advisory fees | 10,130,072 | |||
Administrative services fees | 945,296 | |||
Custodian fees | 210,790 | |||
Distribution fees: | ||||
Class A | 18,919 | |||
Class B | 9,610 | |||
Class C | 72,240 | |||
Class K | 104,924 | |||
Investor Class | 5,089,780 | |||
Transfer agent fees: | ||||
Class A | 13,570 | |||
Class B | 3,026 | |||
Class C | 94,548 | |||
Class K | 131,102 | |||
Investor Class | 9,988,351 | |||
Institutional Class | 24,045 | |||
Trustees’ fees | 47,403 | |||
Other | 1,323,820 | |||
Total expenses | 28,207,496 | |||
Less: Fees waived, expenses reimbursed and expense offset arrangements | (3,205,058 | ) | ||
Net expenses | 25,002,438 | |||
Net investment income (loss) | (16,665,336 | ) | ||
Realized and unrealized gain (loss) from investment securities and foreign currencies: | ||||
Net realized gain (loss) from: | ||||
Investment securities | 587,103,773 | |||
Foreign currencies | (118,220 | ) | ||
586,985,553 | ||||
Change in net unrealized appreciation (depreciation) of: | ||||
Investment securities | 111,002,725 | |||
Foreign currencies | (530 | ) | ||
111,002,195 | ||||
Net gain from investment securities and foreign currencies | 697,987,748 | |||
Net increase in net assets resulting from operations | $ | 681,322,412 | ||
* | 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.
F-5
Statement of Changes in Net Assets
For the six months ended January 31, 2004 and the year ended July 31, 2003
(Unaudited)
January 31, 2004 | July 31, 2003 | |||||||
Operations: | ||||||||
Net investment income (loss) | $ | (16,665,336 | ) | $ | (28,533,692 | ) | ||
Net realized gain (loss) from investment securities and foreign currencies | 586,985,553 | (487,605,258 | ) | |||||
Change in net unrealized appreciation of investment securities and foreign currencies | 111,002,195 | 1,161,951,515 | ||||||
Net increase in net assets resulting from operations | 681,322,412 | 645,812,565 | ||||||
Share transactions–net: | ||||||||
Class A | 4,681,009 | 3,205,768 | ||||||
Class B | 535,661 | 846,881 | ||||||
Class C | (1,218,186 | ) | (850,225 | ) | ||||
Class K | (5,999,933 | ) | (6,272,453 | ) | ||||
Investor Class | (558,987,138 | ) | (456,316,114 | ) | ||||
Institutional Class | (1,676,651 | ) | 568,103 | |||||
Net increase (decrease) in net assets resulting from share transactions | (562,665,238 | ) | (458,818,040 | ) | ||||
Net increase in net assets | 118,657,174 | 186,994,525 | ||||||
Net assets: | ||||||||
Beginning of period | 3,960,920,273 | 3,773,925,748 | ||||||
End of period (including undistributed net investment income (loss) of $(16,982,171) and $(316,835) for 2004 and 2003, respectively) | $ | 4,079,577,447 | $ | 3,960,920,273 | ||||
See accompanying notes which are an integral part of the financial statements.
F-6
Notes to Financial Statements
January 31, 2004
(Unaudited)
NOTE 1—Significant Accounting Policies
INVESCO Dynamics Fund (the “Fund”) is a series portfolio of AIM Stock Funds (the “Trust”, formerly known as, INVESCO Stock Funds, Inc.). 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 four 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 seek long-term capital growth. 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end, and as such, the net asset value for shareholder transactions may be different than the net asset value reported in these financial statements. 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. | Repurchase Agreements — Repurchase agreements purchased 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 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. |
C. | 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.
F-7
D. | 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. |
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. | Expenses — Each Class bears expenses incurred specifically on its behalf and, in addition, each Class bears a portion of general expenses, based on relative net assets of each Class. |
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 based on the annual rate of the Fund’s average net assets as follows:
Average Net Assets | Rate | ||
First $350 million | 0.60 | % | |
From $350 million to $700 million | 0.55 | % | |
From $700 million to $2 billion | 0.50 | % | |
From $2 billion to $4 billion | 0.45 | % | |
From $4 billion to $6 billion | 0.40 | % | |
From $6 billion to $8 billion | 0.375 | % | |
Over $8 billion | 0.35 | % | |
For the period November 25, 2003 through January 31, 2004, the Fund paid advisory fees to AIM of $3,793,518. Prior to November 25, 2003, the Trust had an investment advisory agreement with INVESCO Funds Group, Inc. (“IFG”). For the period August 1, 2003 through November 24, 2003, the Fund paid advisory fees to IFG of $6,336,554. AIM has entered into a sub-advisory agreement with INVESCO Institutional (N.A.), Inc. (“INVESCO”) whereby AIM pays INVESCO 40% of the fee paid by the Fund to AIM.
AIM has contractually agreed to limit total annual operating expenses for Class A, Class B, Class C and Class K shares to 2.10%, 2.75%, 2.75% and 2.20%, respectively and has voluntarily agreed to limit total annual operating expenses of Class A, Class B, Class C, Class K, Investor Class and Institutional Class shares to 1.30%, 1.95%, 1.95%, 1.40%, 1.20% and 0.95%, respectively. The expense limitations exclude 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. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors after April 30, 2004 upon consultation with the Board of Trustees. 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 money market funds with cash collateral from securities loaned by the Fund). For the six months ended January 31, 2004, AIM waived fees of $406.
For the period November 25,2003 through January 31, 2004, AIM reimbursed transfer agency expenses of the Fund of $0, $2,485, $30,242, $30,464 and $839,847 for Class A, Class B, Class C, Class K and Investor Class shares, respectively. Prior to November 25, 2003, IFG reimbursed transfer agency expenses of the Fund of $375, $541, $64,204, $21,429 and $1,957,230 for Class A, Class B, Class C, Class K and Investor Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed other class-specific expenses of the Fund of $0, $2,703, $0, $0 and $0 for Class A, Class B, Class C. Class K and Investor Class shares, respectively. Prior to November 25, 2003, IFG reimbursed no other class-specific expenses of the Fund for Class A, Class B, Class C, Class K and Investor Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed fund level expenses of the Fund of $53,747. Prior to November 25, 2003, IFG reimbursed no fund level expenses of the Fund.
F-8
NOTE 2—Advisory Fees and Other Fees Paid to Affiliates (continued)
AIM is entitled to reimbursement from a Fund that has had fees and expenses absorbed pursuant to these arrangements if such reimbursements do not cause the Fund to exceed the then current expense limitations and the reimbursement is made within three years after AIM incurred the expense. At January 31, 2004, the reimbursement that may potentially be made by the Fund to AIM which will expire during the calendar year ended 2005 for Class A, Class B, Class C, Class K, Investor and Institutional Class shares were $0, $500, $91,253, $50,527, $5,826,662 and $0, respectively, and expiring during the calendar year ended 2006 for Class A, Class B, Class C, Class K, Investor and Institutional Class shares were $641, $4,473, $185,774, $54,694, $5,227,777 and $0, respectively and expiring during the calendar year ended 2007 for Class A, Class B, Class C, Class K, Investor and Institutional Class shares were $80, $5,249, $15,124, $30,790, $833,604 and $0, respectively. During the six months ended January 31, 2004, the Fund did not reimburse AIM for any previously reimbursed Fund expenses.
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 period November 25, 2003 through January 31, 2004, AIM was paid $460,229 for such services. Prior to November 25, 2003, the Trust had an administrative services agreement with IFG. For the period August 1, 2003 through November 24, 2003, IFG was paid $485,067 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. Prior to October 1, 2003, the Trust had a transfer agency and service agreement with IFG. For the period August 1, 2003 through September 30, 2003, IFG retained $1,711,170 for such services. For the period October 1, 2003 through January 31, 2004, AISI retained $4,829,603 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, Class C, Class K, Institutional Class and Investor Class shares of the Fund. The Trust has adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Class A, Class B, Class C, Class K and Investor Class shares (collectively the “Plans”). The Fund, pursuant to the Class A, Class B, Class C and Class K 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 0.45% of the average daily net assets of Class K shares. Of these amounts, 0.25% of the average daily net assets of the Class A, Class B, Class C or Class K 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. The Fund, pursuant to the Investor Class Plan, pays AIM Distributors for its actual expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of the Investor Class shares. Pursuant to the Plans, for the six months ended January 31, 2004, the Class A, Class B, Class C, Class K and Investor Class shares paid $18,919, $9,610, $72,240, $104,924 and $5,089,780, 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. For the six months ended January 31, 2004 AIM Distributors retained $2,755 in front-end sales commissions from the sale of Class A shares and $0, $0, $530 and $0 from Class A, Class B, Class C and Class K shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI, INVESCO 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”) 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 January 31, 2004.
Investments of Daily Available Cash Balances:
Market Value 07/31/03 | Purchases at Cost | Proceeds from Sales | Unrealized Appreciation (Depreciation) | Market Value 01/31/04 | Dividend Income | Realized Gain (Loss) | ||||||||||||||||
INVESCO Treasurer’s Series Money Market Reserve Fund | $ | — | $ | 360,043,406 | $ | (348,131,266 | ) | $ | — | $ | 11,912,140 | $ | 40,683 | $ | — | |||||||
Investments of Cash Collateral from Securities Lending Transactions:
Market Value 07/31/03 | Purchases at Cost | Proceeds from Sales | Unrealized Appreciation (Depreciation) | Market Value 01/31/04 | Dividend Income* | Realized Gain (Loss) | ||||||||||||||||
INVESCO Treasurer’s Series Money Market Reserve Fund | $ | 36,892,514 | $ | 413,594,985 | $ | (434,009,874 | ) | $ | — | $ | 16,477,625 | $ | 100,139 | $ | — | |||||||
Total | $ | 36,892,514 | $ | 773,638,391 | $ | (782,141,140 | ) | $ | — | $ | 28,389,765 | $ | 140,822 | — | ||||||||
* | Dividend income is net of fees paid to security lending counterparties of $4,741 |
F-9
NOTE 4—Expense Offset Arrangements
Indirect expenses under directed brokerage arrangements are comprised of custodian credits resulting from security brokerage transactions. This directed brokerage arrangement was terminated on November 18, 2003. For the six months ended January 31, 2004, the Fund received reductions in custodian fees of $201,385 under an expense offset arrangements, which resulted in a reduction of the Fund’s total expenses of $201,385.
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 six months ended January 31, 2004, the Fund paid legal fees of $2,146 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. During the six months ended January 31, 2004, the Fund had average daily borrowings of $7,754,826 with a weighted average interest rate of 1.24% and incurred interest expense of $48,644.
Effective December 6, 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. The Fund did not borrow under the facility during the six months ended January 31, 2004.
The Fund had available a committed Redemption Line of Credit Facility (“LOC”), from a consortium of national banks, to be used for temporary or emergency purposes to meet redemption needs. The LOC permitted borrowings to a maximum of 10% of the net assets at value of the Fund. Each fund agreed to pay annual fees and interest on the unpaid principal balance based on prevailing market rates as defined in the agreement. The funds which were party to the LOC were charged a commitment fee of 0.10% on the unused balance of the committed line. The Fund did not borrow under the LOC during six months ended January 31, 2004. The LOC expired December 3, 2003.
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 has entered into a securities lending agreement with SSB. Under the terms of the agreement, the Fund receives income, recorded monthly, after deduction of other amounts payable to SSB or to the borrower from lending transactions. In exchange for such fees, SSB is authorized to loan securities on behalf of the Fund, against receipt of collateral at least equal in value to the value of the securities loaned. Cash collateral is invested by SSB in an affiliated money market fund. The Fund bears the risk of any deficiency in the amount of collateral available for return to a borrower due to a loss in an approved investment.
At January 31, 2004, securities with an aggregate value of $16,171,490 were on loan to brokers. The loans were secured by cash collateral of $16,477,625 received by the Fund and subsequently invested in an affiliated money market fund. For the January 31, 2004 ended six months, the Fund received dividends on cash collateral net of fees paid to counterparties of $100,139 for securities lending transactions.
NOTE 8—Tax Information
The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund’s capital accounts to reflect income and gains available for distributions (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be updated at the Fund’s fiscal year-end.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
Expiration | Capital Loss Carryforward | ||
July 31, 2010 | $ | 1,758,414,675 | |
July 31, 2011 | 2,290,224,850 | ||
Total capital loss carryforward | $ | 4,048,639,525 | |
F-10
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 six months ended January 31, 2004 was $1,959,118,920 and $2,568,126,462, respectively.
Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis | ||||
Aggregate unrealized appreciation of investment securities | $ | 875,374,675 | ||
Aggregate unrealized (depreciation) of investment securities | (40,707,459 | ) | ||
Net unrealized appreciation of investment securities | $ | 834,667,216 | ||
Cost of investments for tax purposes is $3,239,818,939.
NOTE 10—Share Information
The Fund currently offers six different classes of shares: Class A shares, Class B shares, Class C shares, Class K shares, Investor Class shares and 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 K shares, Investor Class shares and Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class K 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 | ||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | |||||||||||||
Shares | Amount | Shares | Amount | |||||||||||
Sold: | ||||||||||||||
Class A | 1,742,589 | $ | 22,998,548 | 11,092,918 | $ | 125,881,340 | ||||||||
Class B | 51,753 | 707,731 | 82,398 | 928,642 | ||||||||||
Class C | 255,801 | 3,362,970 | 41,725,537 | 442,269,623 | ||||||||||
Class K | 820,137 | 11,302,511 | 2,158,128 | 23,785,225 | ||||||||||
Investor Class | 52,922,803 | 732,364,459 | 789,077,245 | 8,458,071,739 | ||||||||||
Institutional Class | 723,313 | 10,359,493 | 1,411,996 | 15,709,144 | ||||||||||
Issued in connection with acquisitions:* | ||||||||||||||
Class A | — | — | 47,716 | 507,690 | ||||||||||
Class B | — | — | 1,207 | 12,735 | ||||||||||
Class C | — | — | 80,743 | 838,403 | ||||||||||
Class K | — | — | 93 | 985 | ||||||||||
Investor Class | — | — | 4,491,385 | 47,634,088 | ||||||||||
Automatic conversion of Class B shares to Class A shares:** | ||||||||||||||
Class A | 425 | 6,291 | — | — | ||||||||||
Class B | (431 | ) | (6,291 | ) | — | — | ||||||||
Reacquired: | ||||||||||||||
Class A | (1,373,052 | ) | (18,323,830 | ) | (10,850,031 | ) | (123,183,262 | ) | ||||||
Class B | (11,317 | ) | (165,779 | ) | (8,718 | ) | (94,496 | ) | ||||||
Class C | (342,019 | ) | (4,581,156 | ) | (41,986,648 | ) | (443,958,251 | ) | ||||||
Class K | (1,263,807 | ) | (17,302,444 | ) | (2,761,338 | ) | (30,058,663 | ) | ||||||
Investor Class | (91,904,552 | ) | (1,291,351,597 | ) | (833,286,306 | ) | (8,962,021,941 | ) | ||||||
Institutional Class | (845,163 | ) | (12,036,144 | ) | (1,345,394 | ) | (15,141,041 | ) | ||||||
(39,223,520 | ) | $ | (562,665,238 | ) | (40,069,069 | ) | $ | (458,818,040 | ) | |||||
* | Issued in connection with the acquisition of INVESCO Endeavor Fund. |
** | Prior to the six months ended January 31, 2004, conversion of Class B shares to Class A shares were included in Class A shares sold and Class B shares reacquired. |
F-11
NOTE 11—Financial Highlights
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
Class A | ||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | March 28, 2002 (Date sales commenced) to July 31, 2002 | ||||||||||
Net asset value, beginning of period | $ | 12.84 | $ | 10.82 | $ | 15.30 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.06 | ) | (0.09 | ) | (0.03 | )(a) | ||||||
Net gains (losses) on securities (both realized and unrealized) | 2.36 | 2.11 | (4.45 | ) | ||||||||
Total from investment operations | 2.30 | 2.02 | (4.48 | ) | ||||||||
Net asset value, end of period | $ | 15.14 | $ | 12.84 | $ | 10.82 | ||||||
Total return(b) | 17.91 | % | 18.56 | % | (29.22 | )% | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 12,807 | $ | 6,108 | $ | 2,006 | ||||||
Ratio of expenses to average net assets | 1.30 | %(c)(d) | 1.24 | % | 1.11 | %(e) | ||||||
Ratio of net investment income (loss) to average net assets | (0.89 | )%(c) | (0.81 | )% | (0.76 | )%(e) | ||||||
Portfolio turnover rate(f) | 48 | % | 91 | % | 81 | % | ||||||
(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 $10,751,888. |
(d) | After fee waivers and/or expense reimbursements. Ratio of expenses to average net assets prior to fee waivers and/or expense reimbursements was 1.31%. |
(e) | Annualized. |
(f) | Not annualized for periods less than one year. |
F-12
Note 11—Financial Highlights (continued)
Class B | ||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | March 28, 2002 (Date sales commenced) to July 31, 2002 | ||||||||||
Net asset value, beginning of period | $ | 12.69 | $ | 10.78 | $ | 15.30 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.10 | ) | (0.08 | ) | (0.06 | )(a) | ||||||
Net gains (losses) on securities (both realized and unrealized) | 2.32 | 1.99 | (4.46 | ) | ||||||||
Total from investment operations | 2.22 | 1.91 | (4.52 | ) | ||||||||
Net asset value, end of period | $ | 14.91 | $ | 12.69 | $ | 10.78 | ||||||
Total return(b) | 17.49 | % | 17.72 | % | (29.54 | )% | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 2,252 | $ | 1,409 | $ | 390 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
With expense reimbursements | 1.95 | %(c) | 1.96 | % | 2.09 | %(d) | ||||||
Without expense reimbursements | 2.55 | %(c) | 2.52 | % | 2.09 | %(d) | ||||||
Ratio of net investment income (loss) to average net assets | (1.54 | )%(c) | (1.53 | )% | (1.71 | )%(d) | ||||||
Portfolio turnover rate(e) | 48 | % | 91 | % | 81 | % | ||||||
(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 $1,911,485. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-13
Note 11—Financial Highlights (continued)
Class C | ||||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | February 14, 2000 (Date sales commenced) to July 31, 2000 | ||||||||||||||||||
2003 | 2002 | 2001 | ||||||||||||||||||
Net asset value, beginning of period | $ | 12.44 | $ | 10.60 | $ | 17.04 | $ | 27.78 | $ | 28.25 | ||||||||||
Income from investment operations: | ||||||||||||||||||||
Net investment income (loss) | (0.11 | ) | (0.18 | ) | (0.25 | ) | (0.06 | ) | (0.00 | )(a) | ||||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.29 | 2.02 | (6.17 | ) | (10.60 | ) | (0.47 | ) | ||||||||||||
Total from investment operations | 2.18 | 1.84 | (6.42 | ) | (10.66 | ) | (0.47 | ) | ||||||||||||
Less distributions from net realized gains | — | — | (0.02 | ) | (0.08 | ) | — | |||||||||||||
Net asset value, end of period | $ | 14.62 | $ | 12.44 | $ | 10.60 | $ | 17.04 | $ | 27.78 | ||||||||||
Total return(b) | 17.52 | % | 17.47 | % | (37.76 | )% | (38.45 | )% | (1.66 | )% | ||||||||||
Ratios/supplemental data: | ||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 14,649 | $ | 13,537 | $ | 13,440 | $ | 28,887 | $ | 4,779 | ||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||
With expense reimbursements | 1.95 | %(c) | 1.96 | % | 1.96 | % | 1.86 | % | 1.71 | %(d) | ||||||||||
Without expense reimbursements | 3.26 | %(c) | 3.05 | % | 2.16 | % | 1.86 | % | 1.71 | %(d) | ||||||||||
Ratio of net investment income (loss) to average net assets | (1.54 | )%(c) | (1.54 | )% | (1.59 | )% | (1.34 | )% | (1.20 | )%(d) | ||||||||||
Portfolio turnover rate(e) | 48 | % | 91 | % | 81 | % | 55 | % | 75 | % | ||||||||||
(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 $14,369,500. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-14
Note 11—Financial Highlights (continued)
Class K | ||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | November 30, 2000 (Date sales commenced) to July 31, 2001 | ||||||||||||||
2003 | 2002 | |||||||||||||||
Net asset value, beginning of period | $ | 12.74 | $ | 10.76 | $ | 17.19 | $ | 22.50 | ||||||||
Income from investment operations: | ||||||||||||||||
Net investment income (loss) | (0.07 | ) | (0.02 | ) | (0.15 | )(a) | (0.03 | ) | ||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.34 | 2.00 | (6.26 | ) | (5.28 | ) | ||||||||||
Total from investment operations | 2.27 | 1.98 | (6.41 | ) | (5.31 | ) | ||||||||||
Less distributions from net realized gains | — | — | (0.02 | ) | — | |||||||||||
Net asset value, end of period | $ | 15.01 | $ | 12.74 | $ | 10.76 | $ | 17.19 | ||||||||
Total return(b) | 17.82 | % | 18.40 | % | (37.32 | )% | (23.60 | )% | ||||||||
Ratios/supplemental data: | ||||||||||||||||
Net assets, end of period (000s omitted) | $ | 46,680 | $ | 45,258 | $ | 44,745 | $ | 6 | ||||||||
Ratio of expenses to average net assets: | ||||||||||||||||
With expense reimbursements | 1.40 | %(c) | 1.41 | % | 1.36 | % | 1.48 | %(d) | ||||||||
Without expense reimbursements | 1.62 | %(c) | 1.61 | % | 1.36 | % | 3.06 | %(d) | ||||||||
Ratio of net investment income (loss) to average net assets | (0.99 | )%(c) | (0.98 | )% | (1.05 | )% | (1.03 | )%(d) | ||||||||
Portfolio turnover rate(e) | 48 | % | 91 | % | 81 | % | 55 | % | ||||||||
(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 annualized and based on average daily net assets of $46,379,612. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-15
Note 11—Financial Highlights (continued)
Investor Class | ||||||||||||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | Three months ended July 31, 1999 | Year ended April 30, 1999 | |||||||||||||||||||||||||
2003 | 2002 | 2001 | 2000 | |||||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.81 | $ | 10.81 | $ | 17.23 | $ | 27.86 | $ | 19.39 | $ | 18.15 | $ | 16.41 | ||||||||||||||
Income from investment operations: | ||||||||||||||||||||||||||||
Net investment income (loss) | (0.06 | ) | (0.00 | ) | (0.00 | ) | (0.12 | )(a) | (0.00 | ) | (0.00 | ) | (0.00 | ) | ||||||||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.36 | 2.00 | (6.40 | ) | (10.43 | ) | 9.51 | 1.24 | 3.04 | |||||||||||||||||||
Total from investment operations | 2.30 | 2.00 | (6.40 | ) | (10.55 | ) | 9.51 | 1.24 | 3.04 | |||||||||||||||||||
Less distributions from net realized gains | — | — | (0.02 | ) | (0.08 | ) | (1.04 | ) | — | (1.30 | ) | |||||||||||||||||
Net asset value, end of period | $ | 15.11 | $ | 12.81 | $ | 10.81 | $ | 17.23 | $ | 27.86 | $ | 19.39 | $ | 18.15 | ||||||||||||||
Total return(b) | 17.95 | % | 18.50 | % | (37.17 | )% | (37.94 | )% | 50.34 | % | 6.83 | % | 20.83 | % | ||||||||||||||
Ratios/supplemental data: | ||||||||||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 3,968,662 | $ | 3,863,821 | $ | 3,688,213 | $ | 6,562,467 | $ | 7,865,489 | $ | 2,471,482 | $ | 2,044,321 | ||||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||||||
With expense reimbursements | 1.21 | %(c) | 1.21 | % | 1.21 | % | 1.00 | % | 0.89 | % | 1.03 | %(d) | 1.05 | % | ||||||||||||||
Without expense reimbursements | 1.35 | %(c) | 1.46 | % | 1.23 | % | 1.00 | % | 0.89 | % | 1.03 | %(d) | 1.05 | % | ||||||||||||||
Ratio of net investment income (loss) to average net assets | (0.79 | )%(c) | (0.78 | )% | (0.86 | )% | (0.49 | )% | (0.34 | )% | (0.32 | )%(d) | (0.41 | )% | ||||||||||||||
Portfolio turnover rate(e) | 48 | % | 91 | % | 81 | % | 55 | % | 75 | % | 23 | % | 129 | % | ||||||||||||||
(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 annualized and based on average daily net assets of $4,049,694,222. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-16
NOTE 11—Financial Highlights (continued)
| Institutional Class | |||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | May 22, 2000 (Date sales commenced) to July 31, 2000 | ||||||||||||||||||
2003 | 2002 | 2001 | ||||||||||||||||||
Net asset value, beginning of period | $ | 12.96 | $ | 10.88 | $ | 17.28 | $ | 27.87 | $ | 24.29 | ||||||||||
Income from investment operations: | ||||||||||||||||||||
Net investment income (loss) | (0.03 | ) | (0.04 | )(a) | (0.08 | )(a) | (0.07 | )(a) | (0.02 | )(a) | ||||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.39 | 2.12 | (6.30 | ) | (10.44 | ) | 3.60 | |||||||||||||
Total from investment operations | 2.36 | 2.08 | (6.38 | ) | (10.51 | ) | 3.58 | |||||||||||||
Less distributions from net realized gains | — | — | (0.02 | ) | (0.08 | ) | — | |||||||||||||
Net asset value, end of period | $ | 15.32 | $ | 12.96 | $ | 10.88 | $ | 17.28 | $ | 27.87 | ||||||||||
Total return(b) | 18.21 | % | 19.12 | % | (36.95 | )% | (37.78 | )% | 14.74 | % | ||||||||||
Ratios/supplemental data: | ||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 34,528 | $ | 30,788 | $ | 25,133 | $ | 11,622 | $ | 22,989 | ||||||||||
Ratio of expenses to average net assets | 0.77 | %(c) | 0.78 | % | 0.84 | % | 0.77 | % | 0.77 | %(d) | ||||||||||
Ratio of net investment income (loss) to average net assets | (0.36 | )%(c) | (0.34 | )% | (0.53 | )% | (0.26 | )% | (0.22 | )%(d) | ||||||||||
Portfolio turnover rate(e) | 48 | % | 91 | % | 81 | % | 55 | % | 75 | % | ||||||||||
(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 annualized and based on average daily net assets of $33,152,168. |
(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 a wide range of issues, including 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 also 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 other 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, the Office of the Secretary of State for West Virginia, the Department of Banking for the State of Connecticut and the Colorado Securities Division. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD Inc. and the SEC, none of which directly bears upon the Fund. IFG is providing full cooperation with respect to these inquiries.
F-17
NOTE 12—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, the Massachusetts Secretary of the Commonwealth, the Office of the State Auditor for the State of West Virginia and the Department of Banking for the State of Connecticut. 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 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., 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; recission 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. The Judicial Panel on Multidistrict Litigation (the “Panel”) has ruled that all actions alleging market timing throughout the mutual fund industry should be transferred to the United States District Court for the District of Maryland for coordinated pre-trial proceedings. Twelve actions filed against IFG have been conditionally transferred to the Panel in Maryland, and IFG and AIM anticipate that all other market timing actions that may be filed or that are already pending against IFG and/or AIM will be transferred to the Panel as well.
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.
F-18
Proxy Results (Unaudited)
A Special Meeting of Shareholders of INVESCO Dynamics Fund (“Fund”), a portfolio of AIM Stock Funds (formerly INVESCO Stock Funds, Inc. and AIM Stock Fund’s Inc.), (“Company”) a Delaware statutory trust, was held on October 21, 2003. The meeting was adjourned and reconvened on October 28, 2003, on November 4, 2003 and reconvened on November 11, 2003. The meeting was held for the following purposes:
(1)* | To elect sixteen individuals to the Board, each of whom will serve until his or her successor is elected and qualified: Bob R. Baker, Frank S. Bayley, James T. Bunch, Bruce L. Crockett, Albert R. Dowden, Edward K. Dunn, Jr., Jack M. Fields, Carl Frischling, Robert H. Graham, Gerald J. Lewis, Prema Mathai-Davis, Lewis F. Pennock, Ruth H. Quigley, Louis S. Sklar, Larry Soll, Ph D. and Mark H. Williamson. |
(2) | To approve a new Investment Advisory Agreement with A I M Advisors, Inc. |
(3) | To approve a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. |
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. |
The results of the voting on the above matters were as follows:
Trustees/Matter | Votes For | Withholding Authority | ||||
(1)* | Bob R. Baker | 362,405,144 | 19,855,030 | |||
Frank S. Bayley | 362,437,628 | 19,822,546 | ||||
James T. Bunch | 362,488,718 | 19,771,456 | ||||
Bruce L. Crockett | 362,515,953 | 19,744,221 | ||||
Albert R. Dowden | 362,455,376 | 19,804,798 | ||||
Edward K. Dunn, Jr. | 362,445,962 | 19,814,212 | ||||
Jack M. Fields | 362,484,095 | 19,776,079 | ||||
Carl Frischling | 362,371,394 | 19,888,780 | ||||
Robert H. Graham | 362,402,926 | 19,857,248 | ||||
Gerald J. Lewis | 362,263,534 | 19,996,640 | ||||
Prema Mathai-Davis | 362,317,138 | 19,943,036 | ||||
Lewis F. Pennock | 362,372,299 | 19,887,875 | ||||
Ruth H. Quigley | 362,270,092 | 19,990,082 | ||||
Louis S. Sklar | 362,404,051 | 19,856,123 | ||||
Larry Soll, Ph.D. | 362,452,103 | 19,808,071 | ||||
Mark H. Williamson | 362,227,445 | 20,032,729 |
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(2) | To approve a new Investment Advisory Agreement with A I M Advisors, Inc. | 144,722,910 | 2,076,044 | 7,819,764 | |||||
(3) | To approve a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. | 144,419,237 | 2,130,575 | 8,068,906 | |||||
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 302,828,268 | 16,875,556 | 62,556,350 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on October 28, 2003. At the reconvened meeting the following matters were then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 326,477,030 | 18,532,333 | 62,801,232 | ** | ||||
(2) | Approval of a new Investment Advisory Agreement with A I M Advisors, Inc. | 152,036,466 | 2,389,745 | 8,531,126 | |||||
(3) | Approval of a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. | 151,764,727 | 2,398,604 | 8,794,006 |
F-19
Proxy Results (Unaudited) (continued)
A Special Meeting of Shareholders of the Company noted above was reconvened on November 4, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 345,396,965 | 18,782,801 | 62,618,399 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on November 11, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | Approval of an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 354,789,002 | 19,165,807 | 57,283,120 | ** |
* | Proposal required approval by a combined vote of all the portfolios of AIM Stock Funds. |
** | Includes Broker Non-Votes |
F-20
OTHER INFORMATION
Trustees and Officers
Board of Trustees | Officers | Office of the Fund | ||
Bob R. Baker
Frank S. Bayley
James T. Bunch
Bruce L. Crockett
Albert R. Dowden
Edward K. Dunn, Jr.
Jack M. Fields
Carl Frischling
Robert H. Graham
Gerald J. Lewis
Prema Mathai-Davis
Lewis F. Pennock
Ruth H. Quigley
Louis S. Sklar
Larry Soll, Ph.D.
Mark H. Williamson
| Robert H. Graham Chairman and President
Raymond R. Cunningham Executive Vice President
Mark H. Williamson Executive Vice President
Kevin M. Carome Senior Vice President and Chief Legal Officer
Sidney M. Dilgren Vice President and Treasurer
Robert G. Alley Vice President
Stuart W. Coco Vice President
Melville B. Cox Vice President
Karen Dunn Kelley Vice President
Edgar M. Larsen Vice President | 11 Greenway Plaza Houston, TX 77046-1173
Investment Advisor A I M Advisors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173
Sub-Advisor INVESCO Institutional (N.A.), Inc. One Midtown Plaza 1360 Peachtree Street, N.E. Suite 100 Atlanta, GA 30309
Transfer Agent A I M Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739
Custodian State Street Bank and Trust Company 225 Franklin Street Boston, MA 02110
Counsel to the Fund Ballard Spahr Andrews & Ingersoll, LLP 1735 Market Street Philadelphia, PA 19103-7599
Counsel to the Trustees Kramer, Levin, Naftalis & Frankel LLP 919 Third Avenue New York, NY 10022-3852
Distributor A I M Distributors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173 |
Domestic Equity
AIM Aggressive Growth Fund
AIM Balanced Fund*
AIM Basic Balanced Fund*
AIM Basic Value Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund1
AIM Emerging 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 Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund2
AIM Small Cap Growth Fund3
AIM Trimark Endeavor Fund
AM Trimark Small Companies Fund
AIM Weingarten Fund
INVESCO Core Equity Fund
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
INVESCO S&P 500 Index Fund
INVESCO Total Return Fund*
* Domestic equity and income fund
International/Global Equity
AIM Asia Pacific Growth Fund
AIM Developing Markets Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM Global Trends Fund5
AIM Global Value Fund6
AIM International Emerging Growth Fund
AIM International Growth Fund
AIM Trimark Fund
INVESCO International Core Equity Fund7
Sector Equity
AIM Global Health Care Fund
AIM Real Estate Fund
INVESCO Advantage Health Sciences Fund
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Multi-Sector Fund
INVESCO Technology Fund
INVESCO Utilities Fund
Fixed Income
TAXABLE
AIM Floating Rate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Money Market Fund
AIM Short Term Bond Fund
AIM Total Return Bond Fund
INVESCO U.S. Government Money Fund
TAX-FREE
AIM High Income Municipal Fund
AIM Municipal Bond Fund
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
Consider the investment objectives, risks, and charges and expenses carefully. For this and other important information about AIM and INVESCO funds, obtain a prospectus from your financial advisor or AIMinvestments.com and read it thoroughly before investing.
1Effective May 2, 2003, AIM Large Cap Core Equity Fund was renamed AIM Diversified Dividend Fund. 2As of the close of business on February 27, 2004, AIM Mid Cap Core Equity Fund is available to new investors on a limited basis. For information on who may continue to invest in AIM Mid Cap Core Equity Fund, please contact your financial advisor. 3AIM Small Cap Equity Fund was closed to most investors on December 19, 2003. For information on who may continue to invest in AIM Small Cap Equity Fund, please contact your financial advisor. 4AIM Small Cap Growth Fund was closed to most investors on March 18, 2002. For information on who may continue to invest in AIM Small Cap Growth Fund, please contact your financial advisor. 5Effective March 31, 2004, AIM Global Trends Fund was renamed AIM Global Equity Fund. 6Effective April 30, 2003, AIM Worldwide Spectrum Fund was renamed AIM Global Value Fund. 7Effective November 24, 2003, INVESCO International Blue Chip Value Fund was renamed INVESCO International Core Equity Fund.
If used after April, 2004, this brochure must be accompanied by a fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. Mutual funds distributed by A I M Distributors, Inc.
A I M Management Group Inc. has provided leadership in the investment management industry since 1976 and manages $149 billion in assets for approximately 11 million shareholders, including individual investors, corporate clients and financial institutions. AIM is a subsidiary of AMVESCAP PLC, one of the world’s largest independent financial services companies with $371 billion in assets under management. Data as of December 31, 2003.
AIMinvestments.com I-DYN-SAR-1
Your goals. Our solutions.SM
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INVESCO Mid-Cap Growth Fund
Semiannual Report to Shareholders • January 31, 2004
COVER IMAGE
Your goals. Our solutions.SM
AIM LogoSM
INVESCO MID-CAP GROWTH FUND seeks long-term capital growth.
n | Unless otherwise indication, information presented is as of 1/31/04 and is based on total net assets. |
About share classes
n | Effective 9/30/03, Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code, including 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. |
n | Investor Class shares are closed to most investors. For more information on who may continue to invest in the Investor Class shares, please see the appropriate prospectus. |
Principal risks of investing in the fund
n | At any given time, the fund is subject to sector risk, which means a certain sector may underperform other sectors or the market as a whole. The fund is not limited with respect to the sectors in which it can invest. |
n | By concentrating on a small number of holdings, the fund carries greater risk because each investment has a greater effect on the fund’s overall performance. |
n | Investing in small and mid-size companies involves risks not associated with investing in more established companies. Also, small companies have business risk, significant stock price fluctuations and illiquidity. |
n | International investing presents certain risks not associated with investing solely in the United States. These include risks relating to fluctuations in the value of the U.S. dollar relative to the values of other currencies, the custody arrangements made for the fund’s foreign holdings, differences in accounting, political risks and the lesser degree of public information required to be provided by non-U.S. companies. The fund may invest 100% of its assets in the securities of non-U.S. issuers. |
About indexes used in this report
n | The unmanaged Russell Midcap® Growth Index is a subset of the Russell Midcap Index, which represents the performance of the stocks of domestic mid-capitalization companies; the Growth subset measures the performance of Russell Midcap companies with higher price/book ratios and higher forecasted growth values. |
n | The unmanaged Lipper Mid-Cap Growth Fund Index represents an average of the performance of the 30 largest mid-capitalization growth funds tracked by Lipper, Inc., an independent mutual fund performance monitor. |
n | The unmanaged Standard & Poor’s Composite Index of 500 Stocks (the S&P 500® Index) is an index of common stocks frequently used as a general measure of U.S. stock market performance. |
n | The fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the fund may deviate significantly from the performance of the indexes. |
n | A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. |
Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor’s.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 800-959-4246, or on the AIM Web site, AIMinvestments.com.
This report must be accompanied or preceded by a currently effective fund prospectus, which contains more complete information, including sales charges and expenses. Read it carefully before you invest.
Not FDIC Insured May lose value No bank guarantee
AIMinvestments.com
TO OUR SHAREHOLDERS
Dear Fellow Shareholder in The AIM Family of Funds®: | ||
GRAHAM PHOTO | Major stock market indexes here and abroad delivered positive performance during the six months covered by this report. As is historically the case, bond market returns were more modest, but positive as well. The U.S. economy appears to have turned a corner, with solid growth in gross domestic product during the third and fourth quarters of 2003. Overseas, particularly in Europe, economic performance picked up during the second half of 2003. | |
Robert H.Graham | Investors in the United States seem to have regained their confidence. They added $43.8 billion to U.S. stock mutual funds in January 2004 and $496 million to bond funds. By contrast, money market funds, considered a safe haven because of their emphasis on stability of net asset value, suffered large net outflows during the month. As the reporting period closed, total mutual fund assets stood at a record $7.54 trillion.
The durability of these trends is, of course, unpredictable, and we caution our shareholders against thinking that 2004 will see a rerun of the markets’ good performance during 2003. That said, it is also true that the economy appears to have the wind at its back in terms of fiscal, monetary and tax stimulus, and corporate earnings have been strong. | |
What should investors do? They should do what we have always urged: Keep their eyes on their long-term goals, keep their portfolios diversified, and work with their financial advisors to tailor their investments to their risk tolerance and investment objectives. We cannot overemphasize the importance of professional guidance when it comes to selecting investments.
| ||
For information on your fund’s performance and management during the reporting period, please see the management discussion that begins on the following page. | ||
Visit our Web site | ||
As you are aware, the mutual fund industry and AIM Investments have been the subject of allegations and investigations of late surrounding the issues of market timing and late trading in funds. We understand how unsettling this may be for many of our shareholders. We invite you to visit AIMinvestments.com, our Web site, often. We will continue to post updates on these issues as information becomes available. | ||
The Securities and Exchange Commission, which regulates our industry, has already proposed new rules and regulations, and is planning to propose several more, that address the issues of market timing and late trading, among others. The Investment Company Institute, the industry trade group, and we welcome these efforts. We believe comprehensive rule making is necessary and is the best way to establish new industry responsibilities designed to protect shareholders. We support practical rule changes and structural modifications that are fair, enforceable and, most importantly, beneficial for investors. | ||
Should you visit our Web site, we invite you to explore the other material available there, including general investing information, performance updates on our funds, and market and economic commentary from our financial experts. | ||
As always, AIM is committed to building solutions for your investment goals, and we thank you for your continued participation in AIM Investments. If you have any questions, please contact our Client Service representatives at 800-959-4246. | ||
Sincerely, | ||
GRAHAM SIGNATURE | ||
Robert H. Graham Chairman and President | ||
March 9, 2004 |
MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE
Technology, consumer discretionary stocks strengthen INVESCO Mid-Cap Growth returns
During the six-month reporting period ended January 31, 2004, INVESCO Mid-Cap Growth Fund Class A shares returned 17.10% at net asset value. (If sales charges were included, returns would be lower.) Returns of other share classes are found at the bottom of page 3. The fund’s style-specific benchmark, the Russell Midcap Growth Index, returned 19.88%, and the broad-based benchmark, the S&P 500® Index, returned 15.22%.
Market conditions
The S&P 500 Index rallied amid a backdrop of generally improving economic conditions. During this rally, the nation’s gross domestic product (GDP), widely regarded as the broadest measure of economic activity, expanded at an annualized rate of 8.2% in the third quarter and 4.1% in the fourth quarter of 2003. In a report to Congress in February 2004, the Federal Reserve Board (the Fed) noted that industrial production, corporate profits and business and consumer spending all increased during the reporting period.
Indeed, total sales from November 2003 through January 2004 were up 6.2% compared with the same three months a year earlier. The period included the holiday season, which is critical from a sales perspective for many businesses. The Fed also noted in its report that capital spending increased, and there was evidence that some firms had started to build up their inventories. Indicators that business confidence had improved. The housing market also continued to be “robust,” according to the Fed.
Inflation was subdued and interest rates were low. During the reporting period, the Fed kept the short-term federal funds rate at 1.00%, its lowest level since 1958. The job market remained weak, however. While the unemployment rate declined during the reporting period, it was still 5.6% at the end of January 2004.
All sectors of the S&P 500 Index recorded gains for the reporting period. Information technology, energy and industrials were the top-performing sectors while health care, consumer staples and telecommunication services were the weakest-performing sectors.
The multi-year bear market bottomed in March 2003, and the market has steadily climbed since then. During the market rally, small- and mid-cap stocks have generally outpaced large-cap stocks and, as a result, the fund has posted strong gains over the past six months.
Your fund
Over the past six months, we increased the fund’s weighting in the technology, consumer discretionary and telecommunications services sectors and decreased exposure to more defensive sectors, including consumer discretionary, consumer staples and financials. We did this to take better advantage of the economy’s improving momentum and outlook. The fund outperformed the S&P 500 Index for three principal reasons:
n | The fund was overweight in technology in comparison with the S&P 500 Index, and technology was one of the broad-based index’s best-performing sectors. |
n | We had strong stock selection in health care. |
n | We had strong stock selection in consumer staples and industrials. |
The fund’s health care holdings contributed positively to the fund’s performance. Zimmer Holdings (orthopedic implants), Teva Pharmaceutical Industries (generic drugs) and Boston Scientific (drug-coated stents) were the key contributors.
The fund’s industrial sector stocks were positive
TOP 10 EQUITY HOLDINGS*
1. Juniper Networks, Inc. | 2.4 | % | |
2. EchoStar Communications Corp.-Class A | 2.2 | ||
3. Siebel Systems, Inc. | 2.2 | ||
4. Xilinx, Inc. | 2.2 | ||
5. Legg Mason, Inc. | 2.2 | ||
6. Mandalay Resort Group | 2.1 | ||
7. Network Appliance, Inc. | 2.1 | ||
8. Zimmer Holdings, Inc. | 2.0 | ||
9. Univision Communications Inc.-Class A | 1.9 | ||
10. TJX Cos., Inc. (The) | 1.9 |
TOP 10 INDUSTRIES*
1. Semiconductors | 8.0 | % | |
2. Application Software | 7.9 | ||
3. Broadcasting & Cable TV | 7.8 | ||
4. Asset Management & Custody Banks | 6.0 | ||
5. Pharmaceuticals | 5.6 | ||
6. Health Care Equipment | 4.8 | ||
7. Communication Equipment | 4.3 | ||
8. Computer Storage & Peripherals | 3.3 | ||
9. Data Processing & Outsourced Services | 3.0 | ||
10. Industrial Machinery | 2.9 |
* | Excludes money market fund holdings. The fund’s holdings are subject to change, and there is no assurance that the fund will continue to hold any particular security. |
2
contributors. Donaldson Co. (industrial filters), Apollo Group (commercial education) and Robert Half International (professional staffing) fueled strong performance in this sector. Financials also contributed positively to fund performance, with the key stocks being more volatile holdings such as Legg Mason.
While the fund’s technology stocks generally posted impressive gains, they didn’t quite keep pace with the rally in the most speculative tech stocks that had become even more depressed in price at the March 2003 market bottom. We missed a performance opportunity by not holding such stocks as International Game Technology, Electronic Arts and Staples, which returned 91%, 81% and 55%, respectively.
The biggest contributors to fund performance were Juniper Networks, Inc., which returned 65.48% for the reporting period, and Zimmer Holdings, Inc., which returned 59.47%. Juniper Networks, which designs and sells Internet protocol routers for private and public access networks, has experienced impressive growth in a market dominated by Cisco. Early in 2004 Juniper announced plans to acquire NetScreen Technologies in a stock deal initially valued at about $4 billion.
Detracting from fund performance was Gilead Sciences, which declined after the company missed its fourth-quarter earnings projections and forward earnings estimates were revised downward. Also negatively impacting fund performance was The BISYS Group, a data processing outsourcing firm, which declined 26.24% during the reporting period.
The company announced its first quarter (fiscal year 2004) earnings would fall substantially short of estimates due to a shortfall in its insurance customer business. Both stocks were sold during the reporting period.
In closing
We are pleased with the fund’s double-digit returns over the past six months as we continued to seek long-term capital growth by investing at least 80% of the fund’s total net assets in common stock of high quality growth companies with medium market capitalizations.
See important fund and index disclosures inside front cover.
MILLER PHOTO
Timothy J. Miller
Mr. Miller, CFA, is lead portfolio manager of INVESCO Mid-Cap Growth Fund. As INVESCO’s chief investment officer, he is responsible for developing resources and providing overall strategic direction to the investment team and assists in the management of INVESCO’s team-managed growth funds. Prior to joining INVESCO in 1992, Mr. Miller served as an analyst/portfolio manager. His investment career began in 1979. Mr. Miller holds a master’s of business administration from the University of Missouri in St. Louis and a bachelor’s in business administration from St. Louis University.
FENTON PHOTO
Michelle Espelien Fenton
Ms. Fenton, CFA, has more than eight years of investment industry experience. Before joining the investment division of INVESCO in 1998, she worked as an equity analyst. Ms. Fenton received her bachelor’s degree in finance from Montana State University.
FUND VS. INDEXES
Total returns, 7/31/03-1/31/04, excluding applicable sales charges. If sales charges were included, returns would be lower.
Class A Shares | 17.10 | % | ||
Class B Shares | 16.68 | |||
Class C Shares | 16.72 | |||
Institutional Class Shares | 17.24 | |||
Investor Class Shares | 17.07 | |||
Russell Midcap Growth Index | 19.88 | |||
S&P 500 Index | 15.22 | |||
Lipper Mid-Cap Growth Fund Index | 15.37 | |||
Source: Lipper, Inc. | ||||
TOTAL NUMBER OF HOLDINGS* | 76 | |||
TOTAL NET ASSETS | $ | 20.2 million |
[ARROW GRAPHIC LOGO]
For a presentation of your fund’s long-term performance record, please turn the page.
3
LONG-TERM PERFORMANCE
Your fund’s long-term performance
Below you will find a presentation of your fund’s long-term performance record for periods ended 1/31/04, the close of the six-month period covered by this report. As required by industry regulations, we also present long-term performance for periods ended 12/31/03, the most recent calendar quarter-end.
Please read the important disclosure accompanying these tables, which explains how fund performance is calculated and the sales charges, if any, that apply to the share class in which you are invested.
AVERAGE ANNUAL TOTAL RETURNS
As of 1/31/04, including sales charges
Class A Shares | |||
Inception (10/1/01) | 12.29 | % | |
1 Year | 30.13 | ||
Class B Shares | |||
Inception (10/1/01) | 13.12 | % | |
1 Year | 31.82 | ||
Class C Shares | |||
Inception (10/1/01) | 13.90 | % | |
1 Year | 35.78 | ||
Investor Class Shares | |||
Inception (9/3/02) | 27.29 | % | |
1 Year | 37.73 |
AVERAGE ANNUAL TOTAL RETURNS
As of 12/31/03, including sales charges
Class A Shares | |||
Inception (10/1/01) | 11.42 | % | |
1 Year | 24.55 | ||
Class B Shares | |||
Inception (10/1/01) | 12.29 | % | |
1 Year | 25.91 | ||
Class C Shares | |||
Inception (10/1/01) | 13.09 | % | |
1 Year | 29.76 | ||
Investor Class Shares | |||
Inception (9/3/02) | 26.65 | % | |
1 Year | 31.82 |
The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit AIMinvestments.com for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.
When sales charges are included in performance figures, Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the beginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Investor Class shares have no sales charge; therefore, performance quoted is at net asset value. The performance of the fund’s share classes will differ due to different sales charge structures and class expenses.
Had the advisor not waived fees and/or reimbursed expenses, returns would have been lower.
ARROW
BUTTON
IMAGE
For More Information Visit AlMinvestments.con
4
SUPPLEMENT TO SEMIANNUAL REPORT DATED 1/31/04
INVESCO Mid-Cap Growth Fund
INSTITUTIONAL CLASS SHARES
The following information has been prepared to provide Institutional Class shareholders with a performance overview specific to their holdings. Institutional Class shares are offered exclusively to institutional investors, including defined contribution plans that meet certain criteria. Performance of Institutional Class shares will differ from performance of Investor Class shares due to differing sales charges and class expenses.
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 1/31/04
Inception (9/9/98) | 11.90 | % | |
5 Years | 7.80 | ||
1 Year | 38.20 | ||
6 Months* | 17.24 |
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 12/31/03, most recent calendar quarter-end
Inception (9/9/98) | 11.52 | % | |
5 Years | 7.49 | ||
1 Year | 32.10 | ||
6 Months* | 18.77 |
*Cumulative | return that has not been annualized. |
Please note that past performance is not indicative of future results. More recent returns may be more or less than those shown. All returns assume reinvestment of distributions at net asset value. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. See full report for information on comparative benchmarks. If you have questions, please consult your fund prospectus or call 800-525-8085, where you can also obtain more current month-end performance. A I M Distributors, Inc.
FOR INSTITUTIONAL INVESTOR USE ONLY
This material is prepared for institutional investor use only and may not be quoted, reproduced or shown to members of the public, nor used in written form as sales literature for public use.
Your goals. Our solutions.SM | AIM LogoSM | |||
AIMinvestments.com I-MCG-INS-2 |
FINANCIALS
Schedule of Investments
January 31, 2004
(Unaudited)
Shares | Market Value | ||||
Common Stocks & Other Equity Interests–95.89% | |||||
Advertising–0.69% | |||||
Omnicom Group Inc. | 1,700 | $ | 140,080 | ||
Aerospace & Defense–1.32% | |||||
L-3 Communications Holdings, Inc.(a) | 5,000 | 267,300 | |||
Air Freight & Logistics–1.50% | |||||
Robinson (C.H.) Worldwide, Inc. | 8,001 | 303,238 | |||
Apparel Retail–1.87% | |||||
TJX Cos., Inc. (The) | 16,485 | 378,990 | |||
Application Software–7.90% | |||||
Amdocs Ltd. (United Kingdom)(a) | 10,600 | 300,722 | |||
BEA Systems, Inc.(a) | 21,600 | 272,808 | |||
Fair Issac Corp. | 5,300 | 314,661 | |||
Intuit Inc.(a) | 5,350 | 269,747 | |||
Siebel Systems, Inc.(a) | 33,100 | 441,223 | |||
1,599,161 | |||||
Asset Management & Custody Banks–6.01% | |||||
Franklin Resources, Inc. | 5,700 | 329,289 | |||
Legg Mason, Inc. | 4,950 | 438,322 | |||
Northern Trust Corp. | 4,920 | 233,700 | |||
T. Rowe Price Group Inc. | 4,100 | 213,733 | |||
1,215,044 | |||||
Biotechnology–1.74% | |||||
Biotech HOLDRS Trust(a) | 400 | 56,060 | |||
Genzyme Corp.(a) | 5,400 | 296,190 | |||
352,250 | |||||
Broadcasting & Cable TV–7.75% | |||||
Cox Communications, Inc.–Class A(a) | 11,000 | 376,860 | |||
Cox Radio, Inc.–Class A(a) | 7,400 | 172,198 | |||
EchoStar Communications Corp.–Class A(a) | 12,150 | 443,475 | |||
Scripps Co. (E.W.) (The)–Class A | 2,000 | 190,220 | |||
Univision Communications Inc.–Class A(a) | 10,900 | 385,533 | |||
1,568,286 | |||||
Casinos & Gaming–2.42% | |||||
International Game Technology | 1,800 | 67,428 | |||
Mandalay Resort Group | 9,000 | 421,830 | |||
489,258 | |||||
Shares | Market Value | ||||
Communications Equipment–4.29% | |||||
Emulex Corp.(a) | 10,100 | $ | 274,013 | ||
Foundry Networks, Inc.(a) | 4,900 | 116,767 | |||
Juniper Networks, Inc.(a) | 16,500 | 476,685 | |||
867,465 | |||||
Computer Storage & Peripherals–3.31% | |||||
Lexmark International, Inc.(a) | 3,000 | 248,670 | |||
Network Appliance, Inc.(a) | 18,825 | 420,927 | |||
669,597 | |||||
Construction & Farm Machinery & Heavy Trucks–0.89% | |||||
PACCAR Inc. | 2,300 | 180,849 | |||
Data Processing & Outsourced Services–2.98% | |||||
Fiserv, Inc.(a) | 8,447 | 315,580 | |||
Hewitt Associates, Inc.–Class A(a) | 8,300 | 287,180 | |||
602,760 | |||||
Distillers & Vintners–0.51% | |||||
Constellation Brands, Inc.–Class A(a) | 3,100 | 103,974 | |||
Diversified Commercial Services–2.44% | |||||
Apollo Group, Inc.–Class A(a) | 4,215 | 313,006 | |||
Cintas Corp. | 4,000 | 180,600 | |||
493,606 | |||||
Employment Services–1.42% | |||||
Robert Half International Inc.(a) | 12,200 | 286,578 | |||
Environmental Services–0.37% | |||||
Stericycle, Inc.(a) | 1,700 | 75,140 | |||
Food Retail–0.96% | |||||
Whole Foods Market, Inc. | 2,895 | 195,326 | |||
Health Care Distributors–1.63% | |||||
Henry Schein, Inc.(a) | 4,700 | 329,658 | |||
Health Care Equipment–4.77% | |||||
Biomet, Inc. | 4,300 | 166,238 | |||
Boston Scientific Corp.(a) | 3,750 | 152,962 | |||
Stryker Corp. | 2,700 | 239,598 | |||
Zimmer Holdings, Inc.(a) | 5,300 | 405,450 | |||
964,248 | |||||
F-1
Shares | Market Value | ||||
Health Care Services–2.03% | |||||
Caremark Rx, Inc.(a) | 8,000 | $ | 214,000 | ||
Lincare Holdings Inc.(a) | 6,125 | 197,102 | |||
411,102 | |||||
Health Care Supplies–1.06% | |||||
Smith & Nephew PLC (United Kingdom) | 24,600 | 215,059 | |||
Homebuilding–1.10% | |||||
D.R. Horton, Inc. | 3,300 | 92,730 | |||
Pulte Homes, Inc. | 3,000 | 129,420 | |||
222,150 | |||||
Hotels, Resorts & Cruise Lines–1.39% | |||||
Hilton Hotels Corp. | 17,600 | 281,600 | |||
Industrial Gases–0.94% | |||||
Praxair, Inc. | 5,350 | 189,443 | |||
Industrial Machinery–2.91% | |||||
Donaldson Co., Inc. | 5,315 | 287,116 | |||
Eaton Corp. | 2,600 | 301,990 | |||
589,106 | |||||
Integrated Oil & Gas–1.47% | |||||
Murphy Oil Corp. | 4,900 | 296,744 | |||
Leisure Products–1.29% | |||||
Marvel Enterprises, Inc.(a) | 8,100 | 261,063 | |||
Managed Health Care–0.93% | |||||
Anthem, Inc.(a) | 2,300 | 188,094 | |||
Metal & Glass Containers–1.07% | |||||
Ball Corp. | 3,475 | 217,431 | |||
Oil & Gas Equipment & Services–1.63% | |||||
Smith International, Inc.(a) | 6,800 | 329,528 | |||
Oil & Gas Exploration & Production–0.90% | |||||
Apache Corp. | 4,714 | 181,395 | |||
Pharmaceuticals–5.57% | |||||
Barr Pharmaceuticals Inc.(a) | 3,650 | 274,809 | |||
Shire Pharmaceuticals Group PLC–ADR (United Kingdom)(a) | 11,900 | 348,075 | |||
Teva Pharmaceutical Industries Ltd.–ADR (Israel) | 6,000 | 375,540 | |||
Valeant Pharmaceuticals International | 5,500 | 129,140 | |||
1,127,564 | |||||
Shares | Market Value | ||||
Property & Casualty Insurance–1.62% | |||||
Ambac Financial Group, Inc. | 2,917 | $ | 218,104 | ||
SAFECO Corp. | 2,500 | 108,825 | |||
326,929 | |||||
Restaurants–1.42% | |||||
Applebee’s International, Inc. | 2,500 | 95,300 | |||
CBRL Group, Inc. | 2,400 | 90,072 | |||
Starbucks Corp.(a) | 2,800 | 102,928 | |||
288,300 | |||||
Semiconductor Equipment–1.44% | |||||
KLA–Tencor Corp.(a) | 5,100 | 291,057 | |||
Semiconductors–7.97% | |||||
Altera Corp.(a) | 9,625 | 215,504 | |||
Linear Technology Corp. | 8,370 | 334,800 | |||
Maxim Integrated Products, Inc. | 5,885 | 301,018 | |||
Microchip Technology Inc. | 11,125 | 320,400 | |||
Xilinx, Inc.(a) | 10,500 | 440,055 | |||
1,611,777 | |||||
Specialty Stores–1.45% | |||||
Staples, Inc.(a) | 11,000 | 292,710 | |||
Systems Software–2.86% | |||||
Symantec Corp.(a) | 8,400 | 325,920 | |||
VERITAS Software Corp.(a) | 7,700 | 253,022 | |||
578,942 | |||||
Trading Companies & Distributors–1.02% | |||||
Fastenal Co. | �� | 4,275 | 205,542 | ||
Wireless Telecommunication Services–1.05% | |||||
Nextel Partners, Inc.–Class A(a) | 16,400 | 212,052 | |||
Total Common Stocks & Other Equity Interests | 19,400,396 | ||||
Money Market Funds–1.92% | |||||
INVESCO Treasurer’s Series Money Market Reserve Fund (Cost $387,814)(b) | 387,814 | 387,814 | |||
TOTAL INVESTMENTS–97.81% (Cost $16,435,129) | 19,788,210 | ||||
OTHER ASSETS LESS LIABILITIES–2.19% | 442,605 | ||||
NET ASSETS–100.00% | $ | 20,230,815 | |||
InvestmentAbbreviations: |
ADR – American Depositary Receipt |
HOLDRS– Holding Company Depositary Receipts |
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. |
See accompanying notes which are an integral part of the financial statements.
F-2
Statement of Assets and Liabilities
January 31, 2004
(Unaudited)
Assets: | ||||
Investments, at market value (cost $16,047,315) | $ | 19,400,396 | ||
Investments in affiliated money market funds (cost $387,814) | 387,814 | |||
Total investments (cost $16,435,129) | 19,788,210 | |||
Receivables for: | ||||
Investments sold | 395,315 | |||
Fund shares sold | 10,643 | |||
Dividends | 4,130 | |||
Amount due from advisor | 91,702 | |||
Investment for deferred compensation and retirement plans | 2,390 | |||
Other assets | 29,447 | |||
Total assets | 20,321,837 | |||
Liabilities: | ||||
Payables for: | ||||
Investments purchased | 4,384 | |||
Fund shares reacquired | 42,537 | |||
Deferred compensation and retirement plans | 2,429 | |||
Accrued distribution fees | 8,079 | |||
Accrued trustees’ fees | 491 | |||
Accrued operating expenses | 33,102 | |||
Total liabilities | 91,022 | |||
Net assets applicable to shares outstanding | $ | 20,230,815 | ||
Net assets consist of: | ||||
Shares of beneficial interest | $ | 18,072,986 | ||
Undistributed net investment income (loss) | (133,068 | ) | ||
Undistributed net realized gain (loss) from investment securities and foreign currencies | (1,062,184 | ) | ||
Unrealized appreciation of investment securities | 3,353,081 | |||
$ | 20,230,815 | |||
Net Assets: | |||
Class A | $ | 7,406,260 | |
Class B | $ | 3,002,968 | |
Class C | $ | 2,765,577 | |
Investor Class | $ | 5,721,769 | |
Institutional Class | $ | 1,334,241 | |
Shares outstanding, $0.01 par value per share, unlimited number of shares authorized: | |||
Class A | 452,050 | ||
Class B | 186,512 | ||
Class C | 172,842 | ||
Investor Class | 348,668 | ||
Institutional Class | 81,047 | ||
Class A: | |||
Net asset value per share | $ | 16.38 | |
Offering price per share: | |||
(Net asset value of $16.38 ÷ 94.50%) | $ | 17.33 | |
Class B: | |||
Net asset value and offering price per share | $ | 16.10 | |
Class C: | |||
Net asset value and offering price per share | $ | 16.00 | |
Investor Class: | |||
Net asset value and offering price per share | $ | 16.41 | |
Institutional Class: | |||
Net asset value and offering price per share | $ | 16.46 | |
See accompanying notes which are an integral part of the financial statements.
F-3
Statement of Operations
For the six months ended January 31, 2004
(Unaudited)
Investment income: | ||||
Dividends (net of foreign withholding tax of $252) | $ | 32,197 | ||
Dividends from affiliated money market funds | 2,687 | |||
Total investment income | 34,884 | |||
Expenses: | ||||
Advisory fees | 94,140 | |||
Administrative services fees | 9,264 | |||
Custodian fees | 8,282 | |||
Distribution fees: | ||||
Class A | 12,162 | |||
Class B | 13,756 | |||
Class C | 13,112 | |||
Investor Class | 6,423 | |||
Transfer agent fees: | ||||
Class A | 11,358 | |||
Class B | 4,488 | |||
Class C | 5,617 | |||
Investor Class | 19,554 | |||
Institutional Class | 793 | |||
Trustees’ fees | 4,246 | |||
Registration and filing fees | 44,293 | |||
Printing and postage fees | 23,148 | |||
Professional fees | 32,551 | |||
Other | 2,494 | |||
Total expenses | 305,681 | |||
Less: Fees waived and expenses reimbursed | (137,846 | ) | ||
Net expenses | 167,835 | |||
Net investment income (loss) | (132,951 | ) | ||
Realized and unrealized gain from investment securities and foreign currencies: | ||||
Net realized gain from: | ||||
Investment securities | 1,331,417 | |||
Foreign currencies | 286 | |||
1,331,703 | ||||
Change in net unrealized appreciation of investment securities | 1,608,771 | |||
Net gain from investment securities and foreign currencies | 2,940,474 | |||
Net increase in net assets resulting from operations | $ | 2,807,523 | ||
See accompanying notes which are an integral part of the financial statements.
F-4
Statement of Changes in Net Assets
For the six months ended January 31, 2004, the three months ended July 31, 2003 and the year ended April 30, 2003
(Unaudited)
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, 2003 | ||||||||||
Operations: | ||||||||||||
Net investment income (loss) | $ | (132,951 | ) | $ | (54,471 | ) | $ | (131,697 | ) | |||
Net realized gain (loss) from investment securities and foreign currencies | 1,331,703 | 358,022 | (647,698 | ) | ||||||||
Change in net unrealized appreciation (depreciation) of investment securities and foreign currencies | 1,608,771 | 1,153,489 | (380,224 | ) | ||||||||
Net increase (decrease) in net assets resulting from operations | 2,807,523 | 1,457,040 | (1,159,619 | ) | ||||||||
Share transactions–net: | ||||||||||||
Class A | (127,773 | ) | 261,100 | 3,400,934 | ||||||||
Class B | 111,078 | 105,376 | 1,211,254 | |||||||||
Class C | 133,647 | 37,745 | 1,678,542 | |||||||||
Investor Class | 1,168,005 | 954,033 | 2,456,802 | |||||||||
Institutional Class | (149,807 | ) | 37,841 | (938,761 | ) | |||||||
Net increase in net assets resulting from share transactions | 1,135,150 | 1,396,095 | 7,808,771 | |||||||||
Net increase in net assets | 3,942,673 | 2,853,135 | 6,649,152 | |||||||||
Net assets: | ||||||||||||
Beginning of period | 16,288,142 | 13,435,007 | 6,785,855 | |||||||||
End of period (including undistributed net investment income (loss) of $(133,068), $(117) and $(102) for | $ | 20,230,815 | $ | 16,288,142 | $ | 13,435,007 | ||||||
NOTE 1—Significant Accounting Policies
INVESCO Mid-Cap Growth Fund (the “Fund”) is a series portfolio of AIM Stock Funds (the “Trust”, formerly known as, INVESCO Stock Funds, Inc.). 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 four 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’s investment objective is to seek long-term capital growth. 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end, and as such, the net asset value for shareholder transactions may be different than the net asset value reported in these financial statements. 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. |
F-5
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 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. | Expenses — Each Class bears expenses incurred specifically on its behalf and, in addition, each Class bears a portion of general expenses, based on relative net assets of each Class. |
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 at the annual rate of 1.00% of the Fund’s average daily net assets. For the period November 25, 2003 through January 31, 2004, the Fund paid advisory fees to AIM of $36,497. Prior to November 25, 2003, the Trust had an investment advisory agreement with INVESCO Funds Group, Inc. (“IFG”). For the period August 1, 2003 through November 24, 2003, the Fund paid advisory fees to IFG of $57,643. AIM has entered into a sub-advisory agreement with INVESCO Institutional (N.A.), Inc. (“INVESCO”) whereby AIM pays INVESCO 40% of the fee paid by the Fund to AIM.
AIM has contractually agreed to limit total annual operating expenses for Class A, Class B, Class C, Class K, Investor Class and Institutional Class shares to 2.10%, 2.75%, 2.75%, 2.20%, 2.00% and 1.75%, respectively and has voluntarily agreed to limit total annual operating expenses of Class A, Class B, Class C, Class K, Investor Class and Institutional Class shares to 1.65%, 2.30%, 2.30%, 1.75%, 1.55% and 1.30%, respectively. The expense limitations exclude 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. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors after April 30, 2004 upon consultation with the Board of Trustees. 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 money market funds with cash collateral from securities loaned by the Fund, if any). For the six months ended January 31, 2004, AIM waived fees of $30,828.
F-6
NOTE 2—Advisory Fees and Other Fees Paid to Affiliates (continued)
For the period November 25, 2003 through January 31, 2004, AIM reimbursed other class-specific expenses of the Fund of $16,535, $12,309, $12,327, $12,288 and $23,991 for Class A, Class B, Class C, Investor Class and Institutional Class shares, respectively. Prior to November 25, 2003, IFG reimbursed other class-specific expenses of the Fund of $9,461, $3,077, $4,746, $178 and $12,088 for Class A, Class B, Class C, Investor Class and Institutional Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed fund level expenses of the Fund of $18. Prior to November 25, 2003, IFG did not reimburse fund level expenses of the Fund.
AIM is entitled to reimbursement from a Fund that has had fees and expenses absorbed pursuant to these arrangements if such reimbursements do not cause the Fund to exceed the then current expense limitations and the reimbursement is made within three years after AIM incurred the expense. At January 31, 2004, the reimbursement that may potentially be made by the Fund to AIM which will expire during the calendar year ended 2005 for Class A, Class B, Class C, Investor Class and Institutional Class was $30,539, $14,480, $16,192, $7,739 and $25,661, respectively, expiring during the calendar year ended 2006 for Class A, Class B, Class C, Investor Class and Institutional Class was $39,221, $17,947, $22,737, $32,105 and $19,008, respectively and expiring during the calendar year ended 2007 for Class A, Class B, Class C, Investor Class and Institutional Class was $28,642, $17,191, $16,911, $32,849 and $13,490, respectively. During the six months ended January 31, 2004, the Fund did not reimburse AIM for previously reimbursed Fund expenses.
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 period November 25, 2003 through January 31, 2004, AIM was paid $4,545 for such services. Prior to November 25, 2003, the Trust had an administrative services agreement with IFG. For the period August 1, 2003 through November 24, 2003, IFG was paid $4,719 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. Prior to October 1, 2003, the Trust had a transfer agency and service agreement with IFG. For the period August 1, 2003 through September 30, 2003, IFG retained $11,484 for such services. For the period October 1, 2003 through January 31, 2004, AISI retained $28,383 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, Class C, Class K, Investor Class and Institutional Class shares of the Fund. Class K shares have not commenced operations. The Trust has adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Class A, Class B, Class C, Class K and Investor Class 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, 0.45% of the average daily net assets of Class K shares and 0.25% of the average daily net assets of Investor Class shares. Of these amounts, 0.25% of the average daily net assets of the Class A, Class B, Class C or Class K 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 six months ended January 31, 2004, the Class A, Class B, Class C and Investor Class shares paid $12,162, $13,756, $13,112 and $6,423, 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. For the six months ended January 31, 2004 AIM Distributors retained $2,293 in front-end sales commissions from the sale of Class A shares and $7, $0 and $49 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, INVESCO 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”) 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 January 31, 2004.
Fund | Market Value 07/31/2003 | Purchases at Cost | Proceeds from Sales | Unrealized Appreciation (Depreciation) | Market Value 01/31/2004 | Dividend Income | Realized Gain (Loss) | |||||||||||||||
INVESCO Treasurer’s Series Money Market Reserve Fund | $ | 1,050,344 | $ | 11,537,453 | $ | (12,199,983 | ) | $ | — | $ | 387,814 | $ | 2,687 | $ | — | |||||||
F-7
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 six months ended January 31, 2004, the Fund did not receive reductions in transfer agent fees from AISI (an affiliate of AIM) or reductions in custodian fees under expense offset arrangements.
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 six months ended January 31, 2004, the Fund paid legal fees of $517 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 six months ended January 31, 2004.
Effective December 6, 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. The Fund did not borrow under the facility during the six months ended January 31, 2004.
The Fund had available a committed Redemption Line of Credit Facility (“LOC”), from a consortium of national banks, to be used for temporary or emergency purposes to meet redemption needs. The LOC permitted borrowings to a maximum of 10% of the net assets at value of the Fund. Each fund agreed to pay annual fees and interest on the unpaid principal balance based on prevailing market rates as defined in the agreement. The funds which were party to the LOC were charged a commitment fee of 0.10% on the unused balance of the committed line. The Fund did not borrow under the LOC during six months ended January 31, 2004. The LOC expired December 3, 2003.
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—Tax Information
The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be updated at the Fund’s fiscal year-end.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
Expiration | Capital Loss Carryforward | ||
July 31, 2009 | $ | 1,926,559 | |
July 31, 2010 | 117,419 | ||
Total capital loss carryforward | $ | 2,043,978 | |
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 six months ended January 31, 2004 was $10,809,352 and $9,623,997, respectively.
Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis | ||||
Aggregate unrealized appreciation of investment securities | $ | 3,234,433 | ||
Aggregate unrealized (depreciation) of investment securities | (123,821 | ) | ||
Net unrealized appreciation of investment securities | $ | 3,110,612 | ||
Cost of investments for tax purposes is $16,677,598.
F-8
NOTE 9—Share Information
The Fund currently consists of six different classes of shares: Class A shares, Class B shares, Class C shares, Class K shares, Investor Class shares and 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 K shares, Investor Class shares and Institutional Class shares are sold at net asset value. Under some circumstances, Class A shares and Class K 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. Class K shares have not commenced operations.
Changes in Shares Outstanding | |||||||||||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, 2003 | |||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||
Sold: | |||||||||||||||||||||
Class A | 77,625 | $ | 1,199,881 | 49,045 | $ | 662,425 | 378,737 | $ | 4,762,893 | ||||||||||||
Class B | 19,247 | 293,424 | 10,870 | 144,105 | 125,030 | 1,554,913 | |||||||||||||||
Class C | 143,386 | 2,200,743 | 102,319 | 1,341,516 | 210,430 | 2,630,204 | |||||||||||||||
Investor Class * | 707,117 | 10,800,288 | 160,744 | 2,163,284 | 705,662 | 8,614,158 | |||||||||||||||
Institutional Class | 3,545 | 51,911 | 3,864 | 51,600 | 47,746 | 700,351 | |||||||||||||||
Automatic conversion of Class B shares to Class A shares:** |
| ||||||||||||||||||||
Class A | 408 | 6,435 | — | — | — | — | |||||||||||||||
Class B | (415 | ) | (6,435 | ) | — | — | — | — | |||||||||||||
Reacquired: | |||||||||||||||||||||
Class A | (86,872 | ) | (1,334,089 | ) | (29,944 | ) | (401,325 | ) | (112,659 | ) | (1,361,959 | ) | |||||||||
Class B | (11,462 | ) | (175,911 | ) | (2,938 | ) | (38,729 | ) | (28,233 | ) | (343,659 | ) | |||||||||
Class C | (139,036 | ) | (2,067,096 | ) | (99,974 | ) | (1,303,771 | ) | (78,976 | ) | (951,662 | ) | |||||||||
Investor Class * | (629,688 | ) | (9,632,283 | ) | (89,794 | ) | (1,209,251 | ) | (505,373 | ) | (6,157,356 | ) | |||||||||
Institutional Class | (12,916 | ) | (201,718 | ) | (993 | ) | (13,759 | ) | (130,099 | ) | (1,639,112 | ) | |||||||||
70,939 | $ | 1,135,150 | 103,199 | $ | 1,396,095 | 612,265 | $ | 7,808,771 | |||||||||||||
* | Investor Class shares commenced sales on September 3, 2002. |
** | Prior to the six months ended January 31, 2004, conversion of Class B shares to Class A shares were included in Class A shares sold and Class B shares reacquired. |
F-9
NOTE 10—Financial Highlights
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
Class A | ||||||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, 2003 | October 1, 2001 (Date sales commenced) to April 30, 2002 | |||||||||||||
Net asset value, beginning of period | $ | 13.98 | $ | 12.65 | $ | 14.95 | $ | 11.80 | ||||||||
Income from investment operations: | ||||||||||||||||
Net investment income (loss) | (0.10 | ) | (0.00 | ) | (0.12 | ) | (0.10 | )(a) | ||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.50 | 1.33 | (2.18 | ) | 3.25 | |||||||||||
Total from investment operations | 2.40 | 1.33 | (2.30 | ) | 3.15 | |||||||||||
Net asset value, end of period | $ | 16.38 | $ | 13.98 | $ | 12.65 | $ | 14.95 | ||||||||
Total return(b) | 17.17 | % | 10.51 | % | (15.38 | )% | 26.69 | % | ||||||||
Ratios/supplemental data: | ||||||||||||||||
Net assets, end of period (000s omitted) | $ | 7,406 | $ | 6,444 | $ | 5,587 | $ | 2,627 | ||||||||
Ratio of expenses to average net assets: | ||||||||||||||||
With fee waivers and expense reimbursements | 1.65 | %(c) | 1.65 | %(d) | 1.65 | % | 1.65 | %(d) | ||||||||
Without fee waivers and expense reimbursements | 2.73 | %(c) | 2.85 | %(d) | 2.77 | % | 3.09 | %(d) | ||||||||
Ratio of net investment income (loss) to average net assets | (1.28 | )%(c) | (1.28 | )%(d) | (1.16 | )% | (1.44 | )%(d) | ||||||||
Portfolio turnover rate(e) | 54 | % | 23 | % | 50 | % | 23 | % | ||||||||
(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 $6,912,178. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
Class B | ||||||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, 2003 | October 1, 2001 (Date sales commenced) to April 30, 2002 | |||||||||||||
Net asset value, beginning of period | $ | 13.79 | $ | 12.49 | $ | 14.86 | $ | 11.80 | ||||||||
Income from investment operations: | �� | |||||||||||||||
Net investment income (loss) | (0.14 | ) | (0.02 | ) | (0.17 | ) | (0.15 | )(a) | ||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.45 | 1.32 | (2.20 | ) | 3.21 | |||||||||||
Total from investment operations | 2.31 | 1.30 | (2.37 | ) | 3.06 | |||||||||||
Net asset value, end of period | $ | 16.10 | $ | 13.79 | $ | 12.49 | $ | 14.86 | ||||||||
Total return(b) | 16.75 | % | 10.41 | % | (15.95 | )% | 25.93 | % | ||||||||
Ratios/supplemental data: | ||||||||||||||||
Net assets, end of period (000s omitted) | $ | 3,003 | $ | 2,470 | $ | 2,139 | $ | 1,106 | ||||||||
Ratio of expenses to average net assets: | ||||||||||||||||
With fee waivers and expense reimbursements | 2.30 | %(c) | 2.30 | %(d) | 2.30 | % | 2.30 | %(d) | ||||||||
Without fee waivers and expense reimbursements | 3.75 | %(c) | 3.68 | %(d) | 3.71 | % | 4.06 | %(d) | ||||||||
Ratio of net investment income (loss) to average net assets | (1.93 | )%(c) | (1.92 | )%(d) | (1.81 | )% | (2.14 | )%(d) | ||||||||
Portfolio turnover rate(e) | 54 | % | 23 | % | 50 | % | 23 | % | ||||||||
(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 $2,736,142. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-10
NOTE 10—Financial Highlights (continued)
Class C | ||||||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, 2003 | October 1, 2001 (Date sales commenced) to April 30, 2002 | |||||||||||||
Net asset value, beginning of period | $ | 13.70 | $ | 12.42 | $ | 14.84 | $ | 11.80 | ||||||||
Income from investment operations: | ||||||||||||||||
Net investment income (loss) | (0.15 | ) | (0.02 | ) | (0.25 | ) | (0.14 | )(a) | ||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.45 | 1.30 | (2.17 | ) | 3.18 | |||||||||||
Total from investment operations | 2.30 | 1.28 | (2.42 | ) | 3.04 | |||||||||||
Net asset value, end of period | $ | 16.00 | $ | 13.70 | $ | 12.42 | $ | 14.84 | ||||||||
Total return(b) | 16.79 | % | 10.31 | % | (16.31 | )% | 25.76 | % | ||||||||
Ratios/supplemental data: | ||||||||||||||||
Net assets, end of period (000s omitted) | $ | 2,766 | $ | 2,308 | $ | 2,063 | $ | 515 | ||||||||
Ratio of expenses to average net assets: | ||||||||||||||||
With fee waivers and expense reimbursements | 2.30 | %(c) | 2.30 | %(d) | 2.30 | % | 2.30 | %(d) | ||||||||
Without fee waivers and expense reimbursements | 3.93 | %(c) | 3.86 | %(d) | 3.88 | % | 4.45 | %(d) | ||||||||
Ratio of net investment income (loss) to average net assets | (1.93 | )%(c) | (1.92 | )%(d) | (1.80 | )% | (2.13 | )%(d) | ||||||||
Portfolio turnover rate(e) | 54 | % | 23 | % | 50 | % | 23 | % | ||||||||
(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 $2,608,188. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
Investor Class | ||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | September 3, 2002 (Date sales commenced) to April 30, 2003 | ||||||||||
Net asset value, beginning of period | $ | 14.00 | $ | 12.66 | $ | 11.66 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.08 | ) | (0.01 | ) | (0.07 | )(a) | ||||||
Net gains on securities (both realized and unrealized) | 2.49 | 1.35 | 1.07 | |||||||||
Total from investment operations | 2.41 | 1.34 | 1.00 | |||||||||
Net asset value, end of period | $ | 16.41 | $ | 14.00 | $ | 12.66 | ||||||
Total return(b) | 17.21 | % | 10.58 | % | 8.58 | % | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 5,722 | $ | 3,798 | $ | 2,536 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
With fee waivers and expense reimbursements | 1.55 | %(c) | 1.55 | %(d) | 1.55 | %(d) | ||||||
Without fee waivers and expense reimbursements | 3.28 | %(c) | 3.55 | %(d) | 3.57 | %(d) | ||||||
Ratio of net investment income (loss) to average net assets | (1.18 | )%(c) | (1.18 | )%(d) | (1.01 | )%(d) | ||||||
Portfolio turnover rate(e) | 54 | % | 23 | % | 50 | % | ||||||
(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 annualized and based on average daily net assets of $5,110,171. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-11
NOTE 10—Financial Highlights (continued)
Institutional Class | ||||||||||||||||||||||||||||
Six months ended January 31, 2004 | Three months ended July 31, 2003 | Year ended April 30, | September 9, 1998 (Date operations commenced) to April 30, 1999 | |||||||||||||||||||||||||
2003 | 2002 | 2001 | 2000 | |||||||||||||||||||||||||
Net asset value, beginning of period | $ | 14.04 | $ | 12.69 | $ | 14.94 | $ | 14.78 | $ | 19.03 | $ | 12.76 | $ | 10.00 | ||||||||||||||
Income from investment operations: | ||||||||||||||||||||||||||||
Net investment income (loss) | (0.08 | ) | (0.03 | )(a) | (0.11 | )(a) | (0.15 | ) | (0.13 | ) | (0.12 | ) | (0.02 | ) | ||||||||||||||
Net gains (losses) on securities (both realized and unrealized) | 2.50 | 1.38 | (2.14 | ) | 0.31 | (2.38 | ) | 6.41 | 2.78 | |||||||||||||||||||
Total from investment operations | 2.42 | 1.35 | (2.25 | ) | 0.16 | (2.51 | ) | 6.29 | 2.76 | |||||||||||||||||||
Less distributions: | ||||||||||||||||||||||||||||
Distributions from net realized gains | — | — | — | — | (1.64 | ) | (0.02 | ) | — | |||||||||||||||||||
Returns of capital | — | — | — | — | (0.10 | ) | — | — | ||||||||||||||||||||
Total distributions | — | — | — | — | (1.74 | ) | (0.02 | ) | — | |||||||||||||||||||
Net asset value, end of period | $ | 16.46 | $ | 14.04 | $ | 12.69 | $ | 14.94 | $ | 14.78 | $ | 19.03 | $ | 12.76 | ||||||||||||||
Total return(b) | 17.24 | % | 10.64 | % | (15.06 | )% | 1.08 | % | (13.60 | )% | 49.49 | % | 27.50 | % | ||||||||||||||
Ratios/supplemental data: | ||||||||||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 1,334 | $ | 1,269 | $ | 1,111 | $ | 2,538 | $ | 19,742 | $ | 17,703 | $ | 6,185 | ||||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||||||
With fee waivers and expense reimbursements | 1.30 | %(c) | 1.30 | %(d) | 1.30 | % | 1.30 | % | 1.30 | % | 1.31 | % | 1.30 | %(d) | ||||||||||||||
Without fee waivers and expense reimbursements | 3.45 | %(c) | 3.15 | %(d) | 3.35 | % | 2.29 | % | 1.88 | % | 2.48 | % | 7.74 | %(d) | ||||||||||||||
Ratio of net investment income (loss) to average net assets | (0.93 | )%(c) | (0.93 | )%(d) | (0.83 | )% | (1.06 | )% | (0.90 | )% | (0.95 | )% | (0.68 | )%(d) | ||||||||||||||
Portfolio turnover rate(e) | 54 | % | 23 | % | 50 | % | 23 | % | 41 | % | 42 | % | 24 | % | ||||||||||||||
(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 annualized and based on average daily net assets of $1,358,981. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-12
NOTE 11—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 a wide range of issues, including 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 also 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 other 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, the Office of the Secretary of State for West Virginia, the Department of Banking for the State of Connecticut and the Colorado Securities Division. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD Inc. and the SEC, none of which directly bears upon the Fund. 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, the Massachusetts Secretary of the Commonwealth, the Office of the State Auditor for the State of West Virginia and the Department of Banking for the State of Connecticut. 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 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., 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
F-13
NOTE 11—Legal Proceedings (continued)
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; recission 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. The Judicial Panel on Multidistrict Litigation (the “Panel”) has ruled that all actions alleging market timing throughout the mutual fund industry should be transferred to the United States District Court for the District of Maryland for coordinated pre-trial proceedings. Twelve actions filed against IFG have been conditionally transferred to the Panel in Maryland, and IFG and AIM anticipate that all other market timing actions that may be filed or that are already pending against IFG and/or AIM will be transferred to the Panel as well.
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.
F-14
Proxy Results (Unaudited)
A Special Meeting of Shareholders of INVESCO Mid-Cap Growth Fund (“Fund”), a portfolio of AIM Stock Funds (formerly INVESCO Stock Funds, Inc. and AIM Stock Funds, Inc.), (“Company”), a Delaware statutory trust, was held on October 21, 2003. The meeting was adjourned and reconvened on October 28, 2003, on November 4, 2003 and reconvened on November 11, 2003. The meeting was held for the following purposes:
(1)* | To elect sixteen individuals to the Board, each of whom will serve until his or her successor is elected and qualified: Bob R. Baker, Frank S. Bayley, James T. Bunch, Bruce L. Crockett, Albert R. Dowden, Edward K. Dunn, Jr., Jack M. Fields, Carl Frischling, Robert H. Graham, Gerald J. Lewis, Prema Mathai-Davis, Lewis F. Pennock, Ruth H. Quigley, Louis S. Sklar, Larry Soll, Ph D. and Mark H. Williamson. |
(2) | To approve a new Investment Advisory Agreement with A I M Advisors, Inc. |
(3) | To approve a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. |
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. |
The results of the voting on the above matters were as follows:
Trustees/Matter | Votes For | Withholding Authority | ||||
(1)* | Bob R. Baker Frank S. Bayley James T. Bunch Bruce L. Crockett Albert R. Dowden Edward K. Dunn, Jr. Jack M. Fields Carl Frischling Robert H. Graham Gerald J. Lewis Prema Mathai-Davis Lewis F. Pennock Ruth H. Quigley Louis S. Sklar Larry Soll, Ph.D. Mark H. Williamson | 362,405,144 362,437,628 362,488,718 362,515,953 362,455,376 362,445,962 362,484,095 362,371,394 362,402,926 362,263,534 362,317,138 362,372,299 362,270,092 362,404,051 362,452,103 362,227,445 | 19,855,030 19,822,546 19,771,456 19,744,221 19,804,798 19,814,212 19,776,079 19,888,780 19,857,248 19,996,640 19,943,036 19,887,875 19,990,082 19,856,123 19,808,071 20,032,729 |
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(2) | Approval of a new Investment Advisory Agreement with A I M Advisors, Inc. | 855,588 | 13,597 | 9,007 | |||||
(3) | Approval of a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc | 855,004 | 13,537 | 9,651 | |||||
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 302,828,268 | 16,875,556 | 62,556,350 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on October 28, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 326,477,030 | 18,532,333 | 62,801,232 | ** |
F-15
Proxy Results (Unaudited) (continued)
A Special Meeting of Shareholders of the Company noted above was reconvened on November 4, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation | 345,396,965 | 18,782,801 | 62,618,399 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on November 11, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | Approval of an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation | 354,789,002 | 19,165,807 | 57,283,120 | ** |
* | Proposal required approval by a combined vote of all the portfolios of AIM Stock Funds. |
** | Includes Broker Non-Votes |
F-16
OTHER INFORMATION
Trustees and Officers
Board of Trustees | Officers | Office of the Fund | ||
Bob R. Baker
Frank S. Bayley
James T. Bunch
Bruce L. Crockett
Albert R. Dowden
Edward K. Dunn, Jr.
Jack M. Fields
Carl Frischling
Robert H. Graham
Gerald J. Lewis
Prema Mathai-Davis
Lewis F. Pennock
Ruth H. Quigley
Louis S. Sklar
Larry Soll, Ph.D.
Mark H. Williamson
| Robert H. Graham Chairman and President
Raymond R. Cunningham Executive Vice President
Mark H. Williamson Executive Vice President
Kevin M. Carome Senior Vice President and Chief Legal Officer
Sidney M. Dilgren Vice President and Treasurer
Robert G. Alley Vice President
Stuart W. Coco Vice President
Melville B. Cox Vice President
Karen Dunn Kelley Vice President
Edgar M. Larsen Vice President | 11 Greenway Plaza Houston, TX 77046-1173
Investment Advisor A I M Advisors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173
Sub-Advisor INVESCO Institutional (N.A.), Inc. One Midtown Plaza 1360 Peachtree Street, N.E. Suite 100 Atlanta, GA 30309
Transfer Agent A I M Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739
Custodian State Street Bank and Trust Company 225 Franklin Street Boston, MA 02110
Counsel to the Fund Ballard Spahr Andrews & Ingersoll, LLP 1735 Market Street Philadelphia, PA 19103-7599
Counsel to the Trustees Kramer, Levin, Naftalis & Frankel LLP 919 Third Avenue New York, NY 10022-3852
Distributor A I M Distributors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173 |
Domestic Equity
AIM Aggressive Growth Fund
AIM Balanced Fund*
AIM Basic Balanced Fund*
AIM Basic Value Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund1
AIM Emerging 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 Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund2
AIM Small Cap Growth Fund3
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM Weingarten Fund
INVESCO Core Equity Fund
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
INVESCO S&P 500 Index Fund
INVESCO Total Return Fund*
* | Domestic equity and income fund |
International/Global Equity
AIM Asia Pacific Growth Fund
AIM Developing Markets Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM Global Trends Fund5
AIM Global Value Fund6
AIM International Emerging Growth Fund
AIM International Growth Fund
AIM Trimark Fund
INVESCO International Core Equity Fund7
Sector Equity
AIM Global Health Care Fund
AIM Real Estate Fund
INVESCO Advantage Health Sciences Fund
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Multi-Sector Fund
INVESCO Technology Fund
INVESCO Utilities Fund
Fixed Income
TAXABLE
AIM Floating Rate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Money Market Fund
AIM Short Term Bond Fund
AIM Total Return Bond Fund
INVESCO U.S. Government Money Fund
TAX-FREE
AIM High Income Municipal Fund
AIM Municipal Bond Fund
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
Consider the investment objectives, risks, and charges and expenses carefully. For this and other important information about AIM and INVESCO funds, obtain a prospectus from your financial advisor or AIMinvestments.com and read it thoroughly before investing.
1Effective May 2, 2003, AIM Large Cap Core Equity Fund was renamed AIM Diversified Dividend Fund. 2As of the close of business on February 27, 2004, AIM Mid Cap Core Equity Fund is available to new investors on a limited basis. For information on who may continue to invest in AIM Mid Cap Core Equity Fund, please contact your financial advisor. 3AIM Small Cap Equity Fund was closed to most investors on December 19, 2003. For information on who may continue to invest in AIM Small Cap Equity Fund, please contact your financial advisor. 4AIM Small Cap Growth Fund was closed to most investors on March 18, 2002. For information on who may continue to invest in AIM Small Cap Growth Fund, please contact your financial advisor. 5Effective March 31, 2004, AIM Global Trends Fund was renamed AIM Global Equity Fund. 6Effective April 30, 2003, AIM Worldwide Spectrum Fund was renamed AIM Global Value Fund. 7Effective November 24, 2003, INVESCO International Blue Chip Value Fund was renamed INVESCO International Core Equity Fund.
If used after April, 2004, this brochure must be accompanied by a fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. Mutual funds distributed by A I M Distributors, Inc.
A I M Management Group Inc. has provided leadership in the investment management industry since 1976 and manages $149 billion in assets for approximately 11 million shareholders, including individual investors, corporate clients and financial institutions. AIM is a subsidiary of AMVESCAP PLC, one of the world’s largest independent financial services companies with $371 billion in assets under management. Data as of December 31, 2003.
AIMinvestments.co I-MCG-SAR-1
Your goals. Our solutions.SM | ||||||||||||||||
Mutual Funds | Retirement Products | Annuities | College Savings Plans | Separately Managed Accounts | Offshore Products | Alternative Investments | Cash Management | AIM LogoSM |
INVESCO S&P 500 Index Fund
Semiannual Report to Shareholders Ÿ January 31, 2004
COVER IMAGE
Your goals. Our solutions.SM
AIM LogoSM
INVESCO S&P 500 INDEX FUND seeks price performance and income comparable to the Standard & Poor’s 500 Composite Stock Price Index.
n | Unless otherwise stated, information presented is as of 1/31/04 and is based on total net assets. |
About share classes
n | Investor Class shares are closed to most investors. For more information on who may continue to invest in the Investor Class shares, please see the appropriate prospectus. |
Principal risk of investing in the fund
n | The fund is not actively managed; instead, the fund seeks to track the performance of the S&P 500® Index. Therefore, when the S&P 500 Index drops, the value of shares of the fund drops accordingly. The fund makes no effort to hedge against price movements in the S&P 500 Index. Because the fund will incur operating expenses and transaction costs, the funds performance will not track the performance of the S&P 500 Index exactly. |
About index used in this report
n | The unmanaged Standard & Poor’s Composite Index of 500 Stocks (the S&P 500 Index) is an index of common stocks frequently used as a general measure of U.S. stock market performance. |
n | A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. |
Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor’s.
“Standard & Poor’s®,” “S&P®,” “Standard & Poor’s 500” and “500” are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by INVESCO Funds Group, Inc. INVESCO S&P 500 Index Fund is not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in INVESCO S&P 500 Index Fund.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 800-959-4246, or on the AIM Web site, AIMinvestments.com.
This report must be accompanied or preceded by a currently effective fund prospectus, which contains more complete information, including sales charges and expenses. Read it carefully before you invest.
Not FDIC Insured May lose value No bank guarantee
AIMinvestments.com
TO OUR SHAREHOLDERS
GRAHAM
PHOTO
Robert H. Graham
Dear Fellow Shareholder in The AIM Family of Funds®:
Major stock market indexes here and abroad delivered positive performance during the six months covered by this report. As is historically the case, bond market returns were more modest, but positive as well. The U.S. economy appears to have turned a corner, with solid growth in gross domestic product during the third and fourth quarters of 2003. Overseas, particularly in Europe, economic performance picked up during the second half of 2003.
Investors in the United States seem to have regained their confidence. They added $43.8 billion to U.S. stock mutual funds in January 2004 and $496 million to bond funds. By contrast, money market funds, considered a safe haven because of their emphasis on stability of net asset value, suffered large net outflows during the month. As the reporting period closed, total mutual fund assets stood at a record $7.54 trillion.
The durability of these trends is, of course, unpredictable, and we caution our shareholders against thinking that 2004 will see a rerun of the markets’ good performance during 2003. That said, it is also true that the economy appears to have the wind at its back in terms of fiscal, monetary and tax stimulus, and corporate earnings have been strong.
What should investors do? They should do what we have always urged: Keep their eyes on their long-term goals, keep their portfolios diversified, and work with their financial advisors to tailor their investments to their risk tolerance and investment objectives. We cannot overemphasize the importance of professional guidance when it comes to selecting investments.
For information on your fund’s performance and management during the reporting period, please see the management discussion that begins on the following page.
Visit our Web site
As you are aware, the mutual fund industry and AIM Investments have been the subject of allegations and investigations of late surrounding the issues of market timing and late trading in funds. We understand how unsettling this may be for many of our shareholders. We invite you to visit AIMinvestments.com, our Web site, often. We will continue to post updates on these issues as information becomes available.
The Securities and Exchange Commission, which regulates our industry, has already proposed new rules and regulations, and is planning to propose several more, that address the issues of market timing and late trading, among others. The Investment Company Institute, the industry trade group, and we welcome these efforts. We believe comprehensive rule making is necessary and is the best way to establish new industry responsibilities designed to protect shareholders. We support practical rule changes and structural modifications that are fair, enforceable and, most importantly, beneficial for investors.
Should you visit our Web site, we invite you to explore the other material available there, including general investing information, performance updates on our funds, and market and economic commentary from our financial experts.
As always, AIM is committed to building solutions for your investment goals, and we thank you for your continued participation in AIM Investments. If you have any questions, please contact our Client Service representatives at 800-959-4246.
Sincerely,
GRAHAM SIGNATURE
Robert H. Graham
Chairman and President
March 9, 2004
MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE
Fund posts double-digit gains for the reporting period
INVESCO S&P 500 Index Fund is designed to track the performance of the S&P 500 Index, an index composed of common stocks of U.S. companies that is weighted to companies with large market capitalizations. The fund seeks to attain its objective by investing in common stocks that compose the index in approximately the same proportions as they are represented in the S&P 500 Index.
For the six-month period ended January 31, 2004, the net asset value of Investor Class shares increased 14.89%. This return tracked that of the S&P 500 Index over the same period, which gained 15.22%. (Of course, past performance cannot guarantee comparable future results.)
See important fund and index disclosures inside front cover.
FUND VS. S&P, RESULTS OF A $10,000 INVESTMENT
12/31/97-l/31/04
MOUNTAIN CHART
Date | INVESCO S&P 500 Index | S&P 500 | ||
Fund-Investor Class | Index | |||
12/31/97 | 10000 | 10000 | ||
3/31/98 | 11433 | 11394 | ||
6/30/98 | 11923 | 11771 | ||
9/30/98 | 10817 | 10602 | ||
12/31/98 | 13112 | 12858 | ||
3/31/99 | 13749 | 13498 | ||
6/30/99 | 14663 | 14447 | ||
9/30/99 | 13740 | 13546 | ||
12/31/99 | 15762 | 15560 | ||
3/31/00 | 16098 | 15917 | ||
6/30/00 | 15632 | 15494 | ||
9/30/00 | 15465 | 15344 | ||
12/31/00 | 14186 | 14145 | ||
3/31/01 | 12481 | 12470 | ||
6/30/01 | 13198 | 13199 | ||
9/30/01 | 11249 | 11264 | ||
12/31/01 | 12430 | 12468 | ||
3/31/02 | 12443 | 12502 | ||
6/30/02 | 10719 | 10828 | ||
9/30/02 | 8861 | 8958 | ||
12/31/02 | 9591 | 9713 | ||
3/31/03 | 9275 | 9408 | ||
6/30/03 | 10669 | 10855 | ||
9/30/03 | 10926 | 11142 | ||
12/31/03 | 12239 | 12498 | ||
1/04 | 12458 | 12728 |
Source: Lipper, Inc.
Past performance cannot guarantee comparable future results.
Your fund’s total return includes expenses and management fees. The performance of the fund’s share classes will differ due to different class expenses. Performance shown in the chart and the tables opposite do not reflect deduction of taxes a shareholder would pay on fund distributions or sale of fund shares. Performance of the index does not reflect the effects of taxes.
In evaluating this chart, please note that the chart uses a logarithmic scale along the vertical axis (the value scale). This means that each scale increment always represents the same percent change in price; in a linear chart each scale increment always represents the same absolute change in price. In this example, the scale increment between $5,000 and $10,000 is the same as that between $10,000 and $20,000. In a linear chart, the latter scale increment would be twice as large. The benefit of using a logarithmic scale is that it better illustrates performance during the fund’s early years before reinvested distributions and compounding create the potential for the original investment to grow to very large numbers. Had the chart used a linear scale along its vertical axis, you would not be able to see as clearly the movements in the value of the fund and the indexes during the fund’s early years. We use a logarithmic scale in financial reports of funds that have more than five years of performance history.
TOP 10 EQUITY HOLDINGS* | ||||
1. General Electric Co. | 2.9 | % | ||
2. Microsoft Corp. | 2.5 | |||
3. Pfizer Inc. | 2.4 | |||
4. Exxon Mobil Corp. | 2.3 | |||
5. Citigroup Inc. | 2.2 | |||
6. Wal-Mart Stores, Inc. | 2.0 | |||
7. Intel Corp. | 1.7 | |||
8. American International Group, Inc. | 1.5 | |||
9. Cisco Systems, Inc. | 1.5 | |||
10. International Business Machine Corp. | 1.5 | |||
TOP 10 INDUSTRIES* | ||||
1. Pharmaceuticals | 7.4 | % | ||
2. Industrial Conglomerates | 3.9 | |||
3. Diversified Banks | 3.8 | |||
4. Integrated Oil & Gas | 3.7 | |||
5. Systems Software | 3.7 | |||
6. Semiconductors | 3.2 | |||
7. Computer Hardware | 3.1 | |||
8. Communications Equipment | 2.9 | |||
9. Integrated Telecommunication Services | 2.6 | |||
10. Other Diversified Financial Services | 2.3 | |||
TOTAL NUMBER OF HOLDINGS* | 500 | |||
TOTAL NET ASSETS | $ | 245.1 million |
* | Excludes Treasury securities and repurchase agreements. |
The fund’s holdings are subject to change, and there is no assurance that the fund will continue to hold any particular security. |
2
LONG-TERM PERFORMANCE
Your fund’s long-term performance
Below you will find a presentation of your fund’s long-term performance record for periods ended 1/31/04, the close of the six-month period covered by this report. As required by industry regulations, we also present long-term performance for periods ended 12/31/03, the most recent calendar quarter-end.
Please read the important disclosure accompanying these tables, which explains how fund performance is calculated and the sales charges, if any, that apply to the share class in which you are invested.
AVERAGE ANNUAL TOTAL RETURNS | |||
As of 1/31/04 | |||
Investor Class Shares | |||
Inception (12/22/97) | 4.22 | % | |
5 Years | -1.84 | ||
1 Year | 33.57 | ||
AVERAGE ANNUAL TOTAL RETURNS | |||
As of 12/31/03 | |||
Investor Class Shares | |||
Inception ( 12/22/97) | 3.97 | % | |
5 Years | -1.37 | ||
1 Year | 27.62 |
The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit AIMinvestments.com for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.
Investor Class shares have no sales charge; therefore, performance quoted is at net asset value.
A redemption fee of 2% will be imposed on certain redemptions or exchanges out of the fund within 30 days of purchase. Exceptions to the redemption fee are listed in the fund’s prospectus.
Had the advisor not waived fees and/or reimbursed expenses, returns would have been lower.
ARROW | For More Information Visit AIMinvestments.com | |||
BUTTON | ||||
IMAGE |
3
SUPPLEMENT TO SEMIANNUAL REPORT DATED 1/31/04
INVESCO S&P 500 Index Fund
INSTITUTIONAL CLASS SHARES
The following information has been prepared to provide Institutional Class shareholders with a performance overview specific to their holdings. Institutional Class shares are offered exclusively to institutional investors, including defined contribution plans that meet certain criteria. Performance of Institutional Class shares will differ from performance of Investor Class shares due to differing sales charges and class expenses.
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 1/31/04
Inception (12/22/97) | 4.13 | % | |
5 Years | -1.78 | ||
1 Year | 33.79 | ||
6 Months* | 14.99 |
AVERAGE ANNUAL TOTAL RETURNS
For periods ended 12/31/03, most recent calendar quarter-end
Inception (12/22/97) | 3.89 | % | |
5 Years | -1.29 | ||
1 Year | 27.82 | ||
6 Months* | 14.98 |
* Cumulative return that has not been annualized.
Had the advisor not waived fees and/or reimbursed expenses, returns would have been lower.
Please note that past performance is not indicative of future results. More recent returns may be more or less than those shown. All returns assume reinvestment of distributions at net asset value. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. See full report for information on comparative benchmarks. If you have questions, please consult your fund prospectus or call 800-525-8085, where you can also obtain more current month-end performance. A I M Distributors, Inc.
FOR INSTITUTIONAL INVESTOR USE ONLY
This material is prepared for institutional investor use only and may not be quoted, reproduced or shown to members of the public, nor used in written form as sales literature for public use.
Your goals. | ||
Our solutions.SM | AIM LogoSM |
AIMinvestments.com I-SPI-INS-2
FINANCIALS
Schedule of Investments
January 31, 2004
(Unaudited)
Shares | Market Value | ||||
Common Stocks & Other Equity Interests–88.86% | |||||
Advertising–0.19% | |||||
Interpublic Group of Cos., Inc. (The)(a) | 8,602 | $ | 142,277 | ||
Omnicom Group Inc. | 3,943 | 324,903 | |||
467,180 | |||||
Aerospace & Defense–1.62% | |||||
Boeing Co. (The) | 17,510 | 731,042 | |||
General Dynamics Corp. | 4,101 | 374,954 | |||
Goodrich Corp. | 2,410 | 74,348 | |||
Honeywell International Inc. | 17,936 | 647,848 | |||
Lockheed Martin Corp. | 9,356 | 454,889 | |||
Northrop Grumman Corp. | 3,805 | 367,982 | |||
Raytheon Co. | 8,647 | 263,820 | |||
Rockwell Collins, Inc. | 3,637 | 118,894 | |||
United Technologies Corp. | 9,795 | 935,814 | |||
3,969,591 | |||||
Agricultural Products–0.09% | |||||
Archer-Daniels-Midland Co. | 13,506 | 211,504 | |||
Air Freight & Logistics–0.87% | |||||
FedEx Corp. | 6,208 | 417,674 | |||
Ryder System, Inc. | 1,300 | 47,840 | |||
United Parcel Service, Inc.-Class B | 23,400 | 1,667,718 | |||
2,133,232 | |||||
Airlines–0.11% | |||||
Delta Air Lines, Inc. | 2,598 | 27,279 | |||
Southwest Airlines Co. | 16,385 | 244,956 | |||
272,235 | |||||
Aluminum–0.25% | |||||
Alcoa Inc. | 18,012 | 615,650 | |||
Apparel Retail–0.32% | |||||
Gap, Inc. (The) | 18,694 | 347,335 | |||
Limited Brands | 10,755 | 195,741 | |||
TJX Cos., Inc. (The) | 10,476 | 240,843 | |||
783,919 | |||||
Apparel, Accessories & Luxury Goods–0.11% | |||||
Jones Apparel Group, Inc. | 2,600 | 88,582 | |||
Liz Claiborne, Inc. | 2,300 | 82,271 | |||
V. F. Corp. | 2,217 | 94,222 | |||
265,075 | |||||
Shares | Market Value | ||||
Application Software–0.33% | |||||
Autodesk, Inc. | 2,300 | $ | 58,765 | ||
Citrix Systems, Inc.(a) | 3,400 | 68,374 | |||
Compuware Corp.(a) | 8,000 | 64,240 | |||
Intuit Inc.(a) | 4,131 | 208,285 | |||
Mercury Interactive Corp.(a) | 1,900 | 89,186 | |||
Parametric Technology Corp.(a) | 5,536 | 23,196 | |||
PeopleSoft, Inc.(a) | 7,804 | 168,176 | |||
Siebel Systems, Inc.(a) | 10,300 | 137,299 | |||
817,521 | |||||
Asset Management & Custody Banks–0.81% | |||||
Bank of New York Co., Inc. (The) | 16,102 | 511,238 | |||
Federated Investors, Inc.-Class B | 2,300 | 71,047 | |||
Franklin Resources, Inc. | 5,200 | 300,404 | |||
Janus Capital Group Inc. | 5,000 | 83,900 | |||
Mellon Financial Corp. | 8,984 | 293,867 | |||
Northern Trust Corp. | 4,600 | 218,500 | |||
State Street Corp. | 6,956 | 374,581 | |||
T. Rowe Price Group Inc. | 2,600 | 135,538 | |||
1,989,075 | |||||
Auto Parts & Equipment–0.18% | |||||
Dana Corp. | 3,107 | 64,626 | |||
Delphi Corp. | 11,630 | 123,045 | |||
Johnson Controls, Inc. | 3,758 | 221,158 | |||
Visteon Corp. | 2,742 | 29,339 | |||
438,168 | |||||
Automobile Manufacturers–0.46% | |||||
Ford Motor Co. | 38,117 | 554,221 | |||
General Motors Corp. | 11,664 | 579,468 | |||
1,133,689 | |||||
Biotechnology–1.06% | |||||
Amgen Inc.(a) | 26,846 | 1,731,299 | |||
Biogen Idec Inc.(a) | 6,808 | 291,314 | |||
Chiron Corp.(a) | 3,900 | 201,630 | |||
Genzyme Corp.(a) | 4,665 | 255,875 | |||
MedImmune, Inc.(a) | 5,200 | 122,200 | |||
2,602,318 | |||||
Brewers–0.37% | |||||
Anheuser-Busch Cos., Inc. | 16,959 | 860,160 | |||
Coors (Adolph) Co.-Class B | 756 | 42,744 | |||
902,904 | |||||
F-1
Shares | Market Value | ||||
Broadcasting & Cable TV–0.98% | |||||
Clear Channel Communications, Inc. | 12,803 | $ | 576,007 | ||
Comcast Corp.-Class A(a) | 46,842 | 1,598,249 | |||
Univision Communications Inc.-Class A(a) | 6,696 | 236,838 | |||
2,411,094 | |||||
Building Products–0.17% | |||||
American Standard Cos. Inc.(a) | 1,500 | 159,300 | |||
Masco Corp. | 9,640 | 257,002 | |||
416,302 | |||||
Casinos & Gaming–0.16% | |||||
Harrah’s Entertainment, Inc. | 2,314 | 122,642 | |||
International Game Technology | 7,200 | 269,712 | |||
392,354 | |||||
Commercial Printing–0.03% | |||||
Donnelley (R.R.) & Sons Co. | 2,320 | 72,500 | |||
Communications Equipment–2.88% | |||||
ADC Telecommunications, Inc.(a) | 16,800 | 58,800 | |||
Andrew Corp.(a) | 3,213 | 55,071 | |||
Avaya Inc.(a) | 8,678 | 150,824 | |||
CIENA Corp.(a) | 9,900 | 71,775 | |||
Cisco Systems, Inc.(a) | 143,697 | 3,684,391 | |||
Comverse Technology, Inc.(a) | 4,013 | 70,629 | |||
Corning Inc.(a) | 27,688 | 357,729 | |||
JDS Uniphase Corp.(a) | 29,868 | 152,327 | |||
Lucent Technologies Inc.(a) | 87,291 | 391,064 | |||
Motorola, Inc. | 48,503 | 804,180 | |||
QLogic Corp.(a) | 1,960 | 88,122 | |||
QUALCOMM Inc. | 16,654 | 972,927 | |||
Scientific-Atlanta, Inc. | 3,122 | 105,648 | |||
Tellabs, Inc.(a) | 8,684 | 85,972 | |||
7,049,459 | |||||
Computer & Electronics Retail–0.20% | |||||
Best Buy Co., Inc. | 6,736 | 339,427 | |||
Circuit City Stores, Inc. | 4,328 | 46,310 | |||
RadioShack Corp. | 3,428 | 111,684 | |||
497,421 | |||||
Computer Hardware–3.06% | |||||
Apple Computer, Inc.(a) | 7,536 | 170,012 | |||
Dell Inc.(a) | 53,297 | 1,783,851 | |||
Gateway, Inc.(a) | 6,800 | 32,096 | |||
Hewlett-Packard Co. | 63,514 | 1,510,998 | |||
International Business Machines Corp. | 35,811 | 3,553,526 | |||
NCR Corp.(a) | 2,000 | 83,100 | |||
Sun Microsystems, Inc.(a) | 67,999 | 361,075 | |||
7,494,658 | |||||
Shares | Market Value | ||||
Computer Storage & Peripherals–0.44% | |||||
EMC Corp.(a) | 50,024 | $ | 702,337 | ||
Lexmark International, Inc.(a) | 2,663 | 220,736 | |||
Network Appliance, Inc.(a) | 7,200 | 160,992 | |||
1,084,065 | |||||
Construction & Engineering–0.03% | |||||
Fluor Corp. | 1,712 | 63,447 | |||
Construction & Farm Machinery & Heavy Trucks–0.48% | |||||
Caterpillar Inc. | 7,228 | 564,724 | |||
Cummins Inc. | 863 | 43,780 | |||
Deere & Co. | 4,995 | 312,687 | |||
Navistar International Corp.(a) | 1,400 | 66,570 | |||
PACCAR Inc. | 2,424 | 190,599 | |||
1,178,360 | |||||
Construction Materials–0.04% | |||||
Vulcan Materials Co. | 2,100 | 100,170 | |||
Consumer Finance–1.18% | |||||
American Express Co. | 26,768 | 1,387,653 | |||
Capital One Financial Corp. | 4,826 | 343,032 | |||
MBNA Corp. | 26,614 | 717,513 | |||
Providian Financial Corp.(a) | 6,038 | 82,660 | |||
SLM Corp. | 9,400 | 360,960 | |||
2,891,818 | |||||
Data Processing & Outsourced Services–0.99% | |||||
Automatic Data Processing, Inc. | 12,338 | 527,449 | |||
Computer Sciences Corp.(a) | 3,902 | 174,224 | |||
Concord EFS, Inc.(a) | 9,681 | 136,696 | |||
Convergys Corp.(a) | 2,969 | 49,642 | |||
Electronic Data Systems Corp. | 10,000 | 239,600 | |||
First Data Corp. | 15,170 | 594,057 | |||
Fiserv, Inc.(a) | 4,050 | 151,308 | |||
Paychex, Inc. | 7,848 | 294,143 | |||
Sabre Holdings Corp. | 2,937 | 62,000 | |||
SunGard Data Systems Inc.(a) | 6,000 | 186,780 | |||
2,415,899 | |||||
Department Stores–0.49% | |||||
Dillards, Inc.-Class A | 1,715 | 29,086 | |||
Federated Department Stores, Inc. | 3,738 | 177,480 | |||
J.C. Penney Co., Inc. | 5,664 | 148,284 | |||
Kohl’s Corp.(a) | 7,060 | 312,758 | |||
May Department Stores Co. (The) | 6,028 | 198,321 | |||
Nordstrom, Inc. | 2,900 | 113,970 | |||
Sears, Roebuck & Co. | 5,254 | 232,489 | |||
1,212,388 | |||||
F-2
Shares | Market Value | ||||
Distillers & Vintners–0.05% | |||||
Brown-Forman Corp.-Class B | 2,522 | $ | 117,803 | ||
Distributors–0.05% | |||||
Genuine Parts Co. | 3,625 | 119,480 | |||
Diversified Banks–3.80% | |||||
Bank of America Corp. | 30,928 | 2,519,395 | |||
Bank One Corp. | 23,270 | 1,177,695 | |||
Comerica Inc. | 3,645 | 208,166 | |||
FleetBoston Financial Corp. | 21,951 | 978,576 | |||
U.S. Bancorp | 40,165 | 1,135,465 | |||
Wachovia Corp. | 27,554 | 1,274,097 | |||
Wells Fargo & Co. | 35,220 | 2,021,980 | |||
9,315,374 | |||||
Diversified Capital Markets–0.67% | |||||
J.P. Morgan Chase & Co. | 42,503 | 1,652,942 | |||
Diversified Chemicals–0.85% | |||||
Dow Chemical Co. (The) | 19,161 | 803,804 | |||
E. I. du Pont de Nemours & Co. | 20,722 | 909,696 | |||
Eastman Chemical Co. | 1,611 | 64,263 | |||
Engelhard Corp. | 2,620 | 74,329 | |||
Hercules Inc.(a) | 2,313 | 28,219 | |||
PPG Industries, Inc. | 3,517 | 204,795 | |||
2,085,106 | |||||
Diversified Commercial Services–0.51% | |||||
Apollo Group, Inc.-Class A(a) | 3,655 | 271,420 | |||
Cendant Corp.(a) | 21,079 | 477,439 | |||
Cintas Corp. | 3,545 | 160,057 | |||
Deluxe Corp. | 1,011 | 40,834 | |||
Equifax Inc. | 2,921 | 75,975 | |||
H&R Block, Inc. | 3,730 | 216,079 | |||
1,241,804 | |||||
Diversified Metals & Mining–0.12% | |||||
Freeport-McMoRan Copper & Gold, Inc.-Class B | 4,087 | 150,647 | |||
Phelps Dodge Corp.(a) | 1,851 | 140,065 | |||
290,712 | |||||
Drug Retail–0.42% | |||||
CVS Corp. | 8,226 | 293,833 | |||
Walgreen Co. | 21,346 | 737,504 | |||
1,031,337 | |||||
Electric Utilities–1.79% | |||||
Allegheny Energy, Inc.(a) | 2,600 | 32,812 | |||
Ameren Corp. | 3,365 | 162,496 | |||
American Electric Power Co., Inc. | 8,203 | 267,828 | |||
CenterPoint Energy, Inc. | 6,340 | 66,570 | |||
Shares | Market Value | ||||
Electric Utilities–(Continued) | |||||
Cinergy Corp. | 3,722 | $ | 143,930 | ||
CMS Energy Corp.(a) | 3,355 | 29,457 | |||
Consolidated Edison, Inc. | 4,654 | 203,985 | |||
Dominion Resources, Inc. | 6,752 | 433,208 | |||
DTE Energy Co. | 3,520 | 137,632 | |||
Edison International | 6,753 | 148,566 | |||
Entergy Corp. | 4,734 | 276,844 | |||
Exelon Corp. | 6,807 | 455,933 | |||
FirstEnergy Corp. | 6,889 | 258,475 | |||
FPL Group, Inc. | 3,819 | 251,099 | |||
PG&E Corp.(a) | 8,661 | 232,548 | |||
Pinnacle West Capital Corp. | 1,900 | 74,575 | |||
PPL Corp. | 3,675 | 168,021 | |||
Progress Energy, Inc. | 5,101 | 228,423 | |||
Southern Co. (The) | 15,252 | 454,510 | |||
TECO Energy, Inc. | 3,931 | 56,095 | |||
TXU Corp. | 6,762 | 162,288 | |||
Xcel Energy, Inc. | 8,340 | 144,449 | |||
4,389,744 | |||||
Electrical Components & Equipment–0.38% | |||||
American Power Conversion Corp. | 4,100 | 101,639 | |||
Cooper Industries, Ltd.-Class A (Bermuda) | 1,917 | 107,927 | |||
Emerson Electric Co. | 8,757 | 559,572 | |||
Power-One, Inc.(a) | 1,700 | 21,284 | |||
Rockwell Automation, Inc. | 3,837 | 124,971 | |||
Thomas & Betts Corp.(a) | 1,200 | 24,876 | |||
940,269 | |||||
Electronic Equipment Manufacturers–0.30% | |||||
Agilent Technologies, Inc.(a) | 9,898 | 364,840 | |||
PerkinElmer, Inc. | 2,600 | 53,690 | |||
Symbol Technologies, Inc. | 4,750 | 82,175 | |||
Tektronix, Inc. | 1,800 | 55,926 | |||
Thermo Electron Corp.(a) | 3,421 | 95,343 | |||
Waters Corp.(a) | 2,500 | 94,775 | |||
746,749 | |||||
Electronic Manufacturing Services–0.22% | |||||
Jabil Circuit, Inc.(a) | 4,200 | 124,320 | |||
Molex Inc. | 3,975 | 138,091 | |||
Sanmina-SCI Corp.(a) | 10,768 | 141,168 | |||
Solectron Corp.(a) | 17,401 | 123,547 | |||
527,126 | |||||
Employment Services–0.06% | |||||
Monster Worldwide Inc.(a) | 2,300 | 56,304 | |||
Robert Half International Inc.(a) | 3,600 | 84,564 | |||
140,868 | |||||
F-3
Shares | Market Value | ||||
Environmental Services–0.17% | |||||
Allied Waste Industries, Inc.(a) | 6,665 | $ | 90,977 | ||
Waste Management, Inc. | 12,124 | 336,562 | |||
427,539 | |||||
Fertilizers & Agricultural Chemicals–0.07% | |||||
Monsanto Co. | 5,470 | 167,327 | |||
Food Distributors–0.21% | |||||
Sysco Corp. | 13,448 | 510,083 | |||
Food Retail–0.32% | |||||
Albertson’s, Inc. | 7,666 | 179,078 | |||
Kroger Co. (The)(a) | 15,509 | 287,382 | |||
Safeway Inc.(a) | 9,200 | 207,828 | |||
SUPERVALU INC. | 2,800 | 80,920 | |||
Winn-Dixie Stores, Inc. | 2,921 | 19,162 | |||
774,370 | |||||
Footwear–0.17% | |||||
NIKE, Inc.-Class B | 5,462 | 380,483 | |||
Reebok International Ltd. | 1,200 | 46,536 | |||
427,019 | |||||
Forest Products–0.13% | |||||
Louisiana-Pacific Corp.(a) | 2,215 | 47,113 | |||
Weyerhaeuser Co. | 4,558 | 280,135 | |||
327,248 | |||||
Gas Utilities–0.24% | |||||
KeySpan Corp. | 3,300 | 120,351 | |||
Kinder Morgan, Inc. | 2,564 | 151,276 | |||
Nicor Inc. | 900 | 29,835 | |||
NiSource Inc. | 5,501 | 115,521 | |||
Peoples Energy Corp. | 800 | 33,968 | |||
Sempra Energy | 4,728 | 147,230 | |||
598,181 | |||||
General Merchandise Stores–0.42% | |||||
Big Lots, Inc.(a) | 2,429 | 34,322 | |||
Dollar General Corp. | 7,015 | 155,873 | |||
Family Dollar Stores, Inc. | 3,600 | 124,704 | |||
Target Corp. | 18,972 | 720,177 | |||
1,035,076 | |||||
Gold–0.15% | |||||
Newmont Mining Corp. | 8,986 | 374,357 | |||
Health Care Distributors–0.36% | |||||
AmerisourceBergen Corp. | 2,329 | 128,211 | |||
Cardinal Health, Inc. | 9,011 | 577,695 | |||
McKesson Corp. | 6,041 | 177,485 | |||
883,391 | |||||
Shares | Market Value | ||||
�� | |||||
Health Care Equipment–1.79% | |||||
Applera Corp.-Applied Biosystems Group | 4,300 | $ | 101,652 | ||
Bard (C.R.), Inc. | 1,077 | 101,453 | |||
Baxter International Inc. | 12,664 | 369,156 | |||
Becton, Dickinson & Co. | 5,281 | 237,962 | |||
Biomet, Inc. | 5,361 | 207,256 | |||
Boston Scientific Corp.(a) | 17,012 | 693,919 | |||
Guidant Corp. | 6,494 | 414,837 | |||
Medtronic, Inc. | 25,205 | 1,240,590 | |||
St. Jude Medical, Inc.(a) | 3,572 | 256,648 | |||
Stryker Corp. | 4,141 | 367,472 | |||
Zimmer Holdings, Inc.(a) | 5,033 | 385,024 | |||
4,375,969 | |||||
Health Care Facilities–0.31% | |||||
HCA Inc. | 10,289 | 461,976 | |||
Health Management Associates, Inc.-Class A | 5,000 | 122,550 | |||
Manor Care, Inc. | 1,900 | 67,830 | |||
Tenet Healthcare Corp.(a) | 9,647 | 119,623 | |||
771,979 | |||||
Health Care Services–0.26% | |||||
Express Scripts, Inc.(a) | 1,635 | 113,093 | |||
IMS Health Inc. | 5,012 | 128,959 | |||
Medco Health Solutions, Inc.(a) | 5,628 | 207,392 | |||
Quest Diagnostics Inc. | 2,163 | 183,855 | |||
633,299 | |||||
Health Care Supplies–0.05% | |||||
Bausch & Lomb Inc. | 1,100 | 59,125 | |||
Millipore Corp.(a) | 1,000 | 51,950 | |||
111,075 | |||||
Home Entertainment Software–0.12% | |||||
Electronic Arts Inc.(a) | 6,222 | 291,563 | |||
Home Furnishings–0.04% | |||||
Leggett & Platt, Inc. | 4,000 | 98,560 | |||
Home Improvement Retail–1.09% | |||||
Home Depot, Inc. (The) | 47,360 | 1,679,859 | |||
Lowe’s Cos., Inc. | 16,396 | 878,006 | |||
Sherwin-Williams Co. (The) | 3,024 | 102,030 | |||
2,659,895 | |||||
Homebuilding–0.13% | |||||
Centex Corp. | 1,300 | 137,670 | |||
KB HOME | 964 | 65,109 | |||
Pulte Homes, Inc. | 2,556 | 110,266 | |||
313,045 | |||||
F-4
Shares | Market Value | ||||
Hotels, Resorts & Cruise Lines–0.44% | |||||
Carnival Corp. (Panama) | 13,100 | $ | 581,902 | ||
Hilton Hotels Corp. | 7,935 | 126,960 | |||
Marriott International, Inc.-Class A | 4,813 | 213,649 | |||
Starwood Hotels & Resorts Worldwide, Inc. | 4,200 | 148,428 | |||
1,070,939 | |||||
Household Appliances–0.14% | |||||
Black & Decker Corp. (The) | 1,613 | 82,666 | |||
Maytag Corp. | 1,613 | 46,196 | |||
Snap-on Inc. | 1,200 | 37,380 | |||
Stanley Works (The) | 1,687 | 63,904 | |||
Whirlpool Corp. | 1,431 | 108,684 | |||
338,830 | |||||
Household Products–1.69% | |||||
Clorox Co. (The) | 4,392 | 214,681 | |||
Colgate-Palmolive Co. | 11,188 | 573,609 | |||
Kimberly-Clark Corp. | 10,500 | 620,130 | |||
Procter & Gamble Co. (The) | 26,982 | 2,727,341 | |||
4,135,761 | |||||
Housewares & Specialties–0.16% | |||||
American Greetings Corp.-Class A(a) | 1,410 | 29,582 | |||
Fortune Brands, Inc. | 3,024 | 212,134 | |||
Newell Rubbermaid Inc. | 5,753 | 140,546 | |||
Tupperware Corp. | 1,200 | 21,180 | |||
403,442 | |||||
Hypermarkets & Super Centers–2.12% | |||||
Costco Wholesale Corp.(a) | 9,528 | 353,298 | |||
Wal-Mart Stores, Inc. | 90,085 | 4,851,077 | |||
5,204,375 | |||||
Industrial Conglomerates–3.91% | |||||
General Electric Co. | 209,007 | 7,028,905 | |||
Textron Inc. | 2,808 | 149,610 | |||
3M Co. | 16,337 | 1,292,093 | |||
Tyco International Ltd. (Bermuda) | 41,623 | 1,113,415 | |||
9,584,023 | |||||
Industrial Gases–0.19% | |||||
Air Products & Chemicals, Inc. | 4,744 | 236,773 | |||
Praxair, Inc. | 6,778 | 240,009 | |||
476,782 | |||||
Industrial Machinery–0.73% | |||||
Crane Co. | 1,250 | 37,550 | |||
Danaher Corp. | 3,200 | 292,960 | |||
Dover Corp. | 4,246 | 175,445 | |||
Eaton Corp. | 1,581 | 183,633 | |||
Illinois Tool Works Inc. | 6,413 | 500,855 | |||
Shares | Market Value | ||||
Industrial Machinery–(Continued) | |||||
Ingersoll-Rand Co.-Class A (Bermuda) | 3,611 | $ | 240,240 | ||
ITT Industries, Inc. | 1,917 | 142,893 | |||
Pall Corp. | 2,618 | 68,068 | |||
Parker Hannifin Corp. | 2,457 | 135,110 | |||
1,776,754 | |||||
Insurance Brokers–0.28% | |||||
Aon Corp. | 6,515 | 160,074 | |||
Marsh & McLennan Cos., Inc. | 11,037 | 517,966 | |||
678,040 | |||||
Integrated Oil & Gas–3.73% | |||||
Amerada Hess Corp. | 1,870 | 105,449 | |||
ChevronTexaco Corp. | 22,251 | 1,921,374 | |||
ConocoPhillips | 14,170 | 933,520 | |||
Exxon Mobil Corp. | 137,587 | 5,612,174 | |||
Marathon Oil Corp. | 6,489 | 210,763 | |||
Occidental Petroleum Corp. | 8,016 | 353,105 | |||
9,136,385 | |||||
Integrated Telecommunication Services–2.55% | |||||
ALLTEL Corp. | 6,470 | 314,960 | |||
AT&T Corp. | 16,419 | 319,514 | |||
BellSouth Corp. | 38,502 | 1,125,413 | |||
CenturyTel, Inc. | 3,000 | 79,200 | |||
Citizens Communications Co.(a) | 5,900 | 69,207 | |||
Qwest Communications International Inc.(a) | 36,808 | 148,704 | |||
SBC Communications Inc. | 68,913 | 1,757,281 | |||
Sprint Corp. | 18,784 | 327,029 | |||
Verizon Communications Inc. | 57,483 | 2,118,823 | |||
6,260,131 | |||||
Internet Retail–0.37% | |||||
eBay Inc.(a) | 13,454 | 901,822 | |||
Internet Software & Services–0.26% | |||||
Yahoo! Inc.(a) | 13,682 | 641,002 | |||
Investment Banking & Brokerage–1.81% | |||||
Bear Stearns Cos. Inc. (The) | 2,040 | 167,994 | |||
Charles Schwab Corp. (The) | 28,283 | 356,083 | |||
Goldman Sachs Group, Inc. (The) | 9,859 | 981,463 | |||
Lehman Brothers Holdings Inc. | 5,652 | 464,029 | |||
Merrill Lynch & Co., Inc. | 19,677 | 1,156,811 | |||
Morgan Stanley | 22,522 | 1,311,006 | |||
4,437,386 | |||||
IT Consulting & Other Services–0.04% | |||||
Unisys Corp.(a) | 6,925 | 95,842 | |||
F-5
Shares | Market Value | ||||
Leisure Products–0.13% | |||||
Brunswick Corp. | 1,914 | $ | 66,703 | ||
Hasbro, Inc. | 3,677 | 72,621 | |||
Mattel, Inc. | 8,948 | 169,207 | |||
308,531 | |||||
Life & Health Insurance–0.89% | |||||
AFLAC Inc. | 10,700 | 394,616 | |||
Jefferson-Pilot Corp. | 2,922 | 150,015 | |||
John Hancock Financial Services, Inc. | 6,000 | 248,880 | |||
Lincoln National Corp. | 3,734 | 164,856 | |||
MetLife, Inc. | 15,800 | 530,090 | |||
Prudential Financial, Inc. | 11,250 | 489,375 | |||
Torchmark Corp. | 2,375 | 112,670 | |||
UnumProvident Corp. | 6,155 | 96,203 | |||
2,186,705 | |||||
Managed Health Care–0.73% | |||||
Aetna Inc. | 3,198 | 223,860 | |||
Anthem, Inc.(a) | 2,900 | 237,162 | |||
CIGNA Corp. | 2,947 | 182,773 | |||
Humana Inc.(a) | 3,323 | 77,526 | |||
UnitedHealth Group Inc. | 12,211 | 743,406 | |||
WellPoint Health Networks Inc.(a) | 3,162 | 332,010 | |||
1,796,737 | |||||
Metal & Glass Containers–0.06% | |||||
Ball Corp. | 1,200 | 75,084 | |||
Pactiv Corp.(a) | 3,224 | 69,929 | |||
145,013 | |||||
Motorcycle Manufacturers–0.13% | |||||
Harley-Davidson, Inc. | 6,300 | 321,552 | |||
Movies & Entertainment–1.69% | |||||
Time Warner Inc.(a) | 94,123 | 1,653,741 | |||
Viacom Inc.-Class B | 36,406 | 1,467,162 | |||
Walt Disney Co. (The) | 42,529 | 1,020,696 | |||
4,141,599 | |||||
Multi-Line Insurance–1.78% | |||||
American International Group, Inc. | 54,261 | 3,768,426 | |||
Hartford Financial Services Group, Inc. (The) | 5,888 | 378,834 | |||
Loews Corp. | 3,852 | 206,698 | |||
4,353,958 | |||||
Multi-Utilities & Unregulated Power–0.49% | |||||
AES Corp. (The)(a) | 13,000 | 126,880 | |||
Calpine Corp.(a) | 8,628 | 50,215 | |||
Constellation Energy Group, Inc. | 3,471 | 139,638 | |||
Duke Energy Corp. | 18,890 | 410,480 | |||
Shares | Market Value | ||||
Multi-Utilities & Unregulated Power–(Continued) | |||||
Dynegy Inc.-Class A(a) | 7,850 | $ | 35,089 | ||
El Paso Corp. | 12,660 | 107,610 | |||
Public Service Enterprise Group Inc. | 4,895 | 222,429 | |||
Williams Cos., Inc. (The) | 10,763 | 109,137 | |||
1,201,478 | |||||
Office Electronics–0.10% | |||||
Xerox Corp.(a) | 16,528 | 241,970 | |||
Office Services & Supplies–0.14% | |||||
Avery Dennison Corp. | 2,314 | 143,838 | |||
Pitney Bowes Inc. | 4,890 | 198,436 | |||
342,274 | |||||
Oil & Gas Drilling–0.19% | |||||
Nabors Industries, Ltd. (Bermuda)(a) | 3,046 | 134,024 | |||
Noble Corp. (Cayman Islands)(a) | 2,800 | 103,880 | |||
Rowan Cos., Inc.(a) | 2,115 | 48,391 | |||
Transocean Inc. (Cayman Islands)(a) | 6,640 | 178,882 | |||
465,177 | |||||
Oil & Gas Equipment & Services–0.57% | |||||
Baker Hughes Inc. | 6,994 | 245,350 | |||
BJ Services Co.(a) | 3,300 | 129,162 | |||
Halliburton Co. | 9,096 | 274,244 | |||
Schlumberger Ltd. (Netherlands) | 12,186 | 745,539 | |||
1,394,295 | |||||
Oil & Gas Exploration & Production–0.58% | |||||
Anadarko Petroleum Corp. | 5,222 | 260,578 | |||
Apache Corp. | 6,730 | 258,970 | |||
Burlington Resources Inc. | 4,134 | 226,295 | |||
Devon Energy Corp. | 4,818 | 272,024 | |||
EOG Resources, Inc. | 2,400 | 108,720 | |||
Kerr-McGee Corp. | 2,116 | 103,092 | |||
Unocal Corp. | 5,390 | 198,460 | |||
1,428,139 | |||||
Oil & Gas Refining, Marketing & Transportation–0.06% | |||||
Ashland Inc. | 1,400 | 64,834 | |||
Sunoco, Inc. | 1,600 | 88,720 | |||
153,554 | |||||
Other Diversified Financial Services–2.26% | |||||
Citigroup Inc. | 107,381 | 5,313,212 | |||
Principal Financial Group, Inc. | 6,700 | 232,490 | |||
5,545,702 | |||||
F-6
Shares | Market Value | ||||
Packaged Foods & Meats–0.96% | |||||
Campbell Soup Co. | 8,500 | $ | 223,805 | ||
ConAgra Foods, Inc. | 11,166 | 289,646 | |||
General Mills, Inc. | 7,750 | 352,082 | |||
H.J. Heinz Co. | 7,341 | 259,725 | |||
Hershey Foods Corp. | 2,716 | 205,085 | |||
Kellogg Co. | 8,470 | 320,251 | |||
McCormick & Co., Inc. | 2,900 | 86,072 | |||
Sara Lee Corp. | 16,450 | 350,714 | |||
Wrigley Jr. (Wm.) Co. | 4,681 | 263,400 | |||
2,350,780 | |||||
Paper Packaging–0.08% | |||||
Bemis Co., Inc. | 1,100 | 53,317 | |||
Sealed Air Corp.(a) | 1,765 | 87,879 | |||
Temple-Inland Inc. | 1,130 | 66,726 | |||
207,922 | |||||
Paper Products–0.28% | |||||
Georgia-Pacific Corp. | 5,332 | 149,829 | |||
International Paper Co. | 9,992 | 422,362 | |||
MeadWestvaco Corp. | 4,189 | 112,977 | |||
685,168 | |||||
Personal Products–0.47% | |||||
Alberto-Culver Co. | 1,200 | 75,216 | |||
Avon Products, Inc. | 4,912 | 311,028 | |||
Gillette Co. (The) | 21,059 | 763,389 | |||
1,149,633 | |||||
Pharmaceuticals–7.39% | |||||
Abbott Laboratories | 32,542 | 1,401,909 | |||
Allergan, Inc. | 2,700 | 223,695 | |||
Bristol-Myers Squibb Co. | 40,406 | 1,133,388 | |||
Forest Laboratories, Inc.(a) | 7,600 | 566,124 | |||
Johnson & Johnson | 61,802 | 3,301,463 | |||
King Pharmaceuticals, Inc.(a) | 5,066 | 84,501 | |||
Lilly (Eli) & Co. | 23,374 | 1,590,367 | |||
Merck & Co. Inc. | 46,314 | 2,204,546 | |||
Pfizer Inc. | 158,855 | 5,818,859 | |||
Schering-Plough Corp. | 30,562 | 536,057 | |||
Watson Pharmaceuticals, Inc.(a) | 2,240 | 104,182 | |||
Wyeth | 27,688 | 1,133,824 | |||
18,098,915 | |||||
Photographic Products–0.07% | |||||
Eastman Kodak Co. | 6,013 | 170,829 | |||
Property & Casualty Insurance–1.22% | |||||
ACE Ltd. (Cayman Islands) | 5,787 | 251,272 | |||
Allstate Corp. (The) | 14,664 | 666,625 | |||
Shares | Market Value | ||||
Property & Casualty Insurance–(Continued) | |||||
Ambac Financial Group, Inc. | 2,200 | $ | 164,494 | ||
Chubb Corp. (The) | 3,898 | 278,668 | |||
Cincinnati Financial Corp. | 3,345 | 144,905 | |||
MBIA Inc. | 3,018 | 190,134 | |||
Progressive Corp. (The) | 4,496 | 371,594 | |||
SAFECO Corp. | 2,920 | 127,108 | |||
St. Paul Cos., Inc. (The) | 4,737 | 199,570 | |||
Travelers Property Casualty Corp.-Class B | 20,878 | 377,892 | |||
XL Capital Ltd.-Class A (Cayman Islands) | 2,850 | 226,575 | |||
2,998,837 | |||||
Publishing–0.63% | |||||
Dow Jones & Co., Inc. | 1,713 | 84,759 | |||
Gannett Co., Inc. | 5,642 | 483,576 | |||
Knight-Ridder, Inc. | 1,672 | 128,610 | |||
McGraw-Hill Cos., Inc. (The) | 3,976 | 298,280 | |||
Meredith Corp. | 1,034 | 52,124 | |||
New York Times Co. (The)-Class A | 3,126 | 151,924 | |||
Tribune Co. | 6,534 | 334,475 | |||
1,533,748 | |||||
Railroads–0.37% | |||||
Burlington Northern Santa Fe Corp. | 7,709 | 247,690 | |||
CSX Corp. | 4,443 | 140,221 | |||
Norfolk Southern Corp. | 8,153 | 181,812 | |||
Union Pacific Corp. | 5,295 | 340,998 | |||
910,721 | |||||
Real Estate–0.38% | |||||
Apartment Investment & Management Co.-Class A | 1,956 | 68,812 | |||
Equity Office Properties Trust | 8,297 | 246,006 | |||
Equity Residential | 5,700 | 165,870 | |||
Plum Creek Timber Co., Inc. | 3,800 | 114,760 | |||
ProLogis | 3,700 | 120,768 | |||
Simon Property Group, Inc. | 4,000 | 208,200 | |||
924,416 | |||||
Regional Banks–1.73% | |||||
AmSouth Bancorp. | 7,350 | 181,545 | |||
BB&T Corp. | 11,377 | 422,087 | |||
Charter One Financial, Inc. | 4,663 | 168,847 | |||
Fifth Third Bancorp | 11,850 | 684,811 | |||
First Tennessee National Corp. | 2,600 | 115,492 | |||
Huntington Bancshares Inc. | 4,741 | 105,867 | |||
KeyCorp | 8,688 | 270,110 | |||
Marshall & Ilsley Corp. | 4,700 | 180,151 | |||
National City Corp. | 12,654 | 436,816 | |||
North Fork Bancorp., Inc. | 3,164 | 133,363 | |||
F-7
Shares | Market Value | ||||
Regional Banks–(Continued) | |||||
PNC Financial Services Group | 5,800 | $ | 327,758 | ||
Regions Financial Corporation | 4,600 | 172,500 | |||
SouthTrust Corp. | 6,900 | 234,531 | |||
SunTrust Banks, Inc. | 5,838 | 422,438 | |||
Synovus Financial Corp. | 6,286 | 157,779 | |||
Union Planters Corp. | 3,925 | 118,810 | |||
Zions Bancorp. | 1,866 | 109,422 | |||
4,242,327 | |||||
Restaurants–0.55% | |||||
Darden Restaurants, Inc. | 3,481 | 69,620 | |||
McDonald’s Corp. | 26,404 | 679,639 | |||
Starbucks Corp.(a) | 8,100 | 297,756 | |||
Wendy’s International, Inc. | 2,371 | 94,200 | |||
Yum! Brands, Inc.(a) | 6,142 | 208,275 | |||
1,349,490 | |||||
Semiconductor Equipment–0.49% | |||||
Applied Materials, Inc.(a) | 34,619 | 753,309 | |||
KLA-Tencor Corp.(a) | 4,058 | 231,590 | |||
Novellus Systems, Inc.(a) | 3,148 | 107,221 | |||
Teradyne, Inc.(a) | 4,024 | 108,246 | |||
1,200,366 | |||||
Semiconductors–3.16% | |||||
Advanced Micro Devices, Inc.(a) | 7,240 | 107,586 | |||
Altera Corp.(a) | 7,883 | 176,500 | |||
Analog Devices, Inc. | 7,645 | 365,813 | |||
Applied Micro Circuits Corp.(a) | 6,400 | 46,528 | |||
Broadcom Corp.-Class A(a) | 6,303 | 255,839 | |||
Intel Corp. | 135,968 | 4,160,621 | |||
Linear Technology Corp. | 6,500 | 260,000 | |||
LSI Logic Corp.(a) | 7,940 | 81,703 | |||
Maxim Integrated Products, Inc. | 6,840 | 349,866 | |||
Micron Technology, Inc.(a) | 12,760 | 205,564 | |||
National Semiconductor Corp.(a) | 3,823 | 146,994 | |||
NVIDIA Corp.(a) | 3,400 | 75,650 | |||
PMC-Sierra, Inc.(a) | 3,600 | 78,876 | |||
Texas Instruments Inc. | 36,024 | 1,129,352 | |||
Xilinx, Inc.(a) | 7,100 | 297,561 | |||
7,738,453 | |||||
Soft Drinks–1.86% | |||||
Coca-Cola Co. (The) | 51,018 | 2,512,126 | |||
Coca-Cola Enterprises Inc. | 9,500 | 217,550 | |||
Pepsi Bottling Group, Inc. (The) | 5,469 | 144,983 | |||
PepsiCo, Inc. | 35,735 | 1,688,836 | |||
4,563,495 | |||||
Shares | Market Value | ||||
Specialized Finance–0.08% | |||||
Moody’s Corp. | 3,124 | $ | 199,592 | ||
Specialty Chemicals–0.21% | |||||
Ecolab Inc. | 5,400 | 146,718 | |||
Great Lakes Chemical Corp. | 1,100 | 28,160 | |||
International Flavors & Fragrances Inc. | 1,915 | 70,204 | |||
Rohm & Haas Co. | 4,624 | 181,584 | |||
Sigma-Aldrich Corp. | 1,472 | 86,244 | |||
512,910 | |||||
Specialty Stores–0.46% | |||||
AutoNation, Inc.(a) | 5,720 | 93,694 | |||
AutoZone, Inc.(a) | 1,861 | 156,920 | |||
Bed Bath & Beyond Inc.(a) | 6,148 | 249,670 | |||
Boise Cascade Corp. | 1,750 | 56,788 | |||
Office Depot, Inc.(a) | 6,518 | 103,962 | |||
Staples, Inc.(a) | 10,306 | 274,243 | |||
Tiffany & Co. | 3,052 | 120,981 | |||
Toys “R” Us, Inc.(a) | 4,410 | 62,269 | |||
1,118,527 | |||||
Steel–0.08% | |||||
Allegheny Technologies, Inc. | 1,662 | 15,623 | |||
Nucor Corp. | 1,612 | 90,772 | |||
United States Steel Corp. | 2,112 | 71,914 | |||
Worthington Industries, Inc. | 1,814 | 29,623 | |||
207,932 | |||||
Systems Software–3.66% | |||||
Adobe Systems Inc. | 4,840 | 186,146 | |||
BMC Software, Inc.(a) | 4,735 | 94,227 | |||
Computer Associates International, Inc. | 12,076 | 315,667 | |||
Microsoft Corp. | 225,068 | 6,223,130 | |||
Novell, Inc.(a) | 7,749 | 98,412 | |||
Oracle Corp.(a) | 108,755 | 1,501,907 | |||
Symantec Corp.(a) | 6,412 | 248,786 | |||
VERITAS Software Corp.(a) | 8,854 | 290,942 | |||
8,959,217 | |||||
Thrifts & Mortgage Finance–1.67% | |||||
Countrywide Financial Corp. | 3,832 | 320,164 | |||
Fannie Mae | 20,225 | 1,559,348 | |||
Freddie Mac | 14,469 | 903,155 | |||
Golden West Financial Corp. | 3,168 | 328,617 | |||
MGIC Investment Corp. | 2,075 | 143,051 | |||
Washington Mutual, Inc. | 18,720 | 829,296 | |||
4,083,631 | |||||
F-8
Shares | Market Value | ||||
Tires & Rubber–0.03% | |||||
Cooper Tire & Rubber Co. | 1,511 | $ | 30,628 | ||
Goodyear Tire & Rubber Co. (The)(a) | 3,603 | 34,229 | |||
64,857 | |||||
Tobacco–1.05% | |||||
Altria Group, Inc. | 42,292 | 2,351,012 | |||
R.J. Reynolds Tobacco Holdings, Inc. | 1,753 | 103,532 | |||
UST, Inc. | 3,426 | 122,342 | |||
2,576,886 | |||||
Trading Companies & Distributors–0.04% | |||||
W.W. Grainger, Inc. | 1,926 | 92,718 | |||
Wireless Telecommunication Services–0.57% | |||||
AT&T Wireless Services Inc.(a) | 56,503 | 624,358 | |||
Nextel Communications, Inc.-Class A(a) | 22,868 | 603,487 | |||
Sprint Corp. (PCS Group)(a) | 21,515 | 174,917 | |||
1,402,762 | |||||
Total Common Stocks & Other Equity Interests | 217,773,616 | ||||
Principal Amount | Market Value | ||||||
U.S. Treasury Bills–0.78%(b) | |||||||
0.79%, 03/18/04 | $ | 100,000 | (c) | $ | 99,886 | ||
0.83%, 03/18/04 | 100,000 | (c) | 99,886 | ||||
0.88%, 03/18/04 | 1,700,000 | (c) | 1,698,063 | ||||
1,897,835 | |||||||
Total U.S. Treasury Bills | 1,897,835 | ||||||
Repurchase Agreements–9.76% | |||||||
State Street Bank & Trust Co., 0.91%, 02/02/04 | 23,914,995 | 23,914,995 | |||||
TOTAL INVESTMENTS–99.40% (Cost $228,553,893) | 243,586,446 | ||||||
OTHER ASSETS LESS LIABILITIES–0.60% | 1,479,519 | ||||||
NET ASSETS–100.00% | $ | 245,065,965 | |||||
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 6. |
(d) | Repurchase agreement entered into 01/30/04 with a maturing value of $23,916,809. Collateralized by $24,390,000 U.S. Government obligations, 1.50% due 06/17/05 with a market value at 01/31/04 of $24,394,610. |
See accompanying notes which are an integral part of the financial statements.
F-9
Statement of Assets and Liabilities
January 31, 2004
(Unaudited)
Assets: | ||||
Investments, excluding repurchase agreements, at market value | $ | 219,671,451 | ||
Repurchase agreements (cost $23,914,995) | 23,914,995 | |||
Total investments (cost $228,553,893) | 243,586,446 | |||
Receivables for: | ||||
Fund shares sold | 1,549,273 | |||
Dividends and interest | 245,190 | |||
Investment for deferred compensation and retirement plans | 13,406 | |||
Other assets | 43,928 | |||
Total assets | 245,438,243 | |||
Liabilities: | ||||
Payables for: | ||||
Fund shares reacquired | 191,926 | |||
Deferred compensation and retirement plans | 15,154 | |||
Variation margin | 6,900 | |||
Accrued distribution fees-Investor Class | 49,483 | |||
Accrued trustees’ fees | 871 | |||
Accrued transfer agent fees | 88,951 | |||
Accrued operating expenses | 18,993 | |||
Total liabilities | 372,278 | |||
Net assets applicable to shares outstanding | $ | 245,065,965 | ||
Net assets consist of: | ||||
Shares of beneficial interest | $ | 244,821,866 | ||
Undistributed net investment income | (26,210 | ) | ||
Undistributed net realized gain (loss) from investment | (15,800,471 | ) | ||
Unrealized appreciation of investment securities and futures contracts | 16,070,780 | |||
$ | 245,065,965 | |||
Net Assets: | |||
Investor Class | $ | 240,506,313 | |
Institutional Class | $ | 4,559,652 | |
Shares outstanding, $0.01 par value per share, unlimited number of shares authorized: | |||
Investor Class | 20,213,844 | ||
Institutional Class | 400,205 | ||
Investor Class: | |||
Net asset value and offering price per share | $ | 11.90 | |
Institutional Class: | |||
Net asset value and offering price per share | $ | 11.39 | |
See accompanying notes which are an integral part of the financial statements.
F-10
Statement of Operations
For the six months ended January 31, 2004
(Unaudited)
Investment income: | ||||
Dividends | $ | 1,768,020 | ||
Interest | 78,305 | |||
Total investment income | 1,846,325 | |||
Expenses: | ||||
Advisory fees | 275,789 | |||
Administrative services fees | 54,670 | |||
Custodian fees | 12,624 | |||
Distribution fees — Investor Class | 270,026 | |||
Transfer agent fees — Investor Class | 384,813 | |||
Transfer agent fees — Institutional Class | 939 | |||
Trustees’ fees | 6,412 | |||
Other | 116,868 | |||
Total expenses | 1,122,141 | |||
Less: Expenses reimbursed and expense offset arrangements | (413,516 | ) | ||
Net expenses | 708,625 | |||
Net investment income | 1,137,700 | |||
Realized and unrealized gain from investment securities and futures contracts: | ||||
Net realized gain from: | ||||
Investment securities | 201,133 | |||
Futures contracts | 1,247,375 | |||
1,448,508 | ||||
Change in net unrealized appreciation of: | ||||
Investment securities | 26,888,731 | |||
Futures contracts | 1,070,230 | |||
27,958,961 | ||||
Net gain from investment securities and futures contracts | 29,407,469 | |||
Net increase in net assets resulting from operations | $ | 30,545,169 | ||
See accompanying notes which are an integral part of the financial statements.
F-11
Statement of Changes in Net Assets
For the six months ended January 31, 2004 and the year ended July 31, 2003
(Unaudited)
January 31, 2004 | July 31, 2003 | |||||||
Operations: | ||||||||
Net investment income | $ | 1,137,700 | $ | 1,783,653 | ||||
Net realized gain (loss) from investment securities and futures contracts | 1,448,508 | (1,041,880 | ) | |||||
Change in net unrealized appreciation of investment securities and futures contracts | 27,958,961 | 16,960,878 | ||||||
Net increase in net assets resulting from operations | 30,545,169 | 17,702,651 | ||||||
Distributions to shareholders from net investment income: | ||||||||
Investor Class | (1,149,283 | ) | (1,732,526 | ) | ||||
Institutional Class | (31,435 | ) | (36,320 | ) | ||||
Decrease in net assets resulting from distributions | (1,180,718 | ) | (1,768,846 | ) | ||||
Share transactions–net: | ||||||||
Investor Class | 16,098,512 | 44,485,304 | ||||||
Institutional Class | (304,767 | ) | 3,572,826 | |||||
Net increase in net assets resulting from share transactions | 15,793,745 | 48,058,130 | ||||||
Net increase in net assets | 45,158,196 | 63,991,935 | ||||||
Net assets: | ||||||||
Beginning of period | 199,907,769 | 135,915,834 | ||||||
End of period (including undistributed net investment income of $(26,210) and $16,808 for 2004 and 2003, respectively) | $ | 245,065,965 | $ | 199,907,769 | ||||
See accompanying notes which are an integral part of the financial statements.
F-12
Notes to Financial Statements
January 31, 2004
(Unaudited)
NOTE 1—Significant Accounting Policies
INVESCO S&P 500 Index Fund (the “Fund”) is a series portfolio of AIM Stock Funds (the “Trust”, formerly known as, INVESCO Stock Funds, Inc.). 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 four 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 seek long-term capital growth. 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end, and as such, the net asset value for shareholder transactions may be different than the net asset value reported in these financial statements. 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. | Repurchase Agreements — Repurchase agreements purchased 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 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. |
C. | 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.
D. | 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. |
F-13
E. | Redemption Fees — The Fund has 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, 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. |
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. | 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. |
H. | Expenses — Each Class bears expenses incurred specifically on its behalf and, in addition, each Class bears a portion of general expenses, based on relative net assets of each Class. |
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 at the annual rate of 0.25% of the Fund’s average daily net assets. For the period November 25, 2003 through January 31, 2004, the Fund paid advisory fees to AIM of $108,817. Prior to November 25, 2003, the Trust had an investment advisory agreement with INVESCO Funds Group, Inc. (“IFG”). For the period August 1, 2003 through November 24, 2003, the Fund paid advisory fees to IFG of $166,972. AIM has entered into a sub-advisory agreement with INVESCO Institutional (N.A.), Inc. (“INVESCO”) whereby AIM pays INVESCO 40% of the fee paid by the Fund to AIM.
AIM has voluntarily agreed to limit total annual operating expenses of Investor Class and Institutional Class shares to 0.65% and 0.35%, respectively. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors after April 30, 2004 upon consultation with the Board of Trustees. 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 money market funds with cash collateral from securities loaned by the Fund, if any).
For the period November 25, 2003 through January 31, 2004, AIM reimbursed no transfer agency expenses of the Fund for Investor Class and Institutional Class shares, respectively. Prior to November 25, 2003, IFG reimbursed transfer agency expenses of the Fund of $186,421 and $939 for Investor Class and Institutional Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed other class-specific expenses of the Fund of $101,653 and $3,658 for Investor Class and Institutional Class shares, respectively. Prior to November 25, 2003, IFG reimbursed other class-specific expenses of the Fund of $116,283 and $3,247 for Investor Class and Institutional Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed fund level expenses of the Fund of $1,070. Prior to November 25, 2003, IFG reimbursed no fund level expenses of the Fund.
AIM is entitled to reimbursement from a Fund that has had fees and expenses absorbed pursuant to these arrangements if such reimbursements do not cause the Fund to exceed the then current expense limitations and the reimbursement is made within three years after AIM incurred the expense. At January 31, 2004, the reimbursement that may potentially be made by the Fund to AIM which will expire during the calendar year ended 2005 for Investor Class and Institutional Class were $346,092 and $16,030, respectively, expiring during the calendar year ended 2006 for Investor Class and Institutional Class were $675,868 and $18,029, respectively and expiring during the calendar year ended 2007 for Investor Class and Institutional Class were $90,254 and $2,369, respectively. During the six months ended January 31, 2004, the Fund did not reimburse AIM for any previously reimbursed Fund expenses.
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 period November 25, 2003 through January 31, 2004, AIM was paid $27,427 for such services. Prior to November 25, 2003, the Trust had an administrative services agreement with IFG. For the period August 1, 2003 through November 24, 2003, IFG was paid $27,242 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. Prior to October 1, 2003, the Trust had a transfer agency and service agreement with IFG. For the period August 1, 2003 through September 30, 2003, IFG retained $82,261 for such services. For the period October 1, 2003 through January 31, 2004, AISI retained $291,259 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 Investor Class and Institutional Class shares of the Fund. The Trust has adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Investor Class shares ( the “Plan”). The Fund, pursuant to the Plan, pays AIM Distributors compensation at the annual rate of 0.25% of the average daily net assets of Investor Class shares. Any amounts not paid as a service fee under the Plan 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 Plan, for the six months ended January 31, 2004, Investor Class shares paid $270,026.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI, INVESCO and/or AIM Distributors.
NOTE 3—Expense Offset Arrangements
Indirect expenses under expense offset arrangements are comprised of custodian credits resulting from periodic overnight cash balances at the custodian. For the six months ended January 31, 2004, the Fund received reductions in custodian fees of $245 under an expense offset arrangement, which resulted in a reduction of the Fund’s total expenses of $245.
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NOTE 4—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 six months ended January 31, 2004, the Fund paid legal fees of $592 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 5—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 six months ended January 31, 2004.
Effective December 6, 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. The Fund did not borrow under the facility during the six months ended January 31, 2004.
The Fund had available a committed Redemption Line of Credit Facility (“LOC”), from a consortium of national banks, to be used for temporary or emergency purposes to meet redemption needs. The LOC permitted borrowings to a maximum of 10% of the net assets at value of the Fund. Each Fund agreed to pay annual fees and interest on the unpaid principal balance based on prevailing market rates as defined in the agreement. The funds which were party to the LOC were charged a commitment fee of 0.10% on the unused balance of the committed line. The Fund did not borrow under the LOC during six months ended January 31, 2004. The LOC expired December 3, 2003.
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 6—Futures Contracts
On January 31, 2004, $1,900,000 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 | ||||||||||
Contract | No. of Contracts | Month/ Commitment | Market Value | Unrealized Appreciation | ||||||
S&P 500 Index | 92 | Mar.-04/Long | $ | 25,987,700 | $ | 1,038,227 | ||||
NOTE 7—Tax Information
The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be updated at the Fund’s fiscal year-end.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
Expiration | Capital Loss Carryforward | ||
July 31, 2009 | $ | 984,405 | |
July 31, 2010 | 4,511,356 | ||
July 31, 2011 | 5,082,425 | ||
Total capital loss carryforward | $ | 10,578,186 | |
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 six months ended January 31, 2004 was $1,551,227 and $1,117,755, respectively.
Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis | ||||
Aggregate unrealized appreciation of investment securities | $ | 27,387,961 | ||
Aggregate unrealized (depreciation) of investment securities | (19,007,911 | ) | ||
Net unrealized appreciation of investment securities | $ | 8,380,050 | ||
Cost of investments for tax purposes is $235,206,396.
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NOTE 9—Share Information
The Fund currently offers two different classes of shares: Investor Class shares and Institutional Class shares. Investor Class shares and Institutional Class shares are sold at net asset value.
Changes in Shares Outstanding | ||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | |||||||||||||
Shares | Amount | Shares | Amount | |||||||||||
Sold: | ||||||||||||||
Investor Class | 4,700,859 | 52,420,096 | 10,379,029 | 98,378,776 | ||||||||||
Institutional Class | 34,760 | 370,238 | 422,994 | 3,905,983 | ||||||||||
Issued as reinvestment of dividends: | ||||||||||||||
Investor Class | 98,386 | 1,131,377 | 176,457 | 1,697,518 | ||||||||||
Institutional Class | 2,853 | 31,435 | 3,773 | 36,320 | ||||||||||
Reacquired: | ||||||||||||||
Investor Class | (3,375,251 | ) | (37,466,431 | ) | (5,907,559 | ) | (55,657,798 | ) | ||||||
Institutional Class | (62,572 | ) | (706,740 | ) | (38,165 | ) | (369,482 | ) | ||||||
1,399,035 | $ | 15,779,975 | * | 5,036,529 | $ | 47,991,317 | * | |||||||
* | Amount is net of redemption fees of $13,470 and $300 for Investor Class and Institutional Class for 2004, and $66,808 and $5 for Investor Class and Institutional Class for 2003, respectively, based on the relative net assets of each class. |
NOTE 10—Financial Highlights
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
Investor Class | ||||||||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | |||||||||||||||||||||||
2003 | 2002 | 2001 | 2000 | 1999 | ||||||||||||||||||||
Net asset value, beginning of period | $ | 10.41 | $ | 9.59 | $ | 12.78 | $ | 15.36 | $ | 14.39 | $ | 12.14 | ||||||||||||
Income from investment operations: | ||||||||||||||||||||||||
Net investment income | 0.06 | 0.10 | 0.09 | 0.10 | 0.11 | 0.14 | ||||||||||||||||||
Net gains (losses) on securities (both realized and unrealized) | 1.49 | 0.82 | (3.19 | ) | (2.39 | ) | 1.09 | 2.29 | ||||||||||||||||
Total from investment operations | 1.55 | 0.92 | (3.10 | ) | (2.29 | ) | 1.20 | 2.43 | ||||||||||||||||
Less distributions: | ||||||||||||||||||||||||
Dividends from net investment income | (0.06 | ) | (0.10 | ) | (0.09 | ) | (0.10 | ) | — | — | ||||||||||||||
Distributions from net realized gains | — | — | — | (0.19 | ) | (0.23 | ) | (0.18 | ) | |||||||||||||||
Total distributions | (0.06 | ) | (0.10 | ) | (0.09 | ) | (0.29 | ) | (0.23 | ) | (0.18 | ) | ||||||||||||
Redemption fees added to beneficial interest | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||
Net asset value, end of period | $ | 11.90 | $ | 10.41 | $ | 9.59 | $ | 12.78 | $ | 15.36 | $ | 14.39 | ||||||||||||
Total return(a) | 14.89 | % | 9.73 | % | (24.33 | )% | (15.07 | )% | 8.34 | % | 20.09 | % | ||||||||||||
Ratios/supplemental data: | ||||||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 240,506 | $ | 195,668 | $ | 135,578 | $ | 116,309 | $ | 92,784 | $ | 64,613 | ||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||
With expense reimbursements | 0.65 | %(b) | 0.65 | % | 0.65 | % | 0.63 | % | 0.63 | % | 0.60 | % | ||||||||||||
Without expense reimbursements | 1.02 | %(b) | 1.05 | % | 1.01 | % | 0.99 | % | 0.95 | % | 0.99 | % | ||||||||||||
Ratio of net investment income to average net assets | 1.02 | %(b) | 1.15 | % | 0.84 | % | 0.75 | % | 0.74 | % | 1.06 | % | ||||||||||||
Portfolio turnover rate(c) | 1 | % | 1 | % | 3 | % | 43 | % | 13 | % | 2 | % | ||||||||||||
(a) | 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. |
(b) | Ratios are annualized and based on average daily net assets of $214,846,943. |
(c) | Not annualized for periods less than one year. |
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NOTE 10—Financial Highlights (continued)
Institutional Class | ||||||||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | |||||||||||||||||||||||
2003 | 2002 | 2001 | 2000 | 1999 | ||||||||||||||||||||
Net asset value, beginning of period | $ | 9.97 | $ | 9.23 | $ | 12.45 | $ | 15.07 | $ | 14.21 | $ | 12.01 | ||||||||||||
Income from investment operations: | ||||||||||||||||||||||||
Net investment income | 0.07 | 0.13 | (a) | 0.08 | 0.19 | (a) | 0.15 | 0.18 | ||||||||||||||||
Net gains (losses) on securities (both realized and unrealized) | 1.42 | 0.78 | (3.11 | ) | (2.44 | ) | 1.05 | 2.26 | ||||||||||||||||
Total from investment operations | 1.49 | 0.91 | (3.03 | ) | (2.25 | ) | 1.20 | 2.44 | ||||||||||||||||
Less distributions: | ||||||||||||||||||||||||
Dividends from net investment income | (0.07 | ) | (0.17 | ) | (0.19 | ) | (0.18 | ) | — | — | ||||||||||||||
Distributions from net realized gains | — | — | — | (0.19 | ) | (0.34 | ) | (0.24 | ) | |||||||||||||||
Total distributions | (0.07 | ) | (0.17 | ) | (0.19 | ) | (0.37 | ) | (0.34 | ) | (0.24 | ) | ||||||||||||
Redemption fees added to beneficial interest | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||
Net asset value, end of period | $ | 11.39 | $ | 9.97 | $ | 9.23 | $ | 12.45 | $ | 15.07 | $ | 14.21 | ||||||||||||
Total return(b) | 14.99 | % | 9.98 | % | (24.50 | )% | (15.09 | )% | 8.47 | % | 20.40 | % | ||||||||||||
Ratios/supplemental data: | ||||||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 4,560 | $ | 4,239 | $ | 338 | $ | 544 | $ | 2,627 | $ | 4,420 | ||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||
With expense reimbursements | 0.35 | %(c) | 0.35 | % | 0.35 | % | 0.35 | % | 0.36 | % | 0.35 | % | ||||||||||||
Without expense reimbursements | 0.69 | %(c) | 2.18 | % | 7.36 | % | 1.84 | % | 1.00 | % | 1.17 | % | ||||||||||||
Ratio of net investment income to average net assets | 1.32 | %(c) | 1.35 | % | 1.15 | % | 1.03 | % | 1.00 | % | 1.36 | % | ||||||||||||
Portfolio turnover rate(d) | 1 | % | 1 | % | 3 | % | 43 | % | 13 | % | 2 | % | ||||||||||||
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 annualized and based on average daily net assets of $4,585,331. |
(d) | Not annualized for periods less than one year. |
NOTE 11—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 a wide range of issues, including 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 also 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 11—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 other 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, the Office of the Secretary of State for West Virginia, the Department of Banking for the State of Connecticut and the Colorado Securities Division. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD Inc. and the SEC, none of which directly bears upon the Fund. 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, the Massachusetts Secretary of the Commonwealth, the Office of the State Auditor for the State of West Virginia and the Department of Banking for the State of Connecticut. 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 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., 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; recission 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. The Judicial Panel on Multidistrict Litigation (the “Panel”) has ruled that all actions alleging market timing throughout the mutual fund industry should be transferred to the United States District Court for the District of Maryland for coordinated pre-trial proceedings. Twelve actions filed against IFG have been conditionally transferred to the Panel in Maryland, and IFG and AIM anticipate that all other market timing actions that may be filed or that are already pending against IFG and/or AIM will be transferred to the Panel as well.
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.
F-18
Proxy Results (Unaudited)
A Special Meeting of Shareholders of INVESCO S&P 500 Index Fund, (“Fund”), a portfolio of AIM Stock Funds (formerly INVESCO Stock Funds, Inc. and AIM Stock Funds Inc.), (“Company”), a Delaware statutory trust, was held on October 21, 2003. The meeting was adjourned and reconvened on October 28, 2003, on November 4, 2003 and reconvened on November 11, 2003. The meeting was held for the following purposes:
(1)* | To elect sixteen individuals to the Board, each of whom will serve until his or her successor is elected and qualified: Bob R. Baker, Frank S. Bayley, James T. Bunch, Bruce L. Crockett, Albert R. Dowden, Edward K. Dunn, Jr., Jack M. Fields, Carl Frischling, Robert H. Graham, Gerald J. Lewis, Prema Mathai-Davis, Lewis F. Pennock, Ruth H. Quigley, Louis S. Sklar, Larry Soll, Ph D. and Mark H. Williamson. |
(2) | To approve a new Investment Advisory Agreement with A I M Advisors, Inc. |
(3) | To approve a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. |
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. |
The results of the voting on the above matters were as follows:
Trustees/Matter | Votes For | Withholding Authority | ||||
(1)* | Bob R. Baker | 362,405,144 | 19,855,030 | |||
Frank S. Bayley | 362,437,628 | 19,822,546 | ||||
James T. Bunch | 362,488,718 | 19,771,456 | ||||
Bruce L. Crockett | 362,515,953 | 19,744,221 | ||||
Albert R. Dowden | 362,455,376 | 19,804,798 | ||||
Edward K. Dunn, Jr. | 362,445,962 | 19,814,212 | ||||
Jack M. Fields | 362,484,095 | 19,776,079 | ||||
Carl Frischling | 362,371,394 | 19,888,780 | ||||
Robert H. Graham | 362,402,926 | 19,857,248 | ||||
Gerald J. Lewis | 362,263,534 | 19,996,640 | ||||
Prema Mathai-Davis | 362,317,138 | 19,943,036 | ||||
Lewis F. Pennock | 362,372,299 | 19,887,875 | ||||
Ruth H. Quigley | 362,270,092 | 19,990,082 | ||||
Louis S. Sklar | 362,404,051 | 19,856,123 | ||||
Larry Soll, Ph.D | 362,452,103 | 19,808,071 | ||||
Mark H. Williamson | 362,227,445 | 20,032,729 |
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(2) | Approval of a new Investment Advisory Agreement with A I M Advisors, Inc. | 9,501,270 | 266,325 | 222,051 | |||||
(3) | Approval of a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc | 9,495,919 | 256,592 | 237,135 | |||||
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 302,828,268 | 16,875,556 | 62,556,350 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on October 28, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 326,477,030 | 18,532,333 | 62,801,232 | ** |
F-19
Proxy Results (Unaudited) (continued)
A Special Meeting of Shareholders of the Company noted above was reconvened on November 4, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 345,396,965 | 18,782,801 | 62,618,399 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on November 11, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | Approval of an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 354,789,002 | 19,165,807 | 57,283,120 | ** |
* | Proposal required approval by a combined vote of all the portfolios of AIM Stock Funds. |
** | Includes Broker Non-Votes |
F-20
OTHER INFORMATION
Trustees and Officers
As of January 31, 2004
Board of Trustees | Officers | Office of the Fund | ||
Bob R. Baker
Frank S. Bayley
James T. Bunch
Bruce L. Crockett
Albert R. Dowden
Edward K. Dunn, Jr.
Jack M. Fields
Carl Frischling
Robert H. Graham
Gerald J. Lewis
Prema Mathai-Davis
Lewis F. Pennock
Ruth H. Quigley
Louis S. Sklar
Larry Soll, Ph.D.
Mark H. Williamson
| Robert H. Graham Chairman and President
Raymond R. Cunningham Executive Vice President
Mark H. Williamson Executive Vice President
Kevin M. Carome Senior Vice President and Chief Legal Officer
Sidney M. Dilgren Vice President and Treasurer
Robert G. Alley Vice President
Stuart W. Coco Vice President
Melville B. Cox Vice President
Karen Dunn Kelley Vice President
Edgar M. Larsen Vice President | 11 Greenway Plaza Houston, TX 77046-1173
Investment Advisor A I M Advisors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173
Sub-Advisor INVESCO Institutional (N.A.), Inc. One Midtown Plaza 1360 Peachtree Street, N.E. Suite 100 Atlanta, GA 30309
Transfer Agent A I M Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739
Custodian State Street Bank and Trust Company 225 Franklin Street Boston, MA 02110
Counsel to the Fund Ballard Spahr Andrews & Ingersoll, LLP 1735 Market Street Philadelphia, PA 19103-7599
Counsel to the Trustees Kramer, Levin, Naftalis & Frankel LLP 919 Third Avenue New York, NY 10022-3852
Distributor A I M Distributors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173 |
Domestic Equity
AIM Aggressive Growth Fund
AIM Balanced Fund*
AIM Basic Balanced Fund*
AIM Basic Value Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund1
AIM Emerging 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 Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund2
AIM Small Cap Growth Fund3
AIM Trimark Endeavor Fund
AM Trimark Small Companies Fund
AIM Weingarten Fund
INVESCO Core Equity Fund
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
INVESCO S&P 500 Index Fund
INVESCO Total Return Fund*
* | Domestic equity and income fund |
International/Global Equity
AIM Asia Pacific Growth Fund
AIM Developing Markets Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM Global Trends Fund5
AIM Global Value Fund6
AIM International Emerging Growth Fund
AIM International Growth Fund
AIM Trimark Fund
INVESCO International Core Equity Fund7
Sector Equity
AIM Global Health Care Fund
AIM Real Estate Fund
INVESCO Advantage Health Sciences Fund
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Multi-Sector Fund
INVESCO Technology Fund
INVESCO Utilities Fund
Fixed Income
TAXABLE
AIM Floating Rate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Money Market Fund
AIM Short Term Bond Fund
AIM Total Return Bond Fund
INVESCO U.S. Government Money Fund
TAX-FREE
AIM High Income Municipal Fund
AIM Municipal Bond Fund
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
Consider the investment objectives, risks, and charges and expenses carefully. For this and other important information about AIM and INVESCO funds, obtain a prospectus from your financial advisor or AIMInvestments.com and read it thoroughly before investing.
1Effective May 2, 2003, AIM Large Cap Core Equity Fund was renamed Aim Diversified Dividend Fund. 2As of the close of business on February 27, 2004. AIM Mid Cap Core Equity Fund is available to new investors on a limited basis. For information on who may continue to invest in AIM Mid Cap Core Equity Fund, please contact your financial advisor. 3AIM Small Cap Equity Fund was closed to most investors on December 19, 2003. For information on who may continue to invest in AIM Small Cap Equity Fund, please contact your financial advisor. 4AIM Cap Growth Fund was closed to most investors on March 18, 2002. For information on who may continue to invest in AIM Small Cap Growth Fund, please contact your financial advisor. 5Effective March 31, 2004, AIM Global Trends Funds was renamed AIM Global Equity Fund. 6Effective April 30, 2003, AIM Worldwide Spectrum Fund was renamed AIM Global Value Fund. 7Effective November 24, 2003, INVESCO International Blue Chip Value Fund was renamed INVESCO International Core Equity Fund.
If used after April, 2004, this brochure must be accompanied by a fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. Mutual funds distributed by AIM Distributors, Inc.
A I M Management Group Inc. has provided leadership in the investment management industry since 1976 and manages $149 billion in assets for approximately 11 million shareholders, including individual investors, corporate clients and financial institutions. AIM is a subsidiary of AMVESCAP PLC. one of the world’s largest independent financial services companies with $371 billion in assets under management. Data as of December 31, 2003.
AIMinvestments.com
Your goals. Our solutions.SM
Mutual Funds | Retirement products | Annuities | College Savings Plan | Separately Managed Accounts | Offshore Products | Alternative Investments | Cash Management | AIM LogoSM |
INVESCO Small Company
Growth Fund
Semiannual Report to Shareholders - January 31, 2004
COVER IMAGE
Your goals. Our solutions. SM
AIM LogoSM
INVESCO SMALL COMPANY GROWTH FUND seeks long-term capital growth.
n | Unless otherwise stated, information presented is as of 1/31/04 and is based on total net assets. |
About share classes
n | Effective 9/30/03, Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the Internal Revenue Code, including 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. |
n | Investor Class shares are closed to most investors. For more information on who may continue to invest in the Investor Class shares, please see the appropriate prospectus. |
n | Class K shares are available only to certain retirement plans. Please see the prospectus for more details. |
Principal risks of investing in the fund
n | Investing in small and mid-size companies involves risks not associated with investing in more established companies. Also, small companies may have business risk, significant stock price fluctuations and illiquidity. |
n | International investing presents certain risks not associated with investing solely in the United States. These include risks relating to fluctuations in the value of the U.S. dollar relative to the values of other currencies, the custody arrangements made for the fund’s foreign holdings, differences in accounting, political risks and the lesser degree of public information required to be provided by non-U.S. companies. The fund may invest up to 25% of its assets in the securities of non-U.S. issuers. Securities of Canadian issuers and American Depository Receipts are not subject to this 25% limitation. |
About indexes used in this report
n | The unmanaged Standard & Poor’s Composite Index of 500 Stocks (the S&P 500® Index) is an index of common stocks frequently used as a general measure of U.S stock market performance. |
n | The unmanaged Russell 2000® Growth Index is a subset of the unmanaged Russell 2000 Index, which represents the performance of the stocks of small-capitalization companies; the Growth subset measures the performance of Russell 2000 companies with higher pricehook ratios and higher forecasted growth values. |
n | The fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the fund may deviate significantly from the performance of the indexes. |
n | A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses: performance of a market index does not. |
Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor’s.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 800-959-4246, or on the AIM Web site, AIMinvestrnents.com.
This report must be accompanied or preceded by a currently effective fund prospectus, which contains more complete information, including sales charges and expenses. Read it carefully before you invest.
Not FDIC Insured May lose value No bank guarantee
AIMinvestments.com
TO OUR SHAREHOLDERS
GRAHAM
PHOTO
Robert H. Graham
Dear fellow Shareholder in The AIM family of funds®:
Major stock market indexes here and abroad delivered positive performance during the six months covered by this report. As is historically the case, bond market returns were more modest, but positive as well. The U.S. economy appears to have turned a corner, with solid growth in gross domestic product during the third and fourth quarters of 2003. Overseas, particularly in Europe, economic performance picked up during the second half of 2003.
Investors in the United States seem to have regained their confidence. They added $43.8 billion to U.S. stock mutual funds in January 2004 and $496 million to bond funds. By contrast, money market funds, considered a safe haven because of their emphasis on stability of net asset value, suffered large net outflows during the month. As the reporting period closed, total mutual fund assets stood at a record $7.54 trillion.
The durability of these trends is, of course, unpredictable, and we caution our shareholders against thinking that 2004 will see a rerun of the markets’ good performance during 2003. That said, it is also true that the economy appears to have the wind at its back in terms of fiscal, monetary and tax stimulus, and corporate earnings have been strong.
What should investors do? They should do what we have always urged: Keep their eyes on their long-term goals, keep their portfolios diversified, and work with their financial advisors to tailor their investments to their risk tolerance and investment objectives. We cannot overemphasize the importance of professional guidance when it comes to selecting investments.
For information on your fund’s performance and management during the reporting period, please see the management discussion that begins on the following page.
Visit our Web site
As you are aware, the mutual fund industry and AIM Investments have been the subject of allegations and investigations of late surrounding the issues of market timing and late trading in funds. We understand how unsettling this may be for many of our shareholders. We invite you to visit AIMinvestments.com, our Web site, often. We will continue to post updates on these issues as information becomes available.
The Securities and Exchange Commission, which regulates our industry, has already proposed new rules and regulations, and is planning to propose several more, that address the issues of market timing and late trading, among others. The Investment Company Institute, the industry trade group, and we welcome these efforts. We believe comprehensive rule making is necessary and is the best way to establish new industry responsibilities designed to protect shareholders. We support practical rule changes and structural modifications that are fair, enforceable and, most importantly, beneficial for investors.
Should you visit our Web site, we invite you to explore the other material available there, including general investing information, performance updates on our funds, and market and economic commentary from our financial experts.
As always, AIM is committed to building solutions for your investment goals, and we thank you for your continued participation in AIM Investments. If you have any questions, please contact our Client Service representatives at 800-959-4246.
Sincerely,
GRAHAM SIGNATURE
Robert H. Graham
Chairman and President
March 9, 2004
MANAGEMENT‘S DISCUSSION OF FUND PERFORMANCE
Fund seeks to take advantage of improving economy
For the six months ended January 31,2004, INVESCO Small Company Growth Fund, Investor Class shares returned 16.82%. Performance for other share classes can be found on Page 3. By comparison, the Russell 2000 Growth Index returned 21.81% over the same period. In managing the fund, our focus is on the stocks of companies with sustainable long-term earnings growth potential. The fund underperformed its index because many of the stocks that led the market rally, especially during the third quarter of 2003, did not meet these investment criteria.
Market conditions
The S&P 500 Index, which returned 15.22% for the six months ended January 31, 2004, rallied amid a backdrop of generally improv- ing economic conditions. During this rally, the nation’s gross domestic product, widely regarded as the broadest measure of economic activity, expanded at an annualized rate of 8.2%in the third quarter and 4.1% in the fourth quarter of 2003. In a report to Congress, the Federal Reserve Board (the Fed) noted that industrial production, corporate profits and business and consumer spending all increased during the reporting period.
Indeed, total sales from November 2003 through January 2004 were up 6.2% compared to the same three months a year earlier. The period included the holiday season, which is critical from a sales perspective for many businesses. The Fed also noted in its report that capital spending increased and there was evidence that some firms had started to build up their inventories, indicators that business confidence had improved. The housing market also continued to be “robust,” according to the Fed.
Inflation was subdued and interest rates were low. During the reporting period, the Fed kept the short-term federal funds rate at 1.00%,its lowest level since 1958. The job market remained weak, however. While the unemployment rate declined during the reporting period, it was still 5.6% at the end of January 2004.
All sectors of the S&P 500 Index recorded gains for the reporting period. Information technology, energy and industrials were the top-performing secton while health care, consumer staples and telecommunication services were the weakest-performing sectors.
Small- and mid-cap stocks generally out- performed large-cap stocks for the reporting period, and value stocks generally outper- formed growth stocks. Small-cap value stocks, on average, were the best-performing segment of the market.
Small- and mid-cap stocks generally outperformed large-cap stocks for the reporting period
Your fund
During the reporting period, we continued to adjust the portfolio to take advantage of an economic recovery. We increased the fund’s exposure to more aggressive sectors such as information technology, industrials, and materials. Simultaneously, we eliminated the fund’s holdings in consumer staples, a more defensive sector, and reduced its exposure to energy,
TOP 10 EQUITY HOLDINGS* | |||
1. iShares Russell 2000 Growth Index Fund | 1.2 | % | |
2. Aeroflex Inc. | 1.1 | ||
3. Corinthian Colleges, Inc. | 1.1 | ||
4. Marvel Enterprises, Inc. | 1.1 | ||
5. Labor Ready, Inc. | 1.0 | ||
6. F5 Networks, Inc. | 1.0 | ||
7. Affiliated Managers Group, Inc. | 1.0 | ||
8. Plexus Corp. | 1.0 | ||
9. Arris Group Inc. | 1.0 | ||
10. Aeropostale, Inc. | 0.9 |
TOP 10 INDUSTRIES* | |||
1. Biotechnology | 6.5 | % | |
2. Semiconductors | 6.5 | ||
3. Communications Equipment | 4.9 | ||
4. Application Software | 4.3 | ||
5. Casinos & Gaming | 4.1 | ||
6. Regional Banks | 3.6 | ||
7. Diversified Commercial Services | 3.4 | ||
8. Health Care Services | 3.3 | ||
9. Asset Management & Custody Banks | 3.1 | ||
10. Health Care Equipment | 3.1 |
TOTAL NUMBER OF HOLDINGS* | 144 | ||
TOTAL NET ASSETS | $ | 1.1 billion |
*Excludes money market fund holdings.
The fund’s holdings are subject to change, and there is no assurance that the fund will continue to hold any particular security.
2
which also is more defensive in nature. We increased the fund’s exposure to health care, as we found what we consider attractive investment opportunities in this sector.
At the close of the period, the fund’s top sector weightings were in information technology, health care and consumer discretionary. These sectors also had the most positive impact on fund performance. However, our information technology and health care stocks generally underperformed those in the Russell 2000 Growth Index. In our opinion, that was because the index contained more speculative technology and health care stocks of companies that did not meet our criteria of sustainable long-term earnings growth potential.
Stocks that made a positive contribution to fund performance included Aeroflex, which produces high tech components for the aerospace and communications industries, and Marvel Enterprises, a toy manufacturer and comic book publisher. Aeroflex’s stock more than doubled in value over the reporting period as the company reported record sales for the quarter ended December 31, 2003. Marvel’s stock also appreciated in value as the company reported earnings that beat analysts’ expectations for three consecutive quarters in 2003.
Scientific Games, which operates government lottery networks, was another stock that enhanced performance. The company, which reported a 15% increase in revenue for the third quarter of 2003, announced the completion of the acquisition of one of its major competitors in November.
Detracting from performance were Regeneration Technologies, which produces tissues for implants in various medical proce- dures, and The BISYS Group, which provides outsourcing and other services for financial institutions and corporate clients. After both companies revised their earnings estimates downward for the quarter ended September 30, 2003, their stock prices declined. Regeneration Technologies rebounded, however, and reported record net income for 2003. The fund no longer owned The BISYS Group stock as of the end of the reporting period.
In closing
Throughout the reporting period, we remained committed to the fund’s capitalization target, selection criteria and sell discipline. We are pleased to be able to report the fund’s solid performance for the period, and we appreciate your participation in the fund.
See important fund and index disclosures inside front cover.
COWELL
PHOTO
Stacie L. Cowell,
Lead Manager
Ms.Cowell, Chartered Financial Analyst, serves as the lead portfolio manager for INVESCO Small Company Growth Fund. She began her investment career in 1989 and joined INVESCO in 1996. Ms.Cowell holds a master’s in finance from the University of Colorado. She received her bachelor’s in economics from Colgate University
COOKE
PHOTO
Cameron Cooke
Mr.Cooke is co-manager for INVESCO Small Company Growth Fund. He began his investment career in 1996, joining INVESCO in 2000. He received his bachelor’s in economics from the University of North Carolina at Chapel Hill.
FUND VS. INDEXES
Total returns, 7/31/03-1/31/04, excluding applicable sales charges.
If sales charges were Included, returns would be lower.
Class A Shares | 16.80 | % | |
Class B Shares | 16.45 | ||
Class C Shares | 16.33 | ||
Class K Shares | 16.62 | ||
Investor Class Shares | 16.82 | ||
Russell 2000 Growth Index | 21.81 | ||
Source: Lipper, Inc. |
Past performance cannot guarantee comparable future results.
[ARROW GRAPHIC LOGO]
For a presentation of your fund’s long-term performance record, please turn the page.
3
LONG-TERM PERFORMANCE
Your fund’s long-term performance
Below you will find a presentation of your fund’s long-term performance record for periods ended 1/31/04, the close of the six-month period covered by this report. As required by industry regulations, we also present long-term performance for periods ended 12/31/03, the most recent calendar quarter-end.
Please read the important disclosure accompanying these tables, which explains how fund performance is calculated and the sales charges, if any, that apply to the share class in which you are invested.
AVERAGE ANNUAL TOTAL RETURNS | |||||
As of 1/31/04, including applicable sales charges | |||||
Class A Shares | |||||
Inception (3/28/02) | -1.01 | % | |||
1 Year | 36.13 | ||||
Class B Shares | |||||
Inception (3/28/02) | -0.77 | % | |||
1 Year | 38.18 | ||||
Class C Shares | |||||
Inception (2/14/00) | -13.26 | % | |||
1 Year | 41.08 | ||||
Class K Shares | |||||
Inception (12/14/01) | -0.44 | % | |||
1 Year | 43.83 | ||||
Investor Class Shares | |||||
Inception (12/26/91) | 11.47 | % | |||
10 Years | 8.60 | ||||
5 Years | 3.70 | ||||
1 Year | 44.07 |
AVERAGE ANNUAL TOTAL RETURNS | |||||
As of 12/31/03, including applicable sales charges | |||||
Class A Shares | |||||
Inception (3/28/02) | -3.73 | % | |||
1 Year | 26.05 | ||||
Class B Shares | |||||
Inception (3/28/02) | -3.53 | % | |||
1 Year | 27.69 | ||||
Class C Shares | |||||
Inception (2/14/00) | -14.58 | % | |||
1 Year | 30.79 | ||||
Class K Shares | |||||
Inception (12/14/01) | -2.74 | % | |||
1 Year | 33.37 | ||||
Investor Class Shares | |||||
Inception (12/26/91) | 11.11 | % | |||
10 Years | 8.18 | ||||
5 Years | 2.93 | ||||
1 Year | 33.49 |
The performance data quoted represent past performance and cannot guarantee comparable future rasults, current performance may be lower or higher. Please visit AlMinvestments.com for the most recent month-end performance. Performance figures rflect reinvested distributions, changes in net asset value and the effect of the maximum sale charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.
Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the beginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Class K shares have no sales charge: therefore, performance quoted is at net asset value. Class K share returns do not include a 0.70% contingent deferred sales charges (CDSC) that may be imposed on a total redemption of retirement plan assets within the first year. Investor Class shares have no sales charge: therefore performance quoted is at net asset value. The performance of the fund’s share classes will differ due to different sales charge structures and class expenses.
Had the advisor not waived fees and/ or reimbursed expenses. Class B, C and K share returns would have been lower.
ARROW BUTTON IMAGE | For More Information Visit AIMinvestments.com |
4
FINANCIALS
Schedule of Investments
January 31, 2004
(Unaudited)
Shares | Market Value | ||||
Common Stocks & Other Equity Interests–91.00% | |||||
Airlines–0.67% | |||||
AirTran Holdings, Inc.(a) | 617,900 | $ | 7,118,208 | ||
Apparel Retail–2.56% | |||||
Aeropostale, Inc.(a) | 339,100 | 10,122,135 | |||
Finish Line, Inc. (The)–Class A(a) | 167,500 | 5,695,000 | |||
Hot Topic, Inc.(a) | 183,150 | 5,580,580 | |||
Men’s Wearhouse, Inc. (The)(a) | 259,700 | 6,048,413 | |||
27,446,128 | |||||
Application Software–4.31% | |||||
Agile Software Corp.(a) | 668,800 | 6,955,520 | |||
Altiris, Inc.(a) | 135,920 | 4,913,508 | |||
FileNET Corp.(a) | 271,200 | 7,946,160 | |||
Inet Technologies, Inc.(a) | 361,600 | 5,398,688 | |||
MicroStrategy Inc.–Class A(a) | 104,100 | 6,494,799 | |||
MSC.Software Corp.(a) | 759,600 | 7,725,132 | |||
RSA Security Inc.(a) | 408,730 | 6,756,307 | |||
46,190,114 | |||||
Asset Management & Custody Banks–3.13% | |||||
Affiliated Managers Group, Inc.(a) | 122,800 | 10,413,440 | |||
Eaton Vance Corp. | 227,500 | 8,588,125 | |||
Investors Financial Services Corp. | 187,100 | 7,753,424 | |||
National Financial Partners Corp. | 202,700 | 6,727,613 | |||
33,482,602 | |||||
Biotechnology–6.53% | |||||
Abgenix, Inc.(a) | 354,300 | 5,527,080 | |||
Connectics Corp.(a) | 401,500 | 8,837,015 | |||
Dendreon Corp.(a) | 400,100 | 5,601,400 | |||
Gen-Probe Inc.(a) | 184,700 | 6,966,884 | |||
IDEXX Laboratories, Inc.(a) | 108,100 | 5,300,143 | |||
ILEX Oncology, Inc.(a) | 318,700 | 7,409,775 | |||
Ligand Pharmaceuticals Inc.–Class B(a)(b) | 100,000 | 1,451,000 | |||
Ligand Pharmaceuticals Inc.–Class B(a) | 313,500 | 4,548,885 | |||
Martek Biosciences Corp.(a) | 82,700 | 5,363,922 | |||
Nabi Biopharmaceuticals(a) | 104,200 | 1,684,914 | |||
Neurocrine Biosciences, Inc.(a) | 102,100 | 5,777,839 | |||
NPS Pharmaceuticals, Inc.(a) | 210,600 | 7,267,806 | |||
OSI Pharmaceuticals, Inc.(a) | 121,100 | 4,214,280 | |||
69,950,943 | |||||
Shares | Market Value | ||||
Broadcasting & Cable TV–0.62% | |||||
Radio One, Inc.–Class D(a) | 362,600 | $ | 6,682,718 | ||
Casinos & Gaming–4.05% | |||||
Alliance Gaming Corp.(a) | 342,000 | 8,242,200 | |||
Mandalay Resort Group | 136,400 | 6,393,068 | |||
Pinnacle Entertainment, Inc.(a) | 397,500 | 4,952,850 | |||
Scientific Games Corp.–Class A(a) | 414,200 | 6,208,858 | |||
Station Casinos, Inc. | 282,300 | 9,883,323 | |||
WMS Industries Inc.(a) | 264,700 | 7,689,535 | |||
43,369,834 | |||||
Communications Equipment–4.91% | |||||
Arris Group Inc.(a) | 1,107,000 | 10,184,400 | |||
F5 Networks, Inc.(a) | 311,900 | 10,607,719 | |||
NETGEAR, Inc.(a) | 462,100 | 7,800,248 | |||
NetScreen Technologies, Inc.(a) | 337,800 | 8,823,336 | |||
REMEC, Inc.(a) | 622,800 | 6,234,228 | |||
Tekelec(a) | 436,100 | 8,874,635 | |||
52,524,566 | |||||
Computer Storage & Peripherals–0.65% | |||||
Dot Hill Systems Corp.(a) | 492,700 | 7,006,194 | |||
Construction & Farm Machinery & Heavy Trucks–2.13% | |||||
Joy Global Inc. | 250,500 | 6,595,665 | |||
Oshkosh Truck Corp. | 156,700 | 9,132,476 | |||
Wabash National Corp.( a) | 255,900 | 7,039,809 | |||
22,767,950 | |||||
Data Processing & Outsourced Services–0.49% | |||||
Syntel, Inc. | 179,800 | 5,192,624 | |||
Diversified Commercial Services–3.39% | |||||
Corinthian Colleges, Inc.(a) | 186,200 | 11,598,398 | |||
Corporate Executive Board Co. (The)(a) | 143,700 | 6,861,675 | |||
ITT Educational Services, Inc.(a) | 113,130 | 6,264,008 | |||
LECG Corp.(a) | 217,600 | 5,083,136 | |||
Sylvan Learning Systems, Inc.(a) | 215,900 | 6,522,339 | |||
36,329,556 | |||||
Diversified Metals & Mining–0.65% | |||||
Arch Coal, Inc. | 250,600 | 6,921,572 | |||
Electronic Equipment Manufacturers–1.59% | |||||
Aeroflex Inc.(a) | 806,860 | 11,876,979 | |||
Digital Theater Systems Inc.(a) | 201,700 | 5,111,078 | |||
16,988,057 | |||||
F-1
Shares | Market Value | ||||
Electronic Manufacturing Services–2.59% | |||||
Benchmark Electronics, Inc.(a) | 205,200 | $ | 7,214,832 | ||
Merix Corp.(a) | 300,900 | 8,169,435 | |||
Plexus Corp.(a) | 474,200 | 10,399,206 | |||
Trimble Navigation Ltd.(a) | 53,590 | 1,990,868 | |||
27,774,341 | |||||
Employment Services–2.39% | |||||
Heidrick & Struggles International, Inc.(a) | 435,050 | 9,331,823 | |||
Labor Ready, Inc.(a) | 818,000 | 10,756,700 | |||
Resources Connection, Inc.(a) | 160,360 | 5,493,934 | |||
25,582,457 | |||||
Environmental Services–0.69% | |||||
Stericycle, Inc.(a) | 165,900 | 7,332,780 | |||
General Merchandise Stores–0.87% | |||||
Tuesday Morning Corp.(a) | 296,000 | 9,356,560 | |||
Health Care Equipment–3.01% | |||||
Advanced Neuromodulation Systems, Inc.(a) | 202,150 | 8,933,009 | |||
ALARIS Medical Systems, Inc.(a) | 237,800 | 4,756,000 | |||
ArthroCare Corp.(a) | 143,475 | 3,510,833 | |||
Cyberonics, Inc.(a) | 134,600 | 4,085,110 | |||
INAMED Corp.(a) | 95,550 | 4,924,647 | |||
Therasense, Inc.(a) | 224,400 | 6,002,700 | |||
32,212,299 | |||||
Health Care Facilities–2.28% | |||||
Community Health Systems Inc.(a) | 288,100 | 8,141,706 | |||
Select Medical Corp. | 508,500 | 8,797,050 | |||
United Surgical Partners International, Inc.(a) | 196,600 | 7,498,324 | |||
24,437,080 | |||||
Health Care Services–3.32% | |||||
Accredo Health, Inc.(a) | 279,400 | 9,471,660 | |||
DaVita, Inc.(a) | 177,600 | 7,125,312 | |||
Dendrite International, Inc.(a) | 337,000 | 5,725,630 | |||
eResearch Technology, Inc.(a) | 160,600 | 5,380,100 | |||
SFBC International, Inc.(a) | 256,100 | 7,859,709 | |||
35,562,411 | |||||
Health Care Supplies–0.40% | |||||
Regeneration Technologies, Inc.(a) | 426,100 | 4,261,000 | |||
Homebuilding–0.46% | |||||
Ryland Group, Inc. (The) | 64,000 | 4,880,000 | |||
Industrial Gases–0.77% | |||||
Airgas, Inc. | 365,400 | 8,290,926 | |||
Shares | Market Value | ||||
Industrial Machinery–1.57% | |||||
IDEX Corp. | 192,700 | $ | 8,035,590 | ||
Kennametal Inc. | 206,200 | 8,742,880 | |||
16,778,470 | |||||
Internet Retail–0.33% | |||||
Netflix Inc.(a) | 48,600 | 3,568,698 | |||
Internet Software & Services–2.33% | |||||
Ask Jeeves, Inc.(a) | 165,300 | 3,588,663 | |||
Openwave Systems Inc.(a) | 392,166 | 5,819,743 | |||
SupportSoft, Inc.(a) | 619,600 | 8,296,444 | |||
webMethods, Inc.(a) | 671,500 | 7,211,910 | |||
24,916,760 | |||||
Investment Banking & Brokerage–1.69% | |||||
Knight Trading Group, Inc.(a) | 592,300 | 8,173,740 | |||
Raymond James Financial, Inc. | 259,700 | 9,878,988 | |||
18,052,728 | |||||
Investment Companies—Exchange | |||||
iShares Russell 2000 Growth Index Fund | 203,500 | 12,651,595 | |||
IT Consulting & Other Services–1.28% | |||||
Cognizant Technology Solutions Corp.(a) | 42,900 | 2,317,887 | |||
MAXIMUS, Inc.(a) | 147,100 | 5,663,350 | |||
SRA International, Inc.–Class A(a) | 154,199 | 5,763,959 | |||
13,745,196 | |||||
Leisure Products–1.06% | |||||
Marvel Enterprises, Inc.(a) | 352,200 | 11,351,406 | |||
Managed Health Care–0.75% | |||||
Sierra Health Services, Inc.(a) | 273,400 | 8,037,960 | |||
Oil & Gas Drilling–2.35% | |||||
Grey Wolf, Inc.(a) | 1,987,400 | 8,307,332 | |||
Patterson-UTI Energy, Inc.(a) | 236,900 | 8,192,002 | |||
Precision Drilling Corp. (Canada)(a) | 187,600 | 8,691,508 | |||
25,190,842 | |||||
Oil & Gas Equipment & Services–1.52% | |||||
Maverick Tube Corp.(a) | 384,900 | 6,989,784 | |||
National-Oilwell, Inc.(a) | 362,400 | 9,317,304 | |||
16,307,088 | |||||
Oil & Gas Exploration & Production–0.74% | |||||
Spinnaker Exploration Co.(a) | 233,800 | 7,953,876 | |||
Pharmaceuticals–2.63% | |||||
Cypress Bioscience, Inc.(a) | 209,745 | 2,282,026 | |||
Eon Labs, Inc.(a) | 64,400 | 3,679,172 | |||
F-2
Shares | Market Value | ||||
Pharmaceuticals–(Continued) | |||||
MGI Pharma, Inc.(a) | 159,200 | $ | 7,592,248 | ||
Pharmaceutical Resources, Inc.(a) | 77,200 | 4,787,172 | |||
POZEN Inc.(a) | 134,700 | 2,012,418 | |||
Valeant Pharmaceuticals International | 331,400 | 7,781,272 | |||
28,134,308 | |||||
Property & Casualty Insurance–0.65% | |||||
United National Group, Ltd.–Class A (Cayman Islands)(a) | 359,600 | 6,958,260 | |||
Publishing–0.60% | |||||
Getty Images, Inc.(a) | 130,900 | 6,459,915 | |||
Regional Banks–3.61% | |||||
Greater Bay Bancorp | 276,100 | 7,515,442 | |||
PrivateBancorp, Inc. | 137,700 | 6,704,613 | |||
Silicon Valley Bancshares(a) | 183,600 | 6,348,888 | |||
South Financial Group, Inc. (The) | 153,000 | 4,542,570 | |||
Southwest Bancorp. of Texas, Inc. | 223,700 | 8,404,409 | |||
Wintrust Financial Corp. | 109,100 | 5,108,062 | |||
38,623,984 | |||||
Restaurants–0.75% | |||||
P.F. Chang’s China Bistro, Inc.(a) | 103,200 | 4,778,160 | |||
Panera Bread Co.–Class A(a) | 79,400 | 3,235,550 | |||
8,013,710 | |||||
Semiconductor Equipment–2.99% | |||||
Asyst Technologies, Inc.(a) | 339,700 | 5,204,204 | |||
Cymer, Inc.(a) | 195,700 | 8,612,757 | |||
MKS Instruments, Inc.(a) | 348,200 | 8,231,448 | |||
Ultratech, Inc.(a) | 71,000 | 2,063,260 | |||
Varian Semiconductor Equipment Associates, Inc.(a) | 162,100 | 7,900,754 | |||
32,012,423 | |||||
Semiconductors–6.53% | |||||
Artisan Components, Inc.(a) | 275,400 | 4,995,756 | |||
Conexant Systems, Inc.(a) | 1,168,000 | 7,790,560 | |||
Integrated Silicon Solution, Inc.(a) | 309,100 | 4,998,147 | |||
Lattice Semiconductor Corp.(a) | 761,200 | 8,167,676 | |||
Microsemi Corp.(a) | 219,600 | 6,686,820 | |||
Semtech Corp.(a) | 366,300 | 9,131,859 | |||
Skyworks Solutions, Inc.(a) | 528,400 | 5,648,596 | |||
Trident Microsystems, Inc.(a) | 318,900 | 5,567,994 | |||
Vitesse Semiconductor Corp.(a) | 989,100 | 8,160,075 | |||
Zoran Corp.(a) | 454,700 | 8,721,146 | |||
69,868,629 | |||||
Shares | Market Value | |||||
Specialty Stores–2.67% | ||||||
Advance Auto Parts, Inc.(a) | 202,400 | $ | 7,877,408 | |||
Guitar Center, Inc.(a) | 181,500 | 6,236,340 | ||||
Linens ’n Things, Inc.(a) | 199,600 | 5,760,456 | ||||
PETCO Animal Supplies, Inc.(a) | 274,400 | 8,701,224 | ||||
28,575,428 | ||||||
Steel–0.75% | ||||||
Allegheny Technologies, Inc. | 501,100 | 4,710,340 | ||||
GrafTech International Ltd.(a) | 269,500 | 3,352,580 | ||||
8,062,920 | ||||||
Systems Software–0.55% | ||||||
Secure Computing Corp.(a) | 345,900 | 5,932,185 | ||||
Trucking–0.70% | ||||||
Central Freight Lines, Inc.(a) | 113,300 | 1,985,016 | ||||
Overnite Corp. | 245,800 | 5,508,378 | ||||
7,493,394 | ||||||
Wireless Telecommunication Services–1.31% | ||||||
Nextel Partners, Inc.–Class A(a) | 376,400 | 4,866,852 | ||||
Western Wireless Corp.–Class A(a) | 404,600 | 9,168,236 | ||||
14,035,088 | ||||||
Total Common Stocks & Other Equity Interests (Cost $785,138,313) | 974,385,783 | |||||
Money Market Funds–9.82% | ||||||
INVESCO Treasurer’s Series Money Market Reserve Fund (Cost $105,114,375)(c) | 105,114,375 | 105,114,375 | ||||
TOTAL INVESTMENTS–100.82% (excluding investments purchased with cash collateral from securities loaned) (Cost $890,252,688) | 1,079,500,158 | |||||
Investments Purchased With Cash Collateral From Securities Loaned | ||||||
Money Market Funds–4.14% | ||||||
INVESCO Treasurer’s Series Money Market Reserve Fund(c)(d) | 44,275,920 | 44,275,920 | ||||
Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $44,275,920) | 44,275,920 | |||||
TOTAL INVESTMENTS–104.96% (Cost $934,528,608) | 1,123,776,078 | |||||
OTHER ASSETS LESS LIABILITIES–(4.96%) | (53,074,779 | ) | ||||
NET ASSETS–100.00% | $ | 1,070,701,299 | ||||
Notes to Schedule of Investments:
(a) | Non-income producing security. |
(b) | Security fair valued in accordance with the procedures established by the Board of Trustees. |
(c) | The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. |
(d) | 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.
F-3
Statement of Assets and Liabilities
January 31, 2004
(Unaudited)
Assets: | ||||
Investments, at market value (cost $785,138,313)* | $ | 974,385,783 | ||
Investments in affiliated money market funds (cost $149,390,295) | 149,390,295 | |||
Total investments (cost $934,528,608) | 1,123,776,078 | |||
Receivables for: | ||||
Investments sold | 22,046,950 | |||
Fund shares sold | 1,682,134 | |||
Dividends | 135,669 | |||
Investment for deferred compensation and retirement plans | 103,677 | |||
Other assets | 45,947 | |||
Total assets | 1,147,790,455 | |||
Liabilities: | ||||
Payables for: | ||||
Investments purchased | 26,096,163 | |||
Fund shares reacquired | 4,677,874 | |||
Deferred compensation and retirement plans | 122,978 | |||
Collateral upon return of securities loaned | 44,275,920 | |||
Accrued distribution fees | 245,170 | |||
Accrued trustees’ fees | 1,824 | |||
Accrued transfer agent fees | 1,510,298 | |||
Accrued operating expenses | 158,929 | |||
Total liabilities | 77,089,156 | |||
Net assets applicable to shares outstanding | $ | 1,070,701,299 | ||
Net assets consist of: | ||||
Shares of beneficial interest | $ | 1,506,868,846 | ||
Undistributed net investment income (loss) | (6,542,868 | ) | ||
Undistributed net realized gain (loss) from investment securities and option contracts | (618,872,149 | ) | ||
Unrealized appreciation of investment securities and option contracts | 189,247,470 | |||
$ | 1,070,701,299 | |||
Net Assets: | |||
Class A | $ | 5,402,535 | |
Class B | $ | 1,165,971 | |
Class C | $ | 2,434,242 | |
Class K | $ | 126,431,554 | |
Investor Class | $ | 935,266,997 | |
Shares outstanding, $0.01 par value per share, unlimited number of shares authorized: | |||
Class A | 462,671 | ||
Class B | 101,080 | ||
Class C | 220,505 | ||
Class K | 10,849,590 | ||
Investor Class | 80,153,138 | ||
Class A: | |||
Net asset value per share | $ | 11.68 | |
Offering price per share: | |||
(Net asset value of $11.68 ÷ 94.50%) | $ | 12.36 | |
Class B: | |||
Net asset value and offering price per share | $ | 11.54 | |
Class C: | |||
Net asset value and offering price per share | $ | 11.04 | |
Class K: | |||
Net asset value and offering price per share | $ | 11.65 | |
Investor Class: | |||
Net asset value and offering price per share | $ | 11.67 | |
* | At January 31, 2004, securities with an aggregate market value of $43,620,132 were on loan to brokers. |
See accompanying notes which are an integral part of the financial statements.
F-4
Statement of Operations
For the six months ended January 31, 2004
(Unaudited)
Investment income: | ||||
Dividends | $ | 1,105,546 | ||
Dividends and interest from affiliates* | 447,700 | |||
Total investment income | 1,553,246 | |||
Expenses: | ||||
Advisory fees | 3,432,408 | |||
Administrative services fees | 242,678 | |||
Custodian fees | 70,929 | |||
Distribution fees: | ||||
Class A | 11,157 | |||
Class B | 3,203 | |||
Class C | 15,552 | |||
Class K | 254,648 | |||
Investor Class | 1,166,116 | |||
Transfer agent fees: | ||||
Class A | 7,050 | |||
Class B | 1,541 | |||
Class C | 30,969 | |||
Class K | 507,689 | |||
Investor Class | 2,461,685 | |||
Trustees’ fees | 15,002 | |||
Other | 569,805 | |||
Total expenses | 8,790,432 | |||
Less: Fees waived, expenses reimbursed and expense offset arrangements | (764,620 | ) | ||
Net expenses | 8,025,812 | |||
Net investment income (loss) | (6,472,566 | ) | ||
Realized and unrealized gain from investment securities and option contracts: | ||||
Net realized gain from: | ||||
Investment securities | 127,070,449 | |||
Option contracts written | 48,845 | |||
127,119,294 | ||||
Change in net unrealized appreciation of: | ||||
Investment securities | 39,458,535 | |||
Option contracts written | 36,301 | |||
39,494,836 | ||||
Net gain from investment securities and option contracts | 166,614,130 | |||
Net increase in net assets resulting from operations | $ | 160,141,564 | ||
* | 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.
F-5
Statement of Changes in Net Assets
For the six months ended January 31, 2004 and the year ended July 31, 2003
(Unaudited)
January 31, 2004 | July 31, 2003 | |||||||
Operations: | ||||||||
Net investment income (loss) | $ | (6,472,566 | ) | $ | (8,216,081 | ) | ||
Net realized gain (loss) from investment securities and option contracts | 127,119,294 | (68,052,955 | ) | |||||
Change in net unrealized appreciation of investment securities and option contracts | 39,494,836 | 229,128,853 | ||||||
Net increase in net assets resulting from operations | 160,141,564 | 152,859,817 | ||||||
Share transactions–net: | ||||||||
Class A | (2,066,190 | ) | 3,071,872 | |||||
Class B | 669,335 | 288,316 | ||||||
Class C | 131,742 | 50,289 | ||||||
Class K | 14,441,971 | 14,773,347 | ||||||
Investor Class | (96,402,330 | ) | (47,990,339 | ) | ||||
Net increase (decrease) in net assets resulting from share transactions | (83,225,472 | ) | (29,806,515 | ) | ||||
Net increase in net assets | 76,916,092 | 123,053,302 | ||||||
Net assets: | ||||||||
Beginning of period | 993,785,207 | 870,731,905 | ||||||
End of period (including undistributed net investment income (loss) of $(6,542,868) and $(70,302) for 2004 and 2003, respectively) | $ | 1,070,701,299 | $ | 993,785,207 | ||||
See accompanying notes which are an integral part of the financial statements.
F-6
Notes to Financial Statements
January 31, 2004
(Unaudited)
NOTE 1—Significant Accounting Policies
INVESCO Small Company Growth Fund (the “Fund”) is a series portfolio of AIM Stock Funds (the “Trust”, formerly known as, INVESCO Stock Funds, Inc.). 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 four 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 seek long-term capital growth. 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. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end, and as such, the net asset value for shareholder transactions may be different than the net asset value reported in these financial statements. 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. | Repurchase Agreements — Repurchase agreements purchased 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 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. |
C. | 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.
F-7
D. | 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. |
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. | 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. |
G. | Put Options — The Fund may purchase put options. By purchasing a put option, the Fund obtains the right (but not the obligation) to sell the option’s underlying instrument at a fixed strike price. In return for this right, the Fund pays an option premium. The option’s underlying instrument may be a security or a futures contract. Put options may be used by the Fund to hedge securities it owns by locking in a minimum price at which the Fund can sell. If security prices fall, the put option could be exercised to offset all or a portion of the Fund’s resulting losses. At the same time, because the maximum the Fund has at risk is the cost of the option, purchasing put options does not eliminate the potential for the Fund to profit from an increase in the value of the securities hedged. A risk in buying an option is that the Fund pays a premium whether or not the option is exercised. In addition, there can be no assurance that a liquid secondary market will exist for any option purchased or sold. |
H. | Expenses — Each Class bears expenses incurred specifically on its behalf and, in addition, each Class bears a portion of general expenses, based on relative net assets of each Class. |
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 based on the annual rate of the Fund’s average net assets as follows:
Average Net Assets | Rate | ||
First $350 million | 0.75 | % | |
From $350 million to $700 million | 0.65 | % | |
From $700 million to $2 billion | 0.55 | % | |
From $2 billion to $4 billion | 0.45 | % | |
From $4 billion to $6 billion | 0.40 | % | |
From $6 billion to $8 billion | 0.375 | % | |
Over $8 billion | 0.35 | % | |
For the period November 25, 2003 through January 31, 2004, the Fund paid advisory fees to AIM of $1,260,314. Prior to November 25, 2003, the Trust had an investment advisory agreement with INVESCO Funds Group, Inc. (“IFG”). For the period August 1, 2003 through November 24, 2003, the Fund paid advisory fees to IFG of $2,172,094. AIM has entered into a sub-advisory agreement with INVESCO Institutional (N.A.), Inc. (“INVESCO”) whereby AIM pays INVESCO 40% of the fee paid by the Fund to AIM.
AIM has contractually agreed to limit total annual operating expenses for Class A, Class B, Class C and Class K shares to 2.10%, 2.75%, 2.75% and 2.20%, respectively and has voluntarily agreed to limit total annual operating expenses of Class A, Class B, Class C, Class K and Investor Class shares to 1.60%, 2.25%, 2.25%, 1.70% and 1.50%, respectively. The expense limitations exclude 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. Voluntary fee waivers or reimbursements may be modified or discontinued at any time without further notice to investors after April 1, 2004 upon consultation with the Board of Trustees. 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 money market funds with cash collateral from securities loaned by the Fund). For the six months ended January 31, 2004, AIM waived fees of $2,579.
For the period November 25, 2003 through January 31, 2004, AIM reimbursed transfer agency expenses of the Fund of $0, $331, $7,349, $30,131 and $0 for Class A, Class B, Class C, Class K and Investor Class shares, respectively. Prior to November 25, 2003, IFG reimbursed transfer agency expenses of the Fund of $0, $752, $21,625, $246,986 and $431,159 for Class A, Class B, Class C, Class K and Investor Class shares, respectively. For the period November 25, 2003 through January 31, 2004, AIM reimbursed other class-specific expenses of the Fund of $0, $4,538, $6,687, $0 and $0 for Class A, Class B, Class C, Class K and Investor Class shares, respectively. Prior to November 25, 2003, IFG did not reimburse other class-specific expenses of the Fund. For the period November 25, 2003 through January 31, 2004, AIM reimbursed fund level expenses of the Fund of $12,288. Prior to November 25, 2003, IFG did not reimburse fund level expenses of the Fund.
AIM is entitled to reimbursement from a Fund that has had fees and expenses absorbed pursuant to these arrangements if such reimbursements do not cause the Fund to exceed the then current expense limitations and the reimbursement is made within three years after AIM incurred the expense. At January 31, 2004, the reimbursement that may potentially be made by the
F-8
NOTE 2—Advisory Fees and Other Fees Paid to Affiliates (continued)
Fund to AIM which will expire during the calendar year ended 2005 for Class A, Class B, Class C, Class K and Investor Class was $0, $519, $21,413, $730,404 and $1,052,315, respectively, expiring during the calendar year ended 2006 for Class A, Class B, Class C, Class K and Investor Class was $0, $4,027, $57,835, $541,288 and $611,424, respectively and expiring during the calendar year ended 2007 for Class A, Class B, Class C, Class K and Investor Class was $0, $4,847, $13,497, $26,098 and $86,868, respectively. During the six months ended January 31, 2004, the Fund reimbursed AIM for previously reimbursed Fund expenses of $237,348.
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 period November 25, 2003 through January 31, 2004, AIM was paid $115,545 for such services. Prior to November 25, 2003, the Trust had an administrative services agreement with IFG. For the period August 1, 2003 through November 24, 2003, IFG was paid $127,133 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. Prior to October 1, 2003, the Trust had a transfer agency and service agreement with IFG. For the period August 1, 2003 through September 30, 2003, IFG retained $916,594 for such services. For the period October 1, 2003 through January 31, 2004, AISI retained $2,063,401 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, Class C, Class K and Investor 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, Class K and Investor Class shares (collectively the “Plans”). The Fund, pursuant to the Class A, Class B, Class C and Class K 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 0.45% of the average daily net assets of Class K shares. Of these amounts, 0.25% of the average daily net assets of the Class A, Class B, Class C or Class K 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. The Fund, pursuant to the Investor Class Plan, pays AIM Distributors for its actual expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of the Investor Class shares. Pursuant to the Plans, for the six months ended January 31, 2004, the Class A, Class B, Class C, Class K and Investor Class shares paid $11,157, $3,203, $15,552, $254,648 and $1,166,116, 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. For the six months ended January 31, 2004 AIM Distributors retained $4,047 in front-end sales commissions from the sale of Class A shares and $0, $0, $33 and $0 from Class A, Class B, Class C and Class K shares, respectively, for CDSC imposed upon redemptions by shareholders.
Certain officers and trustees of the Trust are officers and directors of AIM, AISI, INVESCO 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”) to invest daily available cash balances in affiliated money market funds 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. The tables below show the transactions in and earnings from investments in affiliated money market funds for the period ended January 31, 2004.
Investments of Daily Available Cash Balances:
Market Value 07/31/03 | Purchases at Cost | Proceeds from Sales | Unrealized Appreciation (Depreciation) | Market Value 01/31/04 | Dividend Income | Realized Gain (Loss) | ||||||||||||||||
INVESCO Treasurer’s Series Money Market Reserve Fund | $ | 35,000,000 | $ | 523,742,542 | $ | (453,628,167 | ) | $ | — | $ | 105,114,375 | $ | 343,178 | $ | — | |||||||
Investments of Cash Collateral from Securities Lending Transactions:
Market Value 07/31/03 | Purchases at Cost | Proceeds from Sales | Unrealized Appreciation (Depreciation) | Market Value 01/31/04 | Dividend Income* | Realized Gain (Loss) | ||||||||||||||||
INVESCO Treasurer’s Series Money Market Reserve Fund | $ | 32,721,694 | $ | 150,267,914 | $ | (138,713,688 | ) | $ | — | $ | 44,275,920 | $ | 84,275 | $ | — | |||||||
Total | $ | 67,721,694 | $ | 674,010,456 | $ | (592,341,855 | ) | $ | — | $ | 149,390,295 | $ | 427,453 | $ | — | |||||||
* | Dividend income is net of fees paid to security lending counterparties. |
F-9
NOTE 4—Expense Offset Arrangements
Indirect expenses under expense offset arrangements are comprised of custodian credits resulting from periodic overnight cash balances at the custodian. For the six months ended January 31, 2004, the Fund received reductions in custodian fees of $195 under an expense offset arrangement, which resulted in a reduction of the Fund’s total expenses of $195.
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 six months ended January 31, 2004, the Fund paid legal fees of $906 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
NOTE 6—Borrowings (continued)
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 under the facility during the six months ended January 31, 2004.
Effective December 6, 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. The Fund did not borrow under the facility during the six months ended January 31, 2004.
The Fund had available a committed Redemption Line of Credit Facility (“LOC”), from a consortium of national banks, to be used for temporary or emergency purposes to meet redemption needs. The LOC permitted borrowings to a maximum of 10% of the net assets at value of the Fund. Each fund agreed to pay annual fees and interest on the unpaid principal balance based on prevailing market rates as defined in the agreement. The funds which were party to the LOC were charged a commitment fee of 0.10% on the unused balance of the committed line. The Fund did not borrow under the LOC during six months ended January 31, 2004. The LOC expired December 3, 2003.
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—Advances to Affiliates
Pursuant to an exemptive order from the SEC, the advisor established an interfund lending facility that the Fund may participate in for temporary borrowings by the other 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:
Transactions During the Period | |||||||||||||||||||
Advances Outstanding 07/31/03 | Increases in Advances to Affiliates | Decreases in Advances to Affiliates | Advances Outstanding 01/31/04 | Average Advances to Affiliates | Interest Income | ||||||||||||||
INVESCO Dynamics Fund | $ | — | $ | 590,086,000 | $ | (590,086,000 | ) | $ | — | $ | 3,206,989 | $ | 19,532 | ||||||
INVESCO Growth & Income Fund | — | 1,664,000 | (1,664,000 | ) | — | 9,044 | 52 | ||||||||||||
INVESCO International Blue Chip Value Fund | — | 1,014,000 | (1,014,000 | ) | — | 5,511 | 33 | ||||||||||||
INVESCO Select Income Fund | — | 3,710,000 | (3,710,000 | ) | — | 20,163 | 115 | ||||||||||||
INVESCO VIF-High Yield Fund | — | 10,877,000 | (10,877,000 | ) | — | 59,114 | 344 | ||||||||||||
INVESCO VIF-Telecommunications Fund | — | 5,378,000 | (5,378,000 | ) | — | 29,228 | 171 | ||||||||||||
$ | — | $ | 612,729,000 | $ | (612,729,000 | ) | $ | — | $ | 3,330,049 | $ | 20,247 | |||||||
F-10
NOTE 8—Portfolio Securities Loaned
The Fund has entered into a securities lending agreement with SSB. Under the terms of the agreement, the Fund receives income, recorded monthly, after deduction of other amounts payable to SSB or to the borrower from lending transactions. In exchange for such fees, SSB is authorized to loan securities on behalf of the Fund, against receipt of collateral at least equal in value to the value of the securities loaned. Cash collateral is invested by SSB in an affiliated money market fund. The Fund bears the risk of any deficiency in the amount of collateral available for return to a borrower due to a loss in an approved investment.
At January 31, 2004, securities with an aggregate value of $43,620,132 were on loan to brokers. The loans were secured by cash collateral of $44,275,920 received by the Fund and subsequently invested in an affiliated money market fund. For the January 31, 2004 ended six months, the Fund received dividends on cash collateral net of fees paid to counterparties of $84,275 for securities lending transactions.
NOTE 9—Option Contracts Written
Transactions During the Period | |||||||
Call Option Contracts | |||||||
Number of Contracts | Premiums Received | ||||||
Beginning of period | 1,507 | $ | 57,887 | ||||
Closed | (1,507 | ) | (57,887 | ) | |||
End of period | — | $ | — | ||||
NOTE 10—Tax Information
The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be updated at the Fund’s fiscal year-end.
The Fund has a capital loss carryforward for tax purposes which expires as follows:
Expiration | Capital Loss Carryforward | ||
July 31, 2006 | $ | 4,086,304 | |
July 31, 2009 | 36,460,063 | ||
July 31, 2010 | 375,274,025 | ||
July 31, 2011 | 306,907,143 | ||
Total capital loss carryforward | $ | 722,727,535 | |
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 six months ended January 31, 2004 was $644,464,780 and $740,383,230, respectively.
Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis | ||||
Aggregate unrealized appreciation of investment securities | $ | 198,459,686 | ||
Aggregate unrealized (depreciation) of investment securities | (13,429,031 | ) | ||
Net unrealized appreciation of investment securities | $ | 185,030,655 | ||
Cost of investments for tax purposes is $938,745,423. |
F-11
NOTE 12—Share Information
The Fund currently offers five different classes of shares: Class A shares, Class B shares, Class C shares, Class K shares and Investor 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 K shares and Investor Class shares are sold at net asset value. Under some circumstances, Class A shares and Class K 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 | ||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | |||||||||||||
Shares | Amount | Shares | Amount | |||||||||||
Sold: | ||||||||||||||
Class A | 693,251 | $ | 7,218,732 | 3,884,403 | $ | 33,795,850 | ||||||||
Class B | 64,235 | 719,705 | 33,843 | 293,246 | ||||||||||
Class C | 1,683,261 | 16,785,877 | 44,602,549 | 359,966,858 | ||||||||||
Class K | 2,284,113 | 24,827,405 | 2,413,736 | 21,412,308 | ||||||||||
Investor Class | 32,087,835 | 348,341,492 | 104,518,131 | 885,646,023 | ||||||||||
Automatic conversion of Class B shares to Class A shares:* | ||||||||||||||
Class A | 4 | 41 | — | — | ||||||||||
Class B | (4 | ) | (41 | ) | — | — | ||||||||
Reacquired: | ||||||||||||||
Class A | (867,668 | ) | (9,284,963 | ) | (3,557,109 | ) | (30,723,978 | ) | ||||||
Class B | (4,345 | ) | (50,329 | ) | (608 | ) | (4,930 | ) | ||||||
Class C | (1,639,114 | ) | (16,654,135 | ) | (44,560,541 | ) | (359,916,569 | ) | ||||||
Class K | (955,802 | ) | (10,385,434 | ) | (779,789 | ) | (6,638,961 | ) | ||||||
Investor Class | (41,022,434 | ) | (444,743,822 | ) | (110,607,182 | ) | (933,636,362 | ) | ||||||
(7,676,668 | ) | $ | (83,225,472 | ) | (4,052,567 | ) | $ | (29,806,515 | ) | |||||
* | Prior to the six months ended January 31, 2004, conversion of Class B shares to Class A shares were included in Class A shares sold and Class B shares reacquired. |
NOTE 13—Financial Highlights
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
Class A | ||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | March 28, 2002 2002 | ||||||||||
Net asset value, beginning of period | $ | 10.00 | $ | 8.41 | $ | 11.25 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.07 | )(a) | (0.01 | ) | (0.02 | )(a) | ||||||
Net gains (losses) on securities (both realized and unrealized) | 1.75 | 1.60 | (2.82 | ) | ||||||||
Total from investment operations | 1.68 | 1.59 | (2.84 | ) | ||||||||
Net asset value, end of period | $ | 11.68 | $ | 10.00 | $ | 8.41 | ||||||
Total return(b) | 16.80 | % | 18.91 | % | (25.24 | )% | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 5,403 | $ | 6,372 | $ | 2,607 | ||||||
Ratio of expenses to average net assets | 1.55 | %(c) | 1.38 | % | 1.24 | %(d) | ||||||
Ratio of net investment income (loss) to average net assets | (1.26 | )%(c) | (0.69 | )% | (0.74 | )%(d) | ||||||
Portfolio turnover rate(e) | 66 | % | 119 | % | 99 | % | ||||||
(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 $6,340,932. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-12
NOTE 13—Financial Highlights (continued)
Class B | ||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | March 28, 2002 2002 | ||||||||||
Net asset value, beginning of period | $ | 9.91 | $ | 8.41 | $ | 11.25 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.11 | )(a) | (0.07 | ) | (0.04 | )(a) | ||||||
Net gains (losses) on securities (both realized and unrealized) | 1.74 | 1.57 | (2.80 | ) | ||||||||
Total from investment operations | 1.63 | 1.50 | (2.84 | ) | ||||||||
Net asset value, end of period | $ | 11.54 | $ | 9.91 | $ | 8.41 | ||||||
Total return(b) | 16.45 | % | 17.84 | % | (25.24 | )% | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 1,166 | $ | 408 | $ | 67 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
With fee waivers and expense reimbursements | 2.25 | %(c) | 2.25 | % | 2.14 | %(d) | ||||||
Without fee waivers and expense reimbursements | 4.00 | %(c) | 4.00 | % | 2.14 | %(d) | ||||||
Ratio of net investment income (loss) to average net assets | (1.96 | )%(c) | (1.61 | )% | (1.68 | )%(d) | ||||||
Portfolio turnover rate(e) | 66 | % | 119 | % | 99 | % | ||||||
(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 $637,135. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
Class C | ||||||||||||||||||||
Six months ended January 31, 2004 | Year ended July 31, | February 14, 2000 (Date sales commenced) to July 31, 2000 | ||||||||||||||||||
2003 | 2002 | 2001 | ||||||||||||||||||
Net asset value, beginning of period | $ | 9.49 | $ | 8.09 | $ | 12.54 | $ | 18.37 | $ | 20.68 | ||||||||||
Income from investment operations: | ||||||||||||||||||||
Net investment income (loss) | (0.10 | )(a) | (0.18 | ) | (0.18 | )(a) | (0.12 | ) | (0.00 | ) | ||||||||||
Net gains (losses) on securities (both realized and unrealized) | 1.65 | 1.58 | (4.27 | ) | (4.78 | ) | (2.31 | ) | ||||||||||||
Total from investment operations | 1.55 | 1.40 | (4.45 | ) | (4.90 | ) | (2.31 | ) | ||||||||||||
Less distributions from net realized gains | — | — | — | (0.93 | ) | — | ||||||||||||||
Net asset value, end of period | $ | 11.04 | $ | 9.49 | $ | 8.09 | $ | 12.54 | $ | 18.37 | ||||||||||
Total return(b) | 16.33 | % | 17.45 | % | (35.57 | )% | (27.24 | )% | (11.17 | )% | ||||||||||
Ratios/supplemental data: | ||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 2,434 | $ | 1,673 | $ | 1,087 | $ | 2,034 | $ | 1,926 | ||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||
With fee waivers and expense reimbursements | 2.25 | %(c) | 2.25 | % | 2.25 | % | 2.13 | % | 1.83 | %(d) | ||||||||||
Without fee waivers and expense reimbursements | 4.54 | %(c) | 3.55 | % | 2.70 | % | 2.13 | % | 1.83 | %(d) | ||||||||||
Ratio of net investment income (loss) to average net assets | (1.96 | )%(c) | (1.73 | )% | (1.81 | )% | (1.12 | )% | (0.91 | )%(d) | ||||||||||
Portfolio turnover rate(e) | 66 | % | 119 | % | 99 | % | 112 | % | 186 | % | ||||||||||
(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 $3,093,494. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-13
NOTE 13—Financial Highlights (continued)
Class K | ||||||||||||
Six months ended January 31, 2004 | Year ended July 31, 2003 | December 14, 2001 2002 | ||||||||||
Net asset value, beginning of period | $ | 9.99 | $ | 8.43 | $ | 11.76 | ||||||
Income from investment operations: | ||||||||||||
Net investment income (loss) | (0.08 | )(a) | (0.01 | ) | (0.05 | )(a) | ||||||
Net gains (losses) on securities (both realized and unrealized) | 1.74 | 1.57 | (3.28 | ) | ||||||||
Total from investment operations | 1.66 | 1.56 | (3.33 | ) | ||||||||
Net asset value, end of period | $ | 11.65 | $ | 9.99 | $ | 8.43 | ||||||
Total return(b) | 16.62 | % | 18.51 | % | (28.32 | )% | ||||||
Ratios/supplemental data: | ||||||||||||
Net assets, end of period (000s omitted) | $ | 126,432 | $ | 95,105 | $ | 66,451 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
With fee waivers and expense reimbursements | 1.70 | %(c) | 1.70 | % | 1.17 | %(d) | ||||||
Without fee waivers and expense reimbursements | 2.19 | %(c) | 3.12 | % | 1.17 | %(d) | ||||||
Ratio of net investment income (loss) to average net assets | (1.41 | )%(c) | (1.12 | )% | (0.80 | )%(d) | ||||||
Portfolio turnover rate(e) | 66 | % | 119 | % | 99 | % | ||||||
(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 annualized and based on average daily net assets of $112,561,854. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
Investor Class | ||||||||||||||||||||||||||||
Six months 2004 | Year ended July 31, | Two months 1999 | Year 1999 | |||||||||||||||||||||||||
2003 | 2002 | 2001 | 2000 | |||||||||||||||||||||||||
Net asset value, beginning of period | $ | 9.99 | $ | 8.41 | $ | 12.76 | $ | 18.50 | $ | 13.61 | $ | 12.08 | $ | 11.90 | ||||||||||||||
Income from investment operations: | ||||||||||||||||||||||||||||
Net investment income (loss) | (0.07 | )(a) | (0.00 | ) | (0.01 | ) | (0.04 | )(a) | (0.00 | ) | (0.00 | ) | (0.00 | ) | ||||||||||||||
Net gains (losses) on securities (both realized and unrealized) | 1.75 | 1.58 | (4.34 | ) | (4.77 | ) | 6.88 | 1.53 | 1.35 | |||||||||||||||||||
Total from investment operations | 1.68 | 1.58 | (4.35 | ) | (4.81 | ) | 6.88 | 1.53 | 1.35 | |||||||||||||||||||
Less distributions from net realized gains | — | — | — | (0.93 | ) | (1.99 | ) | — | (1.17 | ) | ||||||||||||||||||
Net asset value, end of period | $ | 11.67 | $ | 9.99 | $ | 8.41 | $ | 12.76 | $ | 18.50 | $ | 13.61 | $ | 12.08 | ||||||||||||||
Total return(b) | 16.82 | % | 18.79 | % | (34.09 | )% | (26.53 | )% | 53.55 | % | 12.67 | % | 12.91 | % | ||||||||||||||
Ratios/supplemental data: | ||||||||||||||||||||||||||||
Net assets, end of period (000s omitted) | $ | 935,267 | $ | 890,227 | $ | 800,520 | $ | 1,395,113 | $ | 1,440,445 | $ | 452,861 | $ | 318,109 | ||||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||||||
With fee waivers and expense reimbursements | 1.50 | %(c) | 1.50 | % | 1.45 | % | 1.29 | % | 1.20 | % | 1.50 | %(d) | 1.51 | %(d) | ||||||||||||||
Without fee waivers and expense reimbursements | 1.59 | %(c) | 1.67 | % | 1.45 | % | 1.29 | % | 1.21 | % | 1.62 | %(d) | 1.59 | %(d) | ||||||||||||||
Ratio of net investment income (loss) to average net assets | (1.21 | )%(c) | (0.94 | )% | (1.01 | )% | (0.28 | )% | (0.34 | )% | (0.69 | )%(d) | (0.58 | )%(d) | ||||||||||||||
Portfolio turnover rate(e) | 66 | % | 119 | % | 99 | % | 112 | % | 186 | % | 41 | % | 203 | % | ||||||||||||||
(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 annualized and based on average daily net assets of $927,822,545. |
(d) | Annualized. |
(e) | Not annualized for periods less than one year. |
F-14
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 a wide range of issues, including 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 also 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 other 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, the Office of the Secretary of State for West Virginia, the Department of Banking for the State of Connecticut and the Colorado Securities Division. IFG has also received more limited inquiries concerning related matters from the United States Department of Labor, NASD Inc. and the SEC, none of which directly bears upon the Fund. 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, the Massachusetts Secretary of the Commonwealth, the Office of the State Auditor for the State of West Virginia and the Department of Banking for the State of Connecticut. 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 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., 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)
F-15
NOTE 14—Legal Proceedings (continued)
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; recission 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. The Judicial Panel on Multidistrict Litigation (the “Panel”) has ruled that all actions alleging market timing throughout the mutual fund industry should be transferred to the United States District Court for the District of Maryland for coordinated pre-trial proceedings. Twelve actions filed against IFG have been conditionally transferred to the Panel in Maryland, and IFG and AIM anticipate that all other market timing actions that may be filed or that are already pending against IFG and/or AIM will be transferred to the Panel as well.
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.
F-16
Proxy Results (Unaudited)
A Special Meeting of Shareholders of INVESCO Small Company Growth Fund, (“Fund”) a portfolio of AIM Stock Funds (formerly INVESCO Stock Funds, Inc. and AIM Stock Funds, Inc.), (“Company”), a Delaware statutory trust, was held on October 21, 2003. The meeting was adjourned and reconvened on October 28, 2003, on November 4, 2003 and reconvened on November 11, 2003. The meeting was held for the following purposes:
(1)* | To elect sixteen individuals to the Board, each of whom will serve until his or her successor is elected and qualified: Bob R. Baker, Frank S. Bayley, James T. Bunch, Bruce L. Crockett, Albert R. Dowden, Edward K. Dunn, Jr., Jack M. Fields, Carl Frischling, Robert H. Graham, Gerald J. Lewis, Prema Mathai-Davis, Lewis F. Pennock, Ruth H. Quigley, Louis S. Sklar, Larry Soll, Ph D. and Mark H. Williamson. |
(2) | To approve a new Investment Advisory Agreement with A I M Advisors, Inc. |
(3) | To approve a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc. |
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. |
The results of the voting on the above matters were as follows:
Trustees/Matter | Votes For | Withholding Authority | ||||
(1)* | Bob R. Baker | 362,405,144 | 19,855,030 | |||
Frank S. Bayley | 362,437,628 | 19,822,546 | ||||
James T. Bunch | 362,488,718 | 19,771,456 | ||||
Bruce L. Crockett | 362,515,953 | 19,744,221 | ||||
Albert R. Dowden | 362,455,376 | 19,804,798 | ||||
Edward K. Dunn, Jr. | 362,445,962 | 19,814,212 | ||||
Jack M. Fields | 362,484,095 | 19,776,079 | ||||
Carl Frischling | 362,371,394 | 19,888,780 | ||||
Robert H. Graham | 362,402,926 | 19,857,248 | ||||
Gerald J. Lewis | 362,263,534 | 19,996,640 | ||||
Prema Mathai-Davis | 362,317,138 | 19,943,036 | ||||
Lewis F. Pennock | 362,372,299 | 19,887,875 | ||||
Ruth H. Quigley | 362,270,092 | 19,990,082 | ||||
Louis S. Sklar | 362,404,051 | 19,856,123 | ||||
Larry Soll, Ph.D | 362,452,103 | 19,808,071 | ||||
Mark H. Williamson | 362,227,445 | 20,032,729 |
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(2) | Approval of a new Investment Advisory Agreement with A I M Advisors, Inc. | 52,026,488 | 712,302 | 905,199 | |||||
(3) | Approval of a new Sub-Advisory Agreement between A I M Advisors, Inc. and INVESCO Institutional (N.A.), Inc | 52,025,431 | 797,211 | 821,347 | |||||
(4)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 302,828,268 | 16,875,556 | 62,556,350 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on October 28, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 326,477,030 | 18,532,333 | 62,801,232 | ** |
F-17
Proxy Results (Unaudited) (continued)
A Special Meeting of Shareholders of the Company noted above was reconvened on November 4, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | To approve an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 345,396,965 | 18,782,801 | 62,618,399 | ** |
A Special Meeting of Shareholders of the Company noted above was reconvened on November 11, 2003. At the reconvened meeting the following matter was then considered:
Matter | Votes For | Votes Against | Withheld/ Abstentions | ||||||
(1)* | Approval of an Agreement and Plan of Reorganization which provides for the redomestication of Company as a Delaware statutory trust and, in connection therewith, the sale of all of Company’s assets and the dissolution of Company as a Maryland corporation. | 354,789,002 | 19,165,807 | 57,283,120 | ** |
* | Proposal required approval by a combined vote of all the portfolios of AIM Stock Funds. |
** | Includes Broker Non-Votes |
F-18
OTHER INFORMATION
Trustees and Officers
Board of Trustees | Officers | Office of the Fund | ||
Bob R. Baker
Frank S. Bayley
James T. Bunch
Bruce L. Crockett
Albert R. Dowden
Edward K. Dunn, Jr.
Jack M. Fields
Carl Frischling
Robert H. Graham
Gerald J. Lewis
Prema Mathai-Davis
Lewis F. Pennock
Ruth H. Quigley
Louis S. Sklar
Larry Soll, Ph.D.
Mark H. Williamson
| Robert H. Graham Chairman and President
Raymond R. Cunningham Executive Vice President
Mark H. Williamson Executive Vice President
Kevin M. Carome Senior Vice President and Chief Legal Officer
Sidney M. Dilgren Vice President and Treasurer
Robert G. Alley Vice President
Stuart W. Coco Vice President
Melville B. Cox Vice President
Karen Dunn Kelley Vice President
Edgar M. Larsen Vice President | 11 Greenway Plaza Houston, TX 77046-1173
Investment Advisor A I M Advisors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173
Sub-Advisor INVESCO Institutional (N.A.), Inc. One Midtown Plaza 1360 Peachtree Street, N.E. Suite 100 Atlanta, GA 30309
Transfer Agent A I M Investment Services, Inc. P.O. Box 4739 Houston, TX 77210-4739
Custodian State Street Bank and Trust Company 225 Franklin Street Boston, MA 02110
Counsel to the Fund Ballard Spahr Andrews & Ingersoll, LLP 1735 Market Street Philadelphia, PA 19103-7599
Counsel to the Trustees Kramer, Levin, Naftalis & Frankel LLP 919 Third Avenue New York, NY 10022-3852
Distributor A I M Distributors, Inc. 11 Greenway Plaza Suite 100 Houston, TX 77046-1173 |
Domestic Equity
AIM Aggressive Growth Fund
AIM Balanced Fund*
AIM Basic Balanced Fund*
AIM Basic Value Fund
AIM Blue Chip Fund
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Dent Demographic Trends Fund
AIM Diversified Dividend Fund1
AIM Emerging 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 Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM Premier Equity Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund2
AIM Small Cap Growth Fund3
AIM Trimark Endeavor Fund
AM Trimark Small Companies Fund
AIM Weingarten Fund
INVESCO Core Equity Fund
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund
INVESCO S&P 500 Index Fund
INVESCO Total Return Fund*
*Domestic equity and income fund
International/Global Equity
AIM Asia Pacific Growth Fund
AIM Developing Markets Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM Global Trends Fund5
AIM Global Value Fund6
AIM International Emerging Growth Fund
AIM International Growth Fund
AIM Trimark Fund
INVESCO International Core Equity Fund
Sector Equity
AIM Global Health Care Fund
AIM Real Estate Fund
INVESCO Advantage Health Sciences Fund
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO-Multi Sector Fund
INVESCO Technology Fund
INVESCO Utilities Fund
Consider the investment objectives, risks, and charges and expenses carefully. For this and other important information about AIM and INVESCO funds, obtain a prospectus from your financial advisor or AIMinvestments.com and read it thoroughly before investing.
Fixed Income
TAXABLE
AIM Floating Rate Fund
AIM HighYield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Money Market Fund
AIM ShortTerm Bond Fund
AlMTotal Return Bond Fund
INVESCO U.S. Government Money Fund
TAX-FREE
AIM High Income Municipal Fund
AIM Municipal Bond Fund
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
Effective May 2, 2003, AIM Large Cap Core Equity Fund was renamed AIM Diversified Dividend Fund. 2As of the close of business on February 27, 2004, AIM Mid Cap Core Equity Fund is available to new investors on a limited basis. For information on who may continue to invest in AIM Mid Cap Core Equity Fund, please contact your financial advisor. 3AIM Small Cap Equity Fund was closed to most investors on December 19, 2003. For information on who may continue to invest in AIM Small Cap Equity Fund, please contact your financial advisor. 4AIM Small Cap Growth Fund was closed to most investors on March 18, 2002. For information on who may continue to invest in AIM Small Cap Growth Fund, please contact your financial advisor. 5Effective March 31, 2004, AIM Global Trends Fund was renamed AIM Global Equity Fund. 6Effective April 30, 2003, AIM Worldwide Spectrum Fund was renamed AIM Global Value Fund. 7Effective November 24, 2003, INVESCO International Blue Chip Value Fund was renamed INVESCO International Core Equity Fund.
If used after April, 2004, this brochure must be accompanied by a fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. Mutual funds distributed by A I M Distributors, Inc.
A I M Management Group Inc. has provided leadership in the investment management industry since 1976 and manages $149 billion in assets for approximately 11 million shareholders, including individual investors, corporate clients and financial institutions. AIM is a subsidiary of AMVESCAP PLC, one of the world’s largest independent financial services companies with $371 billion in assets under management. Data as of December 31, 2003.
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ITEM 2. | CODE OF ETHICS FOR FINANCIAL OFFICERS. |
Not applicable for semi-annual reports.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
Not applicable for semi-annual reports.
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
Not applicable for semi-annual reports.
ITEM 5. | LISTED COMPANIES AUDIT COMMITTEE MEMBERS. |
Not applicable.
ITEM 6. | [RESERVED] |
ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Not applicable.
ITEM 8. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
ITEM 9. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
There has been a material change to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees. The Registrant, formerly a Maryland corporation, was redomesticated as a Delaware statutory trust on November 24, 2003. As a Maryland corporation, the Registrant did not have such procedures in place. As part of the process of redomesticating as a Delaware statutory trust, the Registrant adopted new bylaws which include procedures that shareholders of the Registrant must follow in recommending nominees to the Registrant’s Board of Trustees (the “Board”). Pursuant to the Registrant’s current bylaws, any shareholder may submit names of individuals to be considered by the Registrant’s Governance Committee or the Board, as applicable, provided: (i) that such person submits such names in a timely manner in compliance with the notice provisions set forth in the bylaws; (ii) that such person was a shareholder of record at the time of submission of such names and is entitled to vote at the meeting of shareholders at which trustees will be elected; and (iii) that the Governance Committee or the Board, as applicable, shall make the final determination of persons to be nominated.
Notice provisions set forth in the Registrant’s current bylaws require that any shareholder desiring to nominate a person for election as trustee at a shareholder meeting that has been called for the purpose of electing one or more trustees must submit to the secretary of the Registrant the nomination in writing at 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 notice must set forth: (i) as to each person whom the shareholder proposes to nominate for election or reelection as a trustee all information relating to such person that is required to be disclosed in solicitations of proxies for election of trustees in an election contest, or is otherwise required, in each case pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended (the “1934 Act”) (including such person’s written consent to being named in the proxy statement as a nominee and to serving as a trustee if elected); and (ii) as to the shareholder giving the notice and the beneficial owner, if any, on whose behalf the nomination is made: (a) the name and address of such shareholder, as they appear on the Registrant’s books, and of such beneficial owner; and (b) the number of shares of each series portfolio of the Registrant which are owned of record or beneficially by such shareholder and such beneficial owner.
The Registrant also adopted Shareholder Communication Procedures (the “Procedures”) on December 10, 2003. The Procedures are intended to set forth the process by which shareholders of the Registrant may send communications to the Board. If a shareholder sends a recommendation of a nominee to the Board or to an individual trustee, such communication would be covered by the Procedures; provided, however, that shareholder proposals submitted pursuant to Rule 14a-8 under the 1934 Act, and communications made in connection with such proposals are not subject to the Procedures.
Pursuant to the Procedures, shareholders should send their communications to Ivy B. McLemore, First Vice President Corporate Communications. Communications made to Mr. McLemore may be communicated by telephone, e-mail or regular mail to the following address: (713) 214-1904, ivy.mclemore@aiminvestments.com, A I M Management Group Inc., 11 Greenway Plaza, Suite 100, Houston, TX 77046. All shareholder communications received by Mr. McLemore shall be promptly forwarded to the individual trustee of the Registrant to whom they were addressed or to the full Board, as applicable. Copies of all shareholder communications will also be distributed to the Chairs of each of the Registrant’s Audit Committee, Governance Committee, Investments Committee and Valuation Committee, to counsel for the Registrant and to counsel for the independent trustees of the Registrant. Counsel for the Registrant, upon receipt of their copy of a shareholder communication, shall work with such Chairs and counsel for the independent trustees to determine whether such shareholder communication should be distributed to any trustees to whom it was not sent and whether and in what manner the trustees should respond to such shareholder communication. Responses, if any, to shareholder communications shall be coordinated by counsel for the Registrant, working with the Chairs and counsel for the independent trustees.
ITEM 10. | CONTROLS AND PROCEDURES. |
(a) | As of March 22, 2004, an evaluation was performed under the supervision and with the participation of the officers of AIM Variable Insurance Funds (the “Registrant”), including the Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”), to assess the effectiveness of the Registrant’s disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded that, as of March 22, 2004, the Registrant’s disclosure controls and procedures were reasonably designed so as to ensure: (1) that information required to be disclosed by the Registrant of Form N-CSR is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating go the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure. |
(b) | There have been no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the Registrant’s last fiscal half-year (the Registrant’s second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting. However, changes in certain other controls have been implemented during such time period, involving such things as trade monitoring, fair value pricing, revising trading guidelines, and establishing redemption fees on trades in certain funds, which could affect the Registrant. |
ITEM 11. | EXHIBITS. |
11 | (a)(1) | Not applicable for semi-annual reports. | |
11 | (a)(2) | Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. | |
11 | (a)(3) | Not applicable. | |
11 | (b) | Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant: | AIM Stock Funds | |
By: | /s/ ROBERT H. GRAHAM | |
Robert H. Graham Principal Executive Officer |
Date: | April 8, 2004 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
By: | /s/ ROBERT H. GRAHAM | |
Robert H. Graham Principal Executive Officer |
Date: | April 8, 2004 | |
By: | /s/ SIDNEY M. DILGREN | |
Sidney M. Dilgren Principal Financial Officer |
Date: | April 8, 2004 | |
EXHIBIT INDEX
11 | (a)(1) | Not applicable for semi-annual reports. | |
11 | (a)(2) | Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. | |
11 | (a)(3) | Not applicable. | |
11 | (b) | Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002. |