1 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 AIM FUNDS GROUP - -------------------------------------------------------------------------------- (Name of Registrant as Specified in Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ----------------------------------------------------------------------- (2) Aggregate number of securities to which transaction applies: ----------------------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ----------------------------------------------------------------------- (4) Proposed maximum aggregate value of transaction: ----------------------------------------------------------------------- (5) Total fee paid: ----------------------------------------------------------------------- [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or Schedule and the date of its filing. (1) Amount Previously Paid: ----------------------------------------------------------------------- (2) Form, Schedule or Registration Statement No.: ----------------------------------------------------------------------- (3) Filing Party: ----------------------------------------------------------------------- (4) Date Filed: ----------------------------------------------------------------------- 2 PROXY INFORMATION In March, shareholders of certain AIM funds were mailed a proxy statement asking for approval: (1) to make investment restriction language consistent across all AIM funds; (2) to modernize policy restrictions language and update language to reflect changes in the law; (3) to change fund policy language from fundamental to nonfundamental; (4) to increase the flexibility of the fund; (5) to reorganize certain groups of funds from a Maryland corporation to a Delaware business trust organization; (6) to approve a new advisory agreement. The proxy statement contains disclosure information about the proposals for which votes are being solicited. Please select one of the funds from the menu below to read answers to common questions regarding your fund's proxy vote, to view Prospectuses and to access the Annual Reports. [DROP-DOWN MENU SELECTION BOX] - -------------------------------------------------------------------------------- WAYS TO VOTE You may cast your vote by any of the following methods. BY INTERNET [COMPUTER GRAPHIC] Online Proxy Voting. Enter the 12-digit control number listed on the proxy card you received in the mail, then follow the instructions on the website. BY MAIL [MAILBOX GRAPHIC] Complete and sign the proxy card and return it in the postage-paid envelope provided in the shareholder mailing. BY TELEPHONE [TELEPHONE GRAPHIC] Call toll free 1-800-605-9205. Enter the 12-digit control number listed on the proxy card, then follow the recorded instructions. However you choose to vote, it is important that you vote now to save the expense of additional solicitations. IF YOU HAVE ANY QUESTIONS... If you have any questions on the proxy or the voting process, please contact your financial consultant or call AIM toll-free at 1-800-454-0327 any business day between 7:30 a.m. and 5:30 p.m. Central time. If we have not received your proxy card before the date of the 3 shareholder meeting for your fund, a representative from our proxy solicitation firm, Shareholder Communications Corporation, may contact you to remind you to exercise your right to vote. For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 4 AIM BALANCED FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? 5 You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions 6 WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. 7 All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule 8 applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. 9 o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. 10 Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. Your fund does not intend to change the types of securities in which it invests; it is simplifying the language describing its investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 11 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 12 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM BALANCED FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 13 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM BALANCED FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR 14 [ ] AGAINST [ ] ABSTAIN 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. NOT APPLICABLE 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. 15 NOT APPLICABLE 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM BALANCED FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 16 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM BALANCED FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: 17 [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM BALANCED FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL RESTRICTION ON 18 UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. NOT APPLICABLE 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST 19 ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM BALANCED FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 20 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 21 AIM GLOBAL UTILITIES FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: 22 o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? 23 Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her 24 capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities 25 lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. 26 Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions 27 WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 28 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 29 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM GLOBAL UTILITIES FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 30 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM GLOBAL UTILITIES FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 31 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 32 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM GLOBAL UTILITIES FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 33 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM GLOBAL UTILITIES FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 34 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM GLOBAL UTILITIES FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 35 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 36 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM GLOBAL UTILITIES FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 37 Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 38 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 39 AIM HIGH YIELD FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal to Reorganize Fund into a new Series Portfolio of AIM Investment Securities Funds o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled 40 "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? 41 Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO REORGANIZE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS 42 o What am I asked to vote on? o What would be the main effects of this changeover? o Will there be any tax consequences as a result of this reorganization? o How does the board recommend that I vote on this proposal? WHAT AM I ASKED TO VOTE ON? You are asked to approve the reorganization of your fund from one Delaware trust to another. This reorganization has been proposed primarily to simplify the organizational structure of the AIM funds and thus improve operating efficiencies. Back to Questions WHAT WOULD BE THE MAIN EFFECTS OF THIS CHANGEOVER? The fiscal year of your fund would change from December 31 to July 31. This move would allow AIM to better serve its various fund groups and their shareholders by distributing its workload more evenly throughout the year. Back to Questions WILL THERE BE ANY TAX CONSEQUENCES AS A RESULT OF THIS REORGANIZATION? No. The reorganization will be a tax-free event under the appropriate section of the Internal Revenue Code. Therefore, shareholders of the new funds will not recognize gain or loss for federal income tax purposes as a result of the reorganization. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment 43 and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. Back to Questions 44 WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 45 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 46 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM HIGH YIELD FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 47 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM HIGH YIELD FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 48 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 49 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM HIGH YIELD FUND AND MAKING IT NON-FUNDAMENTAL. NOT APPLICABLE 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 50 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM HIGH YIELD FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 51 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM HIGH YIELD FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [X] FOR AGAINST ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTIONS ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 52 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [x] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 53 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM HIGH YIELD FUND AND MAKING IT NON-FUNDAMENTAL. NOT APPLICABLE 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 54 Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 55 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 56 AIM INCOME FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal to Reorganize Fund into a new Series Portfolio of AIM Investment Securities Funds o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the 57 fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions 58 HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top 59 PROPOSAL TO REORGANIZE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS o What am I asked to vote on? o What would be the main effects of this changeover? o Will there be any tax consequences as a result of this reorganization? o How does the board recommend that I vote on this proposal? WHAT AM I ASKED TO VOTE ON? You are asked to approve the reorganization of your fund from one Delaware trust to another. This reorganization has been proposed primarily to simplify the organizational structure of the AIM funds and thus improve operating efficiencies. Back to Questions WHAT WOULD BE THE MAIN EFFECTS OF THIS CHANGEOVER? The fiscal year of your fund would change from December 31 to July 31. This move would allow AIM to better serve its various fund groups and their shareholders by distributing its workload more evenly throughout the year. Back to Questions WILL THERE BE ANY TAX CONSEQUENCES AS A RESULT OF THIS REORGANIZATION? No. The reorganization will be a tax-free event under the appropriate section of the Internal Revenue Code. Therefore, shareholders of the new funds will not recognize gain or loss for federal income tax purposes as a result of the reorganization. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement 60 authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. 61 Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? 62 You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. Your fund does not intend to change the types of securities in which it invests; it is simplifying the language describing its investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 63 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 64 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM INCOME FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 65 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM INCOME FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 66 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 67 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON PURCHASING SECURITIES WITH UNLIMITED LIABILITY. [ ] FOR [ ] AGAINST [ ] ABSTAIN 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM INCOME FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 68 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF DIRECTORS OF AIM INCOME FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 69 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [x] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM INCOME FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [X] FOR AGAINST ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, Inc. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS. [X] FOR AGAINST ABSTAIN 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 70 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF THE FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 71 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM INCOME FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE SPECIAL MEETING OR ANY ADJOURNMENT THEREOF. 72 Is this vote correct? [ THIS VOTE IS CORRECT ] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 73 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 74 AIM INTERMEDIATE GOVERNMENT FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal to Reorganize Fund into a new Series Portfolio of AIM Investment Securities Funds o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the 75 fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions 76 HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- 77 PROPOSAL TO REORGANIZE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS o What am I asked to vote on? o What would be the main effects of this changeover? o Will there be any tax consequences as a result of this reorganization? o How does the board recommend that I vote on this proposal? WHAT AM I ASKED TO VOTE ON? You are asked to approve the reorganization of your fund from one Delaware trust to another. This reorganization has been proposed primarily to simplify the organizational structure of the AIM funds and thus improve operating efficiencies. Back to Questions WHAT WOULD BE THE MAIN EFFECTS OF THIS CHANGEOVER? The fiscal year of your fund would change from December 31 to July 31. This move would allow AIM to better serve its various fund groups and their shareholders by distributing its workload more evenly throughout the year. Back to Questions WILL THERE BE ANY TAX CONSEQUENCES AS A RESULT OF THIS REORGANIZATION? No. The reorganization will be a tax-free event under the appropriate section of the Internal Revenue Code. Therefore, shareholders of the new funds will not recognize gain or loss for federal income tax purposes as a result of the reorganization. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement 78 authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. 79 Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? 80 You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. Your fund does not intend to change the types of securities in which it invests; it is simplifying the language describing its investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - ------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 81 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 82 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM INTERMEDIATE GOVERNMENT FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 83 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM INTERMEDIATE GOVERNMENT FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 84 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 85 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM INTERMEDIATE GOVERNMENT FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND AND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [SUBMIT] 86 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM INTERMEDIATE GOVERNMENT FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 87 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 88 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM INTERMEDIATE GOVERNMENT FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES.. [X] FOR AGAINST ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 89 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 90 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM INTERMERDIATE GOVERNMENT FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 91 Is this vote corresct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 92 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 93 AIM MONEY MARKET FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal to Reorganize Fund into a new Series Portfolio of AIM Investment Securities Funds o Proposal for Changing Fundamental Investment Restrictions o Proposal for Changing the Investment Objective so that it is Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the 94 fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions 95 HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- 96 PROPOSAL TO REORGANIZE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS o What am I asked to vote on? o What would be the main effects of this changeover? o Will there be any tax consequences as a result of this reorganization? o How does the board recommend that I vote on this proposal? WHAT AM I ASKED TO VOTE ON? You are asked to approve the reorganization of your fund from one Delaware trust to another. This reorganization has been proposed primarily to simplify the organizational structure of the AIM funds and thus improve operating efficiencies. Back to Questions WHAT WOULD BE THE MAIN EFFECTS OF THIS CHANGEOVER? The fiscal year of your fund would change from December 31 to July 31. This move would allow AIM to better serve its various fund groups and their shareholders by distributing its workload more evenly throughout the year. Back to Questions WILL THERE BE ANY TAX CONSEQUENCES AS A RESULT OF THIS REORGANIZATION? No. The reorganization will be a tax-free event under the appropriate section of the Internal Revenue Code. Therefore, shareholders of the new funds will not recognize gain or loss for federal income tax purposes as a result of the reorganization. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement 97 authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. 98 Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING THE INVESTMENT OBJECTIVE SO THAT IT IS NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why is this change being proposed? o Will this change the types of investments the fund makes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? 99 You are asked to approve changes to your fund's investment objective to make it non-fundamental. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY IS THIS CHANGE BEING PROPOSED? If the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions WILL THIS CHANGE THE TYPES OF INVESTMENTS THE FUND MAKES? No. There are no current plans to change the investment objective of the fund, at this present time, if this proposal is approved. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 100 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 101 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM MONEY MARKET FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 102 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM MONEY MARKET FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUND HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 103 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 104 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MUNICIPAL BOND FUND, AIM SELECT GROWTH FUND AND AIM VALUE FUND AND MAKING THEM NON-FUNDAMENTAL. NOT APPLICABLE 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 105 ProxyCard.Com Page 1 of 5 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM MONEY MARKET FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 106 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 107 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM MONEY MARKET FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUND HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [X] FOR AGAINST ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 108 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 109 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MUNICIPAL BOND FUND, AIM SELECT GROWTH FUND AND AIM VALUE FUND AND MAKING THEM NON-FUNDAMENTAL. NOT APPLICABLE 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 110 Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 111 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [ SUBMIT ] 112 AIM MUNICIPAL BOND FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal to Reorganize Fund into a new Series Portfolio of AIM Investment Securities Funds o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the 113 fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions 114 HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- 115 PROPOSAL TO REORGANIZE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS o What am I asked to vote on? o What would be the main effects of this changeover? o Will there be any tax consequences as a result of this reorganization? o How does the board recommend that I vote on this proposal? WHAT AM I ASKED TO VOTE ON? You are asked to approve the reorganization of your fund from one Delaware trust to another. This reorganization has been proposed primarily to simplify the organizational structure of the AIM funds and thus improve operating efficiencies. Back to Questions WHAT WOULD BE THE MAIN EFFECTS OF THIS CHANGEOVER? The fiscal year of your fund would change from December 31 to July 31. This move would allow AIM to better serve its various fund groups and their shareholders by distributing its workload more evenly throughout the year. Back to Questions WILL THERE BE ANY TAX CONSEQUENCES AS A RESULT OF THIS REORGANIZATION? No. The reorganization will be a tax-free event under the appropriate section of the Internal Revenue Code. Therefore, shareholders of the new funds will not recognize gain or loss for federal income tax purposes as a result of the reorganization. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement 116 authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. 117 Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? 118 You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. Your fund does not intend to change the types of securities in which it invests; it is simplifying the language describing its investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 119 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 120 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF DIRECTORS OF AIM MUNICIPAL BOND FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 121 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM MUNICIPAL BOND FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 122 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 123 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MUNICIPAL BOND FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [SUBMIT] 124 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM MUNICIPAL BOND FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 125 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [X] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 126 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM MUNICIPAL BOND FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. [X] FOR AGAINST ABSTAIN 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 127 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. [X] FOR AGAINST ABSTAIN 128 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MUNICIPAL BOND FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 129 Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 130 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [SUBMIT] 131 AIM SELECT GROWTH FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. General Questions & Answers o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled 132 "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? 133 Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT 134 o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? 135 o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE 136 THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE 137 A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 138 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 139 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM SELECT GROWTH FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 140 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM SELECT GROWTH FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 141 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 142 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM SELECT GROWTH FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE SPECIAL MEETING OR ANY ADJOURNMENT THEREOF. [SUBMIT] 143 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM SELECT GROWTH FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NOT CHOICES INDICATED THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 144 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [x] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM SELECT GROWTH FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, Inc. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. [X] FOR AGAINST ABSTAIN 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 145 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 146 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN THE SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM SELECT GROWTH FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE SPECIAL MEETING OR ANY ADJOURNMENT THEREOF. 147 Is this vote correct? [This Vote Is Correct] [Back] If you want to change your vote, use a "Back" button to return to the previous page. 148 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [SUBMIT] 149 AIM VALUE FUND PROSPECTUS ANNUAL REPORT BACK TO PROXY INFORMATION ONLINE PROXY VOTING QUESTIONS & ANSWERS o General Questions & Answers o Proposal for Approval of a New Advisory Agreement o Proposal for Changing Fundamental Investment Restrictions o Proposal to Change the Investment Objective and to make the Investment Objective Non-Fundamental - -------------------------------------------------------------------------------- We encourage you to read the proxy statement in full; however, the following represent some typical questions that shareholders may have regarding the proxy statement. GENERAL QUESTIONS & ANSWERS o How do I vote? o What kinds of changes are being proposed? o Why did I receive multiple proxies? o How does the board recommend that I vote? o Will these changes alter the way my fund is managed? o Why should I vote? o Has AIM contracted for the services of a proxy solicitor? o Will my vote be confidential using the online proxy voting system? o How do I sign the proxy card? o What is the deadline for voting? HOW DO I VOTE? Voting may take place in the following ways: o You may vote your shares at https://www.proxycard.com. Because Internet voting is the most economical way to vote your proxy, we encourage all our shareholders who can to use this method. o You may indicate your vote on the proxy card and return it in the postage-paid envelope provided in the shareholder mailings. o You may call in your vote to Shareholder Communications Corporation at 1-800-605-9205. o You may attend the meeting in person and vote your shares there. Back to Questions WHAT KINDS OF CHANGES ARE BEING PROPOSED? You are asked to vote on: o Electing trustees of your fund. Trustees are responsible for the general oversight of the fund's business and for assuring that the fund is managed in the best interests of the fund's shareholders. Details are presented in the section of the proxy statement titled 150 "Election of Trustees." o Approving a new advisory agreement with A I M Advisors, Inc. Details are presented in the section of the proxy statement titled "Approval of New Investment Advisory Agreement." o Ratifying the board's selection of independent accountants. Details are presented in the section of the proxy statement titled "Ratification of Selection of KPMG LLP as Independent Accountants." In addition, there are a number of changes proposed for individual funds. It would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully and other information on this website to see which specific changes are proposed. Back to Questions WHY DID I RECEIVE MULTIPLE PROXIES? Each proxy statement relates to a particular group of funds and each fund has a set of proposals. You may receive multiple mailings, depending on which group of funds you own, or you may receive one mailing even though you own more than one fund. Each mailing contains proxy cards for the fund(s) you own and are entitled to vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions WILL THESE CHANGES ALTER THE WAY MY FUND IS MANAGED? AIM does not expect these changes to have a significant impact on your fund's day-to-day management. Many of the proposed changes are designed to improve the consistency of language and policy across funds in The AIM Family of Funds(R). These changes also provide the funds with increased flexibility to make changes in the future without incurring the expense of a shareholder meeting. Back to Questions WHY SHOULD I VOTE? Every vote is important. If shareholders fail to vote their proxies, a fund may not receive enough votes to go forward with the May 3rd shareholder meeting. If this happens, the fund may have to make extra solicitations to obtain a quorum or resend proxies to shareholders, incurring unnecessary additional costs. Back to Questions HAS AIM CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR? 151 Yes, AIM has hired Shareholder Communications Corporation as its proxy solicitor. If we do not receive your vote after a reasonable amount of time, you may receive a telephone call from them reminding you to vote your shares. Back to Questions WILL MY VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING SYSTEM? The Web proxy voting system offered by Proxycard.com maintains a high level of security to ensure the confidentiality of your vote. Security features include: o Secure Sockets Layer (SSL) - A security measure that encrypts all information that travels between Proxycard.com's Web server and the shareholder's computer. o Control Number - Each shareholder is required to enter his or her 12-digit control number. Proxycard.com verifies the number and presents the holder with the appropriate proxy card for his or her fund(s). o Firewall - To protect the confidentiality of your account records, Proxycard.com uses only control numbers and card codes to register votes. Voted positions are then periodically uploaded to our master database of shareholders listed as of the record date. All account-specific data remain behind our firewall. Back to Questions HOW DO I SIGN THE PROXY CARD? (DOES NOT APPLY IF VOTING BY PHONE OR INTERNET) Individual Accounts: Shareholders should sign exactly as their names appear in the account registration shown on the proxy card. Joint Accounts: All joint owners should sign exactly as their names appear in the registration. All Other Accounts: The person signing must indicate his or her capacity. For example, if Jane A. Doe is a trustee for a trust or other entity, she should sign, "Jane A. Doe, Trustee." Back to Questions WHAT IS THE DEADLINE FOR VOTING? All votes must be received before or at the Shareholder Meeting, which will be held at 3:00 P.M. Central time May 3, 2000. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR APPROVAL OF A NEW ADVISORY AGREEMENT 152 o What are you being asked to vote on? o How does the proposed new advisory agreement differ from the current advisory agreement? o What effect would it have on the fund's fee schedule? o How does the board recommend that I vote on this proposal? WHAT ARE YOU BEING ASKED TO VOTE ON? You are asked to approve a new advisory agreement between AIM and the trust of which your fund is a series. The advisory agreement authorizes AIM to act as investment advisor for the fund and to supervise all aspects of the fund's operations, including the investment and reinvestment of the cash, securities or other properties that comprise the fund's assets, subject at all times to the policies and control of the trustees. The advisory agreement can only be amended with shareholder approval. Back to Questions HOW DOES THE PROPOSED NEW ADVISORY AGREEMENT DIFFER FROM THE CURRENT ADVISORY AGREEMENT? It deletes references to administrative services that are addressed in a separate agreement and it deletes references to certain expense limitations that are no longer applicable. It also clarifies the delegation of certain responsibilities and the non-exclusive nature of AIM's services (i.e., that AIM may provide services to others). The changes are more fully described in the proxy statement. Back to Questions WHAT EFFECT WOULD IT HAVE ON THE FUND'S FEE SCHEDULE? The revised advisory agreement would not change the fee schedule applicable to your fund, but it would allow AIM to request an additional fee for administrative services performed in connection with securities lending. Any such additional fee would require approval by the fund's board and would be deducted from any additional income generated from securities lending activities. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL FOR CHANGING FUNDAMENTAL INVESTMENT RESTRICTIONS o What am I being asked to vote on? o What is the difference between a fundamental restriction and a non-fundamental restriction? o Why are these changes being proposed? 153 o Where can I find further details about these changes? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's fundamental investment restrictions. There are a number of investment restrictions that would be changed, and it would be impossible to summarize all of them here. We encourage you to read your proxy statement very carefully. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL RESTRICTION AND A NON-FUNDAMENTAL RESTRICTION? A fundamental restriction can be changed only with the approval of both the fund's board and its shareholders, through a proxy such as this one. A non-fundamental restriction can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? o Several of the current restrictions reflect regulatory, business or industry conditions or requirements that are no longer applicable. o Some restrictions that previously were designated as fundamental are not required to be fundamental and are proposed to be designated as non-fundamental. o The proposed changes will make investment restrictions more consistent across all AIM funds. Accordingly, the board believes changing these restrictions will enable the funds to be managed more efficiently. In addition, this change will reduce the number of restrictions that require a shareholder vote to be changed. Therefore, each fund will be able to avoid the cost and delays associated with such a vote, and thus be more flexible in the future. Back to Questions WHERE CAN I FIND FURTHER DETAILS ABOUT THESE CHANGES? Details are provided in the section of the proxy statement titled "Changes to the Fundamental Investment Restrictions of each Fund." Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR this proposal. Back to Questions | Back To Top - -------------------------------------------------------------------------------- PROPOSAL TO CHANGE THE INVESTMENT OBJECTIVE AND TO MAKE 154 THE INVESTMENT OBJECTIVE NON-FUNDAMENTAL o What am I being asked to vote on? o What is the difference between a fundamental objective and a non-fundamental objective? o Why are these changes being proposed? o How does the board recommend that I vote on this proposal? WHAT AM I BEING ASKED TO VOTE ON? You are asked to approve changes to your fund's investment objective to make it non-fundamental and to eliminate from the investment objective the types of securities your fund proposes to purchase in pursuing that objective. Back to Questions WHAT IS THE DIFFERENCE BETWEEN A FUNDAMENTAL OBJECTIVE AND A NON-FUNDAMENTAL OBJECTIVE? A fundamental objective can be changed only with approval of both the fund's board and its shareholders, through a proxy statement such as this one. A non-fundamental objective can be changed with approval of only the fund's board. Back to Questions WHY ARE THESE CHANGES BEING PROPOSED? The board believes that your fund's investment objective should be separate from a description of the types of securities it purchases. This will permit the board to alter the types of securities your fund may purchase without also changing the fund's investment objective. Your fund does not intend to change the types of securities in which it invests; it is simplifying the language describing its investment objective. In addition, if the fund's investment objective is non-fundamental, the board will be able to change your fund's investment objective in the future without incurring the time and costs of a shareholder vote. Back to Questions HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL? The board recommends that you vote FOR all the proposals on the proxy card. Back to Questions | Back To Top - -------------------------------------------------------------------------------- For more complete information about any AIM funds, including sales charges and expenses, view or ask your financial advisor for a prospectus(es). Please read the prospectus(es) carefully before you invest or send money. For additional information, ask your financial advisor for an investor guide of the fund(s). 155 INVESTMENT PRODUCTS OFFERED ARE: NOT FDIC-INSURED MAY LOSE VALUE NO BANK GUARANTEE A I M DISTRIBUTORS, INC. 3/2000 (C) 2000 A I M Management Group Inc. All Rights Reserved. Important Legal Information. 156 ProxyCard.Com - ------------------------------------------------------------------------------- Welcome to ProxyCard.com, the fastest and most convenient way to vote your proxy over the internet. To vote your shares, follow these four easy steps: 1. Review the proxy statement you received in the mail. 2. Enter the control number printed on your proxy card below. 3. Complete your internet proxy card and submit your vote. Don't forget to click the "this vote is correct" button. 4. Print or save a copy of your confirmation for your records. You may also have your confirmation emailed to you. If you have more than one proxy card, you will need to vote each position individually. Enter a control number below (printed on your proxy card): [ ] [ SUBMIT ] 157 ProxyCard.Com - ------------------------------------------------------------------------------- PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM VALUE FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3, 2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3, 2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [ ] FOR ALL [ ] WITHHOLD AUTHORITY FOR ALL NOMINEES [ ] FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 158 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar [ ] 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM VALUE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [ ] FOR [ ] AGAINST [ ] ABSTAIN 159 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [ ] FOR [ ] AGAINST [ ] ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 160 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM VALUE FUND AND MAKING IT NON-FUNDAMENTAL. [ ] FOR [ ] AGAINST [ ] ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [ ] FOR [ ] AGAINST [ ] ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. [ SUBMIT ] 161 ProxyCard.Com - -------------------------------------------------------------------------------- THIS IS YOUR COMPLETED PROXY CARD. SIGN AND SUBMIT YOUR CARD BY CLICKING "THIS VOTE IS CORRECT" AT THE BOTTOM OF THE PAGE. TO MAKE CHANGES USE THE "BACK" BUTTON BELOW. YOU MAY PRINT OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE E-MAILED TO YOU. [BACK] [ ] Check this box and enter your e-mail address below if you want to be e-mailed a copy of your voted proxy. A confirmation will be sent after you press the "This Vote is Correct" button at the bottom of this page. e-mail: [ ] PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED) PROXY SOLICITED BY THE BOARD OF TRUSTEES OF AIM VALUE FUND (A PORTFOLIO OF AIM FUNDS GROUP) PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD MAY 3,2000 THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM, GARY T. CRUM AND LEWIS F. PENNOCK, AND EACH OF THEM SEPARATELY, PROXIES WITH THE POWER OF SUBSTITUTION TO EACH, AND HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE, AS DESIGNATED BELOW, AT THE SPECIAL MEETING OF SHAREHOLDERS ON MAY 3,2000 AT 3:00 P.M., CENTRAL TIME, AND AT ANY ADJOURNMENT THEREOF, ALL OF THE SHARES OF THE FUND WHICH THE UNDERSIGNED WOULD BE ENTITLED TO VOTE IF PERSONALLY PRESENT. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICES INDICATED, THE SHARES WILL BE VOTED "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF EACH OTHER PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES RECOMMEND VOTING "FOR" EACH PROPOSAL. 162 1. TO ELECT TEN INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM FUNDS GROUP, EACH OF WHOM WILL SERVE UNTIL HIS OR HER SUCCESSOR IS ELECTED AND QUALIFIED: [x] FOR ALL WITHHOLD AUTHORITY FOR ALL NOMINEES FOR ALL EXCEPT To withhold your vote for any individual nominee, click "FOR ALL EXCEPT" and type the nominee's number in the box below. 01. Charles T. Bauer 06. Carl Frischling 02. Bruce L. Crockett 07. Robert H. Graham 03. Owen Daly II 08. Prema Mathai-Davis 04. Edward K. Dunn, Jr. 09. Lewis F. Pennock 05. Jack M. Fields 10. Louis S. Sklar 2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION WHICH PROVIDES FOR THE REORGANIZATION OF AIM VALUE FUND INTO A NEW SERIES PORTFOLIO OF AIM INVESTMENT SECURITIES FUNDS HAVING THE SAME INVESTMENT OBJECTIVE AND POLICIES. NOT APPLICABLE 3. TO APPROVE A NEW MASTER INVESTMENT ADVISORY AGREEMENT WITH A I M ADVISORS, Inc. [X] FOR AGAINST ABSTAIN 4. TO APPROVE CHANGING THE FUND'S FUNDAMENTAL INVESTMENT RESTRICTIONS OF THE FUND. 4a. CHANGE TO FUNDAMENTAL RESTRICTION ON ISSUER DIVERSIFICATION. [X] FOR AGAINST ABSTAIN 4b. CHANGE TO FUNDAMENTAL RESTRICTION ON BORROWING MONEY AND ISSUING SENIOR SECURITIES. [X] FOR AGAINST ABSTAIN 163 4c. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON UNDERWRITING SECURITIES. [X] FOR AGAINST ABSTAIN 4d. CHANGE TO OR ADDITION OF FUNDAMENTAL INVESTMENT RESTRICTION ON INDUSTRY CONCENTRATION. [X] FOR AGAINST ABSTAIN 4e. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING REAL ESTATE [X] FOR AGAINST ABSTAIN 4f. CHANGE TO FUNDAMENTAL RESTRICTION ON PURCHASING OR SELLING COMMODITIES, AND ELIMINATION OF FUNDAMENTAL RESTRICTION ON PUTS AND CALLS. [X] FOR AGAINST ABSTAIN 4g. CHANGE TO FUNDAMENTAL RESTRICTION ON MAKING LOANS. [X] FOR AGAINST ABSTAIN 4h. APPROVAL OF A NEW FUNDAMENTAL INVESTMENT RESTRICTION ON INVESTING ALL OF EACH FUND'S ASSETS IN AN OPEN-END FUND. [X] FOR AGAINST ABSTAIN 4i. ELIMINATION OF FUNDAMENTAL RESTRICTION ON MARGIN TRANSACTIONS. [X] FOR AGAINST ABSTAIN 164 4j. ELIMINATION OF FUNDAMENTAL RESTRICTION ON SHORT SALES OF SECURITIES. [X] FOR AGAINST ABSTAIN 4k. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES OTHER THAN MUNICIPAL BONDS. NOT APPLICABLE 4l. ELIMINATION OF FUNDAMENTAL RESTRICTION ON INVESTING IN SECURITIES WITH UNLIMITED LIABILITY. NOT APPLICABLE 5. TO APPROVE CHANGING THE INVESTMENT OBJECTIVES OF AIM VALUE FUND AND MAKING IT NON-FUNDAMENTAL. [X] FOR AGAINST ABSTAIN 6. TO APPROVE CHANGING THE INVESTMENT OBJECTIVE OF AIM MONEY MARKET FUND SO THAT IT IS NON-FUNDAMENTAL. NOT APPLICABLE 7. TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT ACCOUNTANTS OF THE FUND FOR THE FISCAL YEAR ENDING IN 2000. [X] FOR AGAINST ABSTAIN 8. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF. 165 Is this vote correct? [THIS VOTE IS CORRECT] [BACK] If you want to change your vote, use a "Back" button to return to the previous page. 166 ProxyCard.Com - ------------------------------------------------------------------------------- Your vote has been submitted. If you would like to vote another proxy, enter a control number below: [ ] [SUBMIT]