1


AIM Basic Value Fund

                                                             RELATED LINKS

                                                             [ ] Proxy Statement
                                                                 (PDF)

                                                             [ ] Prospectus

                                                             [ ] Annual Report
                                                                 (PDF)

                                                             [ ] Back to Proxy
                                                                 Information

                                                             [ ] Online Proxy
                                                                 Voting


QUESTIONS & ANSWERS


     o    General Questions & Answers

     o    Election of Twelve Individuals to the Board of
          Trustees

     o    Proposal for Ratification of Selection of
          Independent Accountants


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    How does the board recommend that I vote?

     o    Why should I vote?

     o    Has AIM contracted 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? What is the deadline for voting?

     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/aim2001 unless
          your shares are held through a broker, in which case you may vote your
          shares at https://www.proxyvote.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 Georgeson Shareholder Communications Inc.
          You may call 1-866-727-0852 for the 24-hour automated system; you will
          need the 12-digit control number from your proxy card.


   2


     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,
          "Election of Trustees".

     o    Ratifying the board's selection of independent accountants. Details
          are presented in the section of the proxy statement titled,
          "Ratification of Selection of PricewaterhouseCoopers LLP as
          Independent Accountants".

AIM encourages you to read your proxy statement and other information on this
website very carefully to see which specific changes are proposed.

                                                               Back to Questions

HOW DOES THE BOARD RECOMMEND THAT I VOTE?

The board recommends that you vote FOR all the proposals on the proxy cards.

                                                               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 August 17 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 THE SERVICES OF A PROXY SOLICITOR?

Yes, AIM has hired Georgeson Shareholder Communications Inc. 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?


   3


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 account registration shown on the proxy card.

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, August 17, 2001.

                                                               Back to Questions

- --------------------------------------------------------------------------------

Election of Twelve Individuals to the Board of Trustees

     o    What am I being asked to vote on?

     o    How does the board recommend that I vote on this proposal?


   4


WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to elect twelve individuals to the board of trustees. The
board has determined that it would be beneficial to have a board larger than
three trustees. Expansion of the Board requires shareholder approval because,
under the Investment Company Act of 1940, the Board may fill vacancies or
appoint new trustees only, if, immediately thereafter, at least two-thirds of
the trustees will have been elected by shareholders.

Details are provided in the section of the proxy statement titled, "Election of
Trustees".

                                                               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

- --------------------------------------------------------------------------------

Proposal for Ratification of Selection of Independent Accountants

     o    What am I being asked to vote on?

     o    How does the board recommend that I vote on this proposal?

WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to ratify the board's selection of PricewaterhouseCoopers
LLP as independent accountants for the fund for the fiscal year ending in 2001.

Details are presented in the section of the proxy statement titled "Ratification
of Selection of PricewaterhouseCoopers LLP as Independent Accountants".

                                                               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

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   5

Proxy Information

In June, shareholders of certain AIM Funds were mailed a proxy statement asking
for approval for some or all of the following proposals:

         (1) to make investment restriction language consistent across all AIM
         Funds;
         (2) to change fund investment policy language from fundamental to
         nonfundamental;
         (3) to approve a new advisory agreement;
         (4) to approve a new master sub-advisory agreement and to approve a new
         master sub-sub-advisory agreement;
         (5) to combine certain funds and transfer assets and liabilities;
         (6) the ratification of independent accountants; and
         (7) to elect twelve individuals to the Board of Trustees. The proxy
         statement contains disclosure information about the proposals for which
         votes are being solicited.

Please select one of the funds from the drop down menu below to read answers to
common questions regarding your fund's proxy vote, to view Prospectuses and
Annual Reports.

                                   [GRAPHIC]

         AIM Advisor Flex Fund
         AIM Basic Value Fund
         AIM Developing Markets Fund
         AIM Euroland Growth Fund
         AIM Floating Rate Fund
         AIM Global Consumer Products and Services Fund
         AIM Global Financial Services Fund
         AIM Global Health Care Fund
         AIM Global Infrastructure Fund
         AIM Global Resources Fund
         AIM Global Telecommunications and Technology Fund
         AIM Global Trends Fund
         AIM Japan Growth Fund
         AIM Latin American Growth Fund
         AIM Mid Cap Equity Fund
         AIM Small Cap Growth Fund
         AIM Strategic Income Fund
         AIM Tax-Exempt Bond Fund of Connecticut

- --------------------------------------------------------------------------------

YOU MAY CAST YOUR VOTE BY ANY OF THE FOLLOWING METHODS:

                                   [GRAPHIC]

         Online Proxy Voting. Enter the 12-digit control number listed on the
         proxy card, then follow the recorded instructions.

         Complete and sign the proxy card and return it in the postage-paid
         envelope provided in the shareholder mailing.

         Call toll free 1-866-727-0852. Enter the 12-digit control number listed
         on the proxy card, then follow the recorded instructions.

However you chose to vote, it is important that you vote now to save the expense
of additional solicitations.

- --------------------------------------------------------------------------------

   6


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 do not receive your vote after a reasonable amount of time, a
representative from our proxy solicitation firm, Georgeson Shareholder
Communications Inc. may contact you to remind you to exercise your right to
vote.

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   7


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
- ------


   8
PROXYCARD.COM
- --------------------------------------------------------------------------------

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                              AIM BASIC VALUE FUND

                       (A PORTFOLIO OF AIM GROWTH SERIES)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.

                     --------------------------------------
                        Click to vote FOR all Proposals.
                     --------------------------------------


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM GROWTH SERIES,
   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. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

   9
- --------------------------------

- --------------------------------

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [ ] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY
   COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.

                            --------------------
                               Submit My Vote
                            --------------------
   10
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 BUTTON BELOW. YOU MAY PRINT
             OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE
                                E-MAILED TO YOU.

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                              AIM BASIC VALUE FUND

                       (A PORTFOLIO OF AIM GROWTH SERIES)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROSPOSAL.


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM GROWTH SERIES,
   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.
   11
01. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [X] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. 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     Change My Vote
                 ----------------------  ------------------

[ ] Check this box and enter your e-mail address if you want to be
    e-mailed a copy of your vote. A confirmation will be sent after you click
    the "This Vote is Correct" button. E-mail:
                            ------------------------

                            ------------------------
   12
PROXYCARD.COM
- --------------------------------------------------------------------------------

Your vote has been submitted.


If you would like to vote another proxy, enter a control number below:


- -------------

- -------------


- ------
submit
- ------
   13
AIM Small Cap Growth Fund



                                                             RELATED LINKS

                                                             [ ] Proxy Statement
                                                                 (PDF)

                                                             [ ] Prospectus

                                                             [ ] Annual Report
                                                                 (PDF)

                                                             [ ] Back to Proxy
                                                                 Information

                                                             [ ] Online Proxy
                                                                 Voting

QUESTIONS & ANSWERS

    o    General Questions & Answers

    o    Election of Twelve Individuals to the Board of Trustees

    o    Proposal for Ratification of Selection of Independent Accountants

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    How does the board recommend that I vote?

    o    Why should I vote?

    o    Has AIM contracted 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/aim2001 unless
         your shares are held through a broker, in which case you may vote your
         shares at https://www.proxyvote.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 Georgeson Shareholder Communications Inc.
         You may call 1-866-727-0852 for the 24-hour automated system; you will
         need the 12-digit control number from your proxy card.

   14


    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, "Election
         of Trustees".

    o    Ratifying the board's selection of independent accountants. Details are
         presented in the section of the proxy statement titled, "Ratification
         of Selection of PricewaterhouseCoopers LLP as Independent Accountants".

AIM encourages you to read your proxy statement and other information on this
website very carefully to see which specific changes are proposed.

                                                               Back to Questions

HOW DOES THE BOARD RECOMMEND THAT I VOTE?

The board recommends that you vote FOR all the proposals on the proxy cards.

                                                               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 August 17 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 THE SERVICES OF A PROXY SOLICITOR?

Yes, AIM has hired Georgeson Shareholder Communications Inc. 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

   15


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 account registration shown on the proxy card.

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, August 17, 2001.

                                                               Back to Questions

- --------------------------------------------------------------------------------

Election of Twelve Individuals to the Board of Trustees

    o    What am I being asked to vote on?

    o    How does the board recommend that I vote on this proposal?

   16


WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to elect twelve individuals to the board of trustees. The
board has determined that it would be beneficial to have a board larger than
three trustees. Expansion of the Board requires shareholder approval because,
under the Investment Company Act of 1940, the Board may fill vacancies or
appoint new trustees only, if, immediately thereafter, at least two-thirds of
the trustees will have been elected by shareholders.

Details are provided in the section of the proxy statement titled, "Election of
Trustees".

                                                               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

- --------------------------------------------------------------------------------

Proposal for Ratification of Selection of Independent Accountants

    o    What am I being asked to vote on?

    o    How does the board recommend that I vote on this proposal?

WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to ratify the board's selection of PricewaterhouseCoopers
LLP as independent accountants for the fund for the fiscal year ending in 2001.

Details are presented in the section of the proxy statement titled,
"Ratification of Selection of PricewaterhouseCoopers LLP as Independent
Accountants".

                                                               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

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   17

Proxy Information

In June, shareholders of certain AIM Funds were mailed a proxy statement asking
for approval for some or all of the following proposals:

         (1) to make investment restriction language consistent across all AIM
         Funds;
         (2) to change fund investment policy language from fundamental to
         nonfundamental;
         (3) to approve a new advisory agreement;
         (4) to approve a new master sub-advisory agreement and to approve a new
         master sub-sub-advisory agreement;
         (5) to combine certain funds and transfer assets and liabilities;
         (6) the ratification of independent accountants; and
         (7) to elect twelve individuals to the Board of Trustees. The proxy
         statement contains disclosure information about the proposals for which
         votes are being solicited.

Please select one of the funds from the drop down menu below to read answers to
common questions regarding your fund's proxy vote, to view Prospectuses and
Annual Reports.

                                   [GRAPHIC]

         AIM Advisor Flex Fund
         AIM Basic Value Fund
         AIM Developing Markets Fund
         AIM Euroland Growth Fund
         AIM Floating Rate Fund
         AIM Global Consumer Products and Services Fund
         AIM Global Financial Services Fund
         AIM Global Health Care Fund
         AIM Global Infrastructure Fund
         AIM Global Resources Fund
         AIM Global Telecommunications and Technology Fund
         AIM Global Trends Fund
         AIM Japan Growth Fund
         AIM Latin American Growth Fund
         AIM Mid Cap Equity Fund
         AIM Small Cap Growth Fund
         AIM Strategic Income Fund
         AIM Tax-Exempt Bond Fund of Connecticut

- --------------------------------------------------------------------------------

YOU MAY CAST YOUR VOTE BY ANY OF THE FOLLOWING METHODS:

                                   [GRAPHIC]

         Online Proxy Voting. Enter the 12-digit control number listed on the
         proxy card, then follow the recorded instructions.

         Complete and sign the proxy card and return it in the postage-paid
         envelope provided in the shareholder mailing.

         Call toll free 1-866-727-0852. Enter the 12-digit control number listed
         on the proxy card, then follow the recorded instructions.

However you chose to vote, it is important that you vote now to save the expense
of additional solicitations.

- --------------------------------------------------------------------------------

   18


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 do not receive your vote after a reasonable amount of time, a
representative from our proxy solicitation firm, Georgeson Shareholder
Communications Inc. may contact you to remind you to exercise your right to
vote.

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   19


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
- ------


   20
PROXYCARD.COM
- --------------------------------------------------------------------------------

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                           AIM SMALL CAP GROWTH FUND

                       (A PORTFOLIO OF AIM GROWTH SERIES)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.

                     --------------------------------------
                        Click to vote FOR all Proposals.
                     --------------------------------------


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM GROWTH SERIES,
   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. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

   21
                            ------------------------

                            ------------------------

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [ ] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY
   COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.

                                 --------------
                                 Submit My Vote
                                 --------------

   22
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 BUTTON BELOW. YOU MAY PRINT
            OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE
                                E-MAILED TO YOU.

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                           AIM SMALL CAP GROWTH FUND

                       (A PORTFOLIO OF AIM GROWTH SERIES)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM GROWTH SERIES,
   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.
   23
01. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

    ------------------------

    ------------------------

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [X] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. 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     Change My Vote
                 ----------------------  ------------------

[ ] Check this box and enter your e-mail address if you want to be
    e-mailed a copy of your vote. A confirmation will be sent after you click
    the "This Vote is Correct" button. E-mail:
                            ------------------------

                            ------------------------
   24
PROXYCARD.COM
- --------------------------------------------------------------------------------

Your vote has been submitted.


If you would like to vote another proxy, enter a control number below:


- -------------

- -------------


- ------
submit
- ------
   25

AIM Global Financial Services Fund

                                                           Related Links

                                                           [ ] Proxy Statement
                                                               (PDF)

                                                           [ ] Prospectus

                                                           [ ] Annual Report
                                                               (PDF)

                                                           [ ] Back to Proxy
                                                               Information

                                                           [ ] Online Proxy
                                                               Voting

QUESTIONS & ANSWERS

         o        General Questions & Answers

         o        Election of Twelve Individuals to the Board of Trustees

         o        Proposal for Ratification of Selection of Independent
                  Accountants

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        How does the board recommend that I vote?

         o        Why should I vote?

         o        Has AIM contracted 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/aim2001
                  unless your shares are held through a broker, in which case
                  you may vote your shares at https://www.proxyvote.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 Georgeson Shareholder
                  Communications Inc. You may call 1-866-727-0852 for the
                  24-hour automated system; you will need the 12-digit control
                  number from your proxy card.

   26


         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, "Election of Trustees".

         o        Ratifying the board's selection of independent accountants.
                  Details are presented in the section of the proxy statement
                  titled, "Ratification of Selection of PricewaterhouseCoopers
                  LLP as Independent Accountants".

We encourage you to read your proxy statement and other information on this
website very carefully to see which specific changes are proposed.

                                                               Back to Questions

HOW DOES THE BOARD RECOMMEND THAT I VOTE?

The board recommends that you vote FOR all the proposals on the proxy cards.

                                                               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 August 17 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 THE SERVICES OF A PROXY SOLICITOR?

Yes, AIM has hired Georgeson Shareholder Communications Inc. 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


   27


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 account registration shown on the proxy card.

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, August 17, 2001.

                                                               Back to Questions

- --------------------------------------------------------------------------------

Election of Twelve Individuals to the Board of Trustees

         o        What am I being asked to vote on?

         o        How does the board recommend that I vote on this proposal?

   28


WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to elect twelve individuals to the board of trustees. The
board has determined that it would be beneficial to have a board larger than
three trustees. Expansion of the Board requires shareholder approval because,
under the Investment Company Act of 1940, the Board may fill vacancies or
appoint new trustees only, if, immediately thereafter, at least two-thirds of
the trustees will have been elected by shareholders.

Details are provided in the section of the proxy statement titled, "Election of
Trustees".

                                                               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

- --------------------------------------------------------------------------------

Proposal for Ratification of Selection of Independent Public Accountants

         o        What am I being asked to vote on?

         o        How does the board recommend that I vote on this proposal?

WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to ratify the board's selection of PricewaterhouseCoopers
LLP as independent accountants for the fund for the fiscal year ending in 2001.

Details are presented in the section of the proxy statement titled,
"Ratification of Selection of PricewaterhouseCoopers LLP as Independent
Accountants".

                                                               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

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   29

Proxy Information

In June, shareholders of certain AIM Funds were mailed a proxy statement asking
for approval for some or all of the following proposals:

         (1) to make investment restriction language consistent across all AIM
         Funds;
         (2) to change fund investment policy language from fundamental to
         nonfundamental;
         (3) to approve a new advisory agreement;
         (4) to approve a new master sub-advisory agreement and to approve a new
         master sub-sub-advisory agreement;
         (5) to combine certain funds and transfer assets and liabilities;
         (6) the ratification of independent accountants; and
         (7) to elect twelve individuals to the Board of Trustees. The proxy
         statement contains disclosure information about the proposals for which
         votes are being solicited.

Please select one of the funds from the drop down menu below to read answers to
common questions regarding your fund's proxy vote, to view Prospectuses and
Annual Reports.

                                   [GRAPHIC]

         AIM Advisor Flex Fund
         AIM Basic Value Fund
         AIM Developing Markets Fund
         AIM Euroland Growth Fund
         AIM Floating Rate Fund
         AIM Global Consumer Products and Services Fund
         AIM Global Financial Services Fund
         AIM Global Health Care Fund
         AIM Global Infrastructure Fund
         AIM Global Resources Fund
         AIM Global Telecommunications and Technology Fund
         AIM Global Trends Fund
         AIM Japan Growth Fund
         AIM Latin American Growth Fund
         AIM Mid Cap Equity Fund
         AIM Small Cap Growth Fund
         AIM Strategic Income Fund
         AIM Tax-Exempt Bond Fund of Connecticut

- --------------------------------------------------------------------------------

YOU MAY CAST YOUR VOTE BY ANY OF THE FOLLOWING METHODS:

                                   [GRAPHIC]

         Online Proxy Voting. Enter the 12-digit control number listed on the
         proxy card, then follow the recorded instructions.

         Complete and sign the proxy card and return it in the postage-paid
         envelope provided in the shareholder mailing.

         Call toll free 1-866-727-0852. Enter the 12-digit control number listed
         on the proxy card, then follow the recorded instructions.

However you chose to vote, it is important that you vote now to save the expense
of additional solicitations.

- --------------------------------------------------------------------------------

   30


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 do not receive your vote after a reasonable amount of time, a
representative from our proxy solicitation firm, Georgeson Shareholder
Communications Inc. may contact you to remind you to exercise your right to
vote.

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   31


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
- ------


   32
PROXYCARD.COM
- --------------------------------------------------------------------------------

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                       AIM GLOBAL FINANCIAL SERVICES FUND

                     (A PORTFOLIO OF AIM INVESTMENT FUNDS)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.

                     --------------------------------------
                        Click to vote FOR all Proposals.
                     --------------------------------------


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM INVESTMENT FUNDS,
   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. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

   33
                            ------------------------

                            ------------------------

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [ ] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY
   COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.

                                 --------------
                                 Submit My Vote
                                 --------------

   34
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 BUTTON BELOW. YOU MAY PRINT
            OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE
                                E-MAILED TO YOU.

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                       AIM GLOBAL FINANCIAL SERVICES FUND

                     (A PORTFOLIO OF AIM INVESTMENT FUNDS)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM INVESTMENT FUNDS,
   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.
   35
01. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar

2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [X] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. 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     Change My Vote
                 ----------------------  ------------------

[ ] Check this box and enter your e-mail address if you want to be
    e-mailed a copy of your vote. A confirmation will be sent after you click
    the "This Vote is Correct" button. E-mail:
                            ------------------------

                            ------------------------
   36
PROXYCARD.COM
- --------------------------------------------------------------------------------

Your vote has been submitted.


If you would like to vote another proxy, enter a control number below:


- -------------

- -------------


- ------
submit
- ------
   37
AIM Global Infrastructure Fund


                                                             RELATED LINKS

                                                             [ ] Proxy Statement
                                                                 (PDF)

                                                             [ ] Prospectus

                                                             [ ] Annual Report
                                                                 (PDF)

                                                             [ ] Back to Proxy
                                                                 Information

                                                             [ ] Online Proxy
                                                                 Voting


QUESTIONS & ANSWERS

    o    General Questions & Answers

    o    Election of Twelve Individuals to the Board of Trustees

    o    Proposal for Ratification of Selection of Independent Accountants

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    How does the board recommend that I vote?

    o    Why should I vote?

    o    Has AIM contracted 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 o https://www.proxycard.com/aim2001 unless
         your shares are held through a broker, in which case you may vote your
         shares at o https://www.proxyvote.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 Georgeson Shareholder Communications Inc.
         You may call 1-866-727-0852 for the 24-hour automated system; you will
         need the 12-digit control number from your proxy card.

   38


    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, "Election
         of Trustees".

    o    Ratifying the board's selection of independent accountants. Details are
         presented in the section of the proxy statement titled, "Ratification
         of Selection of PricewaterhouseCoopers LLP as Independent Accountants".

AIM encourages you to read your proxy statement and other information on this
website very carefully to see which specific changes are proposed.

                                                               Back to Questions

HOW DOES THE BOARD RECOMMEND THAT I VOTE?

The board recommends that you vote FOR all the proposals on the proxy cards.

                                                               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 August 17 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 THE SERVICES OF A PROXY SOLICITOR?

Yes, AIM has hired Georgeson Shareholder Communications Inc. 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

   39


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 account registration shown on the proxy card.

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, August 17, 2001.

                                                               Back to Questions

- --------------------------------------------------------------------------------

Election of Twelve Individuals to the Board of Trustees

    o    What am I being asked to vote on?


    o    How does the board recommend that I vote on this proposal?

   40


WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to elect twelve individuals to the board of trustees. The
board has determined that it would be beneficial to have a board larger than
three trustees. Expansion of the Board requires shareholder approval because,
under the Investment Company Act of 1940, the Board may fill vacancies or
appoint new trustees only, if, immediately thereafter, at least two-thirds of
the trustees will have been elected by shareholders.

Details are provided in the section of the proxy statement titled, "Election of
Trustees".

                                                               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

- --------------------------------------------------------------------------------

Proposal for Ratification of Selection of Independent Accountants

    o    What am I being asked to vote on?

    o    How does the board recommend that I vote on this proposal?

WHAT AM I BEING ASKED TO VOTE ON?

You are being asked to ratify the board's selection of PricewaterhouseCoopers
LLP as independent accountants for the fund for the fiscal year ending in 2001.

Details are presented in the section of the proxy statement titled "Ratification
of Selection of PricewaterhouseCoopers LLP as Independent Accountants".

                                                               Back to Questions

HOW DOES THE BOARD RECOMMEND THAT I VOTE ON THIS PROPOSAL?

The board recommends that you vote FOR this proposal


- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   41

Proxy Information

In June, shareholders of certain AIM Funds were mailed a proxy statement asking
for approval for some or all of the following proposals:

         (1) to make investment restriction language consistent across all AIM
         Funds;
         (2) to change fund investment policy language from fundamental to
         nonfundamental;
         (3) to approve a new advisory agreement;
         (4) to approve a new master sub-advisory agreement and to approve a new
         master sub-sub-advisory agreement;
         (5) to combine certain funds and transfer assets and liabilities;
         (6) the ratification of independent accountants; and
         (7) to elect twelve individuals to the Board of Trustees. The proxy
         statement contains disclosure information about the proposals for which
         votes are being solicited.

Please select one of the funds from the drop down menu below to read answers to
common questions regarding your fund's proxy vote, to view Prospectuses and
Annual Reports.

                                   [GRAPHIC]

         AIM Advisor Flex Fund
         AIM Basic Value Fund
         AIM Developing Markets Fund
         AIM Euroland Growth Fund
         AIM Floating Rate Fund
         AIM Global Consumer Products and Services Fund
         AIM Global Financial Services Fund
         AIM Global Health Care Fund
         AIM Global Infrastructure Fund
         AIM Global Resources Fund
         AIM Global Telecommunications and Technology Fund
         AIM Global Trends Fund
         AIM Japan Growth Fund
         AIM Latin American Growth Fund
         AIM Mid Cap Equity Fund
         AIM Small Cap Growth Fund
         AIM Strategic Income Fund
         AIM Tax-Exempt Bond Fund of Connecticut

- --------------------------------------------------------------------------------

YOU MAY CAST YOUR VOTE BY ANY OF THE FOLLOWING METHODS:

                                   [GRAPHIC]

         Online Proxy Voting. Enter the 12-digit control number listed on the
         proxy card, then follow the recorded instructions.

         Complete and sign the proxy card and return it in the postage-paid
         envelope provided in the shareholder mailing.

         Call toll free 1-866-727-0852. Enter the 12-digit control number listed
         on the proxy card, then follow the recorded instructions.

However you chose to vote, it is important that you vote now to save the expense
of additional solicitations.

- --------------------------------------------------------------------------------

   42


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 do not receive your vote after a reasonable amount of time, a
representative from our proxy solicitation firm, Georgeson Shareholder
Communications Inc. may contact you to remind you to exercise your right to
vote.

- --------------------------------------------------------------------------------

      [GRAPHIC] Copyright A I M Management Group Inc. All Rights Reserved.
   43


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
- ------


   44
PROXYCARD.COM
- --------------------------------------------------------------------------------


                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                         AIM GLOBAL INFRASTRUCTURE FUND

                     (A PORTFOLIO OF AIM INVESTMENT FUNDS)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.

                     --------------------------------------
                        Click to vote FOR all Proposals.
                     --------------------------------------


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM INVESTMENT FUNDS,
   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. Robert H. Graham     07. Edward K. Dunn, Jr.
   02. Frank S. Bayley      08. Jack M. Fields
   03. Ruth H. Quigley      09. Carl Frischling
   04. Bruce L. Crockett    10. Prema Mathai-Davis
   05. Owen Daly II         11. Lewis F. Pennock
   06. Albert R. Dowden     12. Louis S. Sklar
   45
        ------------------------

        ------------------------


2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [ ] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY
   COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.



                                 --------------
                                 Submit My Vote
                                 --------------


   46
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 BUTTON BELOW. YOU MAY PRINT
            OR SAVE THIS PAGE OR HAVE A CONFIRMATION OF YOUR VOTE
                                E-MAILED TO YOU.

                PROXY STATEMENT (ADOBE ACROBAT READER REQUIRED)

                  PROXY SOLICITED BY THE BOARD OF TRUSTEES OF

                         AIM GLOBAL INFRASTRUCTURE FUND

                     (A PORTFOLIO OF AIM INVESTMENT FUNDS)

              PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD
                                AUGUST 17, 2001


THE UNDERSIGNED HEREBY APPOINTS ROBERT H. GRAHAM AND GARY T. CRUM, 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 AUGUST 17, 2001, 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.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES. THE TRUSTEES
RECOMMEND VOTING "FOR" EACH TRUSTEE AND "FOR" THE APPROVAL OF THE PROPOSAL.


1. TO ELECT TWELVE INDIVIDUALS TO THE BOARD OF TRUSTEES OF AIM INVESTMENT FUNDS,
   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.
   47
01. Robert H. Graham     07. Edward K. Dunn, Jr.
02. Frank S. Bayley      08. Jack M. Fields
03. Ruth H. Quigley      09. Carl Frischling
04. Bruce L. Crockett    10. Prema Mathai-Davis
05. Owen Daly II         11. Lewis F. Pennock
06. Albert R. Dowden     12. Louis S. Sklar


2. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
   ACCOUNTANTS FOR THE FISCAL YEAR ENDING IN 2001.

   [X] FOR

   [ ] AGAINST

   [ ] ABSTAIN

3. 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     Change My Vote
                 ----------------------  ------------------

[ ] Check this box and enter your e-mail address if you want to be
    e-mailed a copy of your vote. A confirmation will be sent after you click
    the "This Vote is Correct" button. E-mail:
   48
PROXYCARD.COM
- --------------------------------------------------------------------------------

Your vote has been submitted.


If you would like to vote another proxy, enter a control number below:


- -------------

- -------------


- ------
submit
- ------
   49

Every Shareholder's Vote Is Important!

Dear Shareholder:

Please take time to participate in this extremely important proxy vote. Your
prompt participation is important and critical. If not enough shareholders
vote, it may be necessary to have a second proxy mailing involving
considerable expense.

Please note that you may have received MULTIPLE proxy cards. Please vote all
enclosed cards so your vote can be recorded promptly. We appreciate your
cooperation.


                                                        Thank You for Your Vote.

                                                         [AIM LOGO APPEARS HERE]

   50


                The enclosed proxy statement provides details on
                     important issues affecting your Fund.

                The Fund's Board of Trustees recommends that you
                         vote "FOR" all the proposals.



TELEPHONE                                  INTERNET                           MAIL
                                                                
To vote by phone please:           To vote by Internet please:        To vote by mail please:
1. Read the Proxy Statement        1. Read the Proxy Statement        1. Read the Proxy Statement
   and have your Proxy Card           and have your Proxy Card           and have your Proxy Card
   available.                         available.                         available.
2. Call 1-866-727-0852             2. Go to www.aimfunds.com and      2. Return your completed Proxy
3. Enter the 12-digit control         select Proxy Voting to access      Card in the enclosed
   number shown on your Proxy         your fund.                         postage-paid envelope.
   Card and follow the simple      3. Enter the 12-digit control
   instructions.                      number shown on your Proxy
                                      Card and follow the simple
                                      instructions.



                        Thank you for your prompt vote.