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EXHIBIT 17(b)
EVERY SHAREHOLDER'S VOTE IS IMPORTANT! PLEASE VOTE YOUR PROXY TODAY!
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VOTING BY TELEPHONE VOTING BY INTERNET VOTING BY MAIL
Follow these six easy steps: Follow these three easy steps:
Follow these four easy steps: 1. Read the accompanying Proxy 1. Read the accompanying Proxy
1. Read the accompanying Proxy Statement and Proxy Card. Statement and Proxy Card.
Statement and Proxy Card. 2. Go to the Web site 2. Please mark, sign and date
2. Call the toll-free number www.aiminvestments.com. your Proxy Card.
1-888-221-0697. 3. Click on the My Account tab. 3. Return the Proxy Card in the
3. Enter your Control Number listed 4. Click on the 2003 Proxy Information postage-paid envelope provided or
on the Proxy Card. link. return it to Proxy Tabulator, P.O.
4. Follow the recorded instructions. 5. Follow the instructions provided. Box 9123, Hingham, MA 02043-9723.
6. Enter your Control Number listed on
the Proxy Card.
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DO NOT RETURN YOUR PROXY CARD IF YOU ARE VOTING BY TELEPHONE OR INTERNET.
- --------------------------------------------------------------------------------
CONTROL NUMBER FOR TELEPHONE OR INTERNET VOTING.
EACH PROXY CARD HAS ITS OWN CONTROL NUMBER.
****CONTROL NUMBER: 999 999 999 999 99****
- --------------------------------------------------------------------------------
-- Please fold and detach card at perforation before mailing. --
PROXY CARD PROXY CARD
PROXY SOLICITED BY THE BOARD OF DIRECTORS (THE "BOARD")
OF
INVESCO GROWTH & INCOME FUND
(A PORTFOLIO OF INVESCO STOCK FUNDS, INC.)
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS TO BE HELD OCTOBER 21, 2003
The undersigned hereby appoints Bob R. Baker, Glen A. Payne and Mark H.
Williamson, 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 October 21, 2003, 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" THE APPROVAL OF EACH OTHER PROPOSAL AND "FOR" EACH NOMINEE.
-- PROXY MUST BE SIGNED AND DATED BELOW.
Dated 2003
--------------------------------
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Signature(s) (if held jointly)
NOTE: PLEASE SIGN EXACTLY AS YOUR NAME
APPEARS ON THIS PROXY CARD. All joint owners
should sign. When signing as executor,
administrator, attorney, trustee or guardian
or as custodian for a minor, please give
full title as such. If a corporation, please
sign in full corporate name and indicate the
signer's office. If a partner, please sign
in the partnership name.
o Please fold and detach card at perforation before mailing. o
-- PLEASE FILL IN BOX AS SHOWN USING BLACK OR BLUE INK OR NUMBER 2 PENCIL. --
PLEASE DO NOT USE FINE POINT PENS.
PLEASE MARK
[X] VOTE AS IN
THIS EXAMPLE.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING
"FOR" THE APPROVAL OF THE PROPOSAL.
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FOR AGAINST ABSTAIN
1. To approve an Agreement and Plan of Reorganization under which all of the [ ] [ ] [ ]
assets of INVESCO Growth & Income Fund, an investment portfolio of INVESCO
Stock Funds, Inc. ("Company"), will be transferred to AIM Blue Chip Fund
("Buying Fund"), an investment portfolio of AIM Equity Funds ("Buyer"),
Buying Fund will assume the liabilities of Fund and Buyer will issue shares
of each class of Buying Fund to shareholders of the corresponding class of
shares of Fund.
WITHHOLD
FOR AUTHORITY FOR ALL
ALL FOR ALL NOMINEES EXCEPT
2. To elect sixteen individuals to the Board of Company, each of whom will [ ] [ ] [ ]
serve until his or her successor is elected and qualified:
01 Bob R. Baker 05 Albert R. Dowden 09 Robert H. Graham 13 Ruth H. Quigley
02 Frank S. Bayley 06 Edward K. Dunn, Jr. 10 Gerald J. Lewis 14 Louis S. Sklar
03 James T. Bunch 07 Jack M. Fields 11 Prema Mathai-Davis 15 Larry Soll, Ph.D.
04 Bruce L. Crockett 08 Carl Frischling 12 Lewis F. Pennock 16 Mark H. Williamson
TO WITHHOLD YOUR VOTE FOR ANY INDIVIDUAL NOMINEE, MARK THE "FOR ALL EXCEPT"
BOX AND WRITE THE NOMINEE'S NUMBER(S) ON THE LINE PROVIDED.
---------------------------------------------------------------------------- FOR AGAINST ABSTAIN
3. To approve a new Investment Advisory Agreement with A I M Advisors, Inc. [ ] [ ] [ ]
4. To approve an Agreement and Plan of Reorganization which provides for the [ ] [ ] [ ]
redomestication of Company as a Delaware statutory trust and, in connection
therewith, the sale of all of Company's assets and the dissolution of
Company as a Maryland corporation.
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IN THE DISCRETION OF SUCH PROXIES, UPON SUCH OTHER BUSINESS AS MAY PROPERLY
COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF.