--------------------------- OMB APPROVAL --------------------------- OMB Number: 3235-0570 Expires: September 30, 2007 Estimated average burden hours per response: 19.4 --------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-05426 AIM Investment Funds (Exact name of registrant as specified in charter) 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (Address of principal executive offices) (Zip code) Philip A. Taylor 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (Name and address of agent for service) Registrant's telephone number, including area code: (713) 626-1919 Date of fiscal year end: 10/31___ Date of reporting period: 10/31/06 Item 1. Reports to Stockholders. INTERNATIONAL/ AIM CHINA FUND GLOBAL EQUITY Annual Report to Shareholders o October 31, 2006 Emerging Markets Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments .......... F-1 Financial Statements ............. F-3 Notes to Financial Statements .... F-5 Financial Highlights ............. F-11 Auditor's Report ................. F-13 [COVER GLOBE IMAGE] Tax Disclosures .................. F-14 Trustees and Officers ............ F-15 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM China Fund AIM CHINA FUND SEEKS TO PROVIDE LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES changes in the value of the --Registered Trademark--) is a group of portfolio's securities. For some foreign securities tracked by Morgan o Class B shares are not available as an derivatives, it is possible to lose more Stanley Capital International. investment for retirement plans maintained than the amount invested in the pursuant to Section 401 of the Internal derivative. Over the counter derivatives o The unmanaged MSCI CHINA INDEX measures Revenue Code, including 401(k) plans, (including equity participation the performance of the 30 largest Chinese money purchase pension plans and profit certificates) are subject to counterparty equity funds tracked by Lipper Inc., an sharing plans, except for plans that have risk, which is the risk that the other independent mutual fund performance existing accounts invested in Class B party to the contract will not fulfill its monitor. shares. contractual obligation to complete the transaction with the Fund. o The unmanaged LIPPER CHINA REGION FUNDS PRINCIPAL RISKS OF INVESTING IN CATEGORY AVERAGE represents an average of THE FUND o There is no guarantee that the all the China Region Funds tracked by investment techniques and risk analyses Lipper. o Foreign securities have additional used by the Fund's managers will produce risks, including exchange rate changes, the desired results. o The Fund is not managed to track the political and economic upheaval, the performance of any particular index, relative lack of information about these o The Fund is subject to currency/exchange including the indexes defined here, and companies, relatively low market liquidity rate risk since it may buy or sell consequently, the performance of the Fund and the potential lack of strict financial currencies other than the U.S. dollar. may deviate significantly from the and accounting controls and standards. performance of the index. o The Fund's return during certain periods o Investing in emerging markets involves was positively impacted by its investments o A direct investment cannot be made in an greater risks than investing in more in initial public offerings (IPOs). There index. Unless otherwise indicated, index established markets. Risks for emerging can be no assurance that the Fund will results include reinvested dividends, and markets include risks relating to the have favorable IPO investment they do not reflect sales charges. relatively smaller size and lesser opportunities in the future. Moreover, the Performance of an index of funds reflects liquidity of these markets, high inflation prices of IPO securities may go up and fund expenses; performance of a market rates, adverse political developments and down more than prices of equity securities index does not. lack of timely information. of companies with longer trading histories. In addition, companies offering OTHER INFORMATION o Prices of equity securities change in securities in IPOs may have less response to many factors including the experienced management or limited o The returns shown in the management's historical and prospective earnings of the operating histories. For additional discussion of Fund performance are based issuer, the value of its assets, general information regarding the Fund's on net asset values calculated for economic conditions, interest rates, performance, please see the Fund's shareholder transactions. Generally investor perceptions and market liquidity. prospectus. accepted accounting principles require adjustments to be made to the net assets o The value of convertible securities in o The prices of securities held by the of the Fund at period end for financial which the Fund invests may be affected by Fund may decline in response to market reporting purposes, and as such, the net market interest rates, the risk that the risks. asset values for shareholder transactions issuer may default on interest or and the returns based on those net asset principal payments and the value of the o The Fund may invest in A shares which values may differ from the net asset underlying common stock into which these have limitations to repatriate Fund assets values and returns reported in the securities may be converted. back to the United States. Financial Highlights. o Debt securities are particularly o Investing in a single-country mutual o Industry classifications used in this vulnerable to credit risk and interest fund involves greater risks than investing report are generally according to the rate fluctuations. in a more diversified fund due to lack of Global Industry Classification Standard, exposure to other countries. which was developed by and is the o The Fund may use enhanced investment exclusive property and a service mark of techniques such as leveraging and ABOUT INDEXES USED IN THIS REPORT Morgan Stanley Capital International Inc. derivatives. Leveraging entails special and Standard & Poor's. risks such as magnifying o The unmanaged MSCI EUROPE, AUSTRALASIA AND THE FAR EAST INDEX (the MSCI EAFE Continued on page 9 ====================================================================================== ========================================= THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, FUND NASDAQ SYMBOLS WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class A Shares AACFX ====================================================================================== Class B Shares ABCFX NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE Class C Shares CACFX AIMinvestments.com ========================================= 2 AIM China Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that [TAYLOR many investors may see the value of their investments PHOTO] increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same Philip Taylor period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM China Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests [CROCKETT are being served in terms of fees, performance and PHOTO] operations. Looking ahead, your Board finds many reasons to be positive about AIM's management and strategic direction. Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are Bruce L. Crockett also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM China Fund MANAGEMENT'S DISCUSSION incorporated in mainland China that are OF FUND PERFORMANCE listed on the Hong Kong Stock Exchange, firms incorporated in Hong Kong whose main ====================================================================================== businesses are in China, and other PERFORMANCE SUMMARY China-related firms listed in or outside Hong Kong. We research within the stock Since the Fund's inception on March 31, 2006, through October 31, 2006, Class A shares universe to identify stocks with the of AIM China Fund, excluding sales charges, returned 9.80%. Despite the Fund's following characteristics: positive return, it lagged both its style-specific index and peers. However, the Fund outperformed its broad market index, the MSCI EAFE Index. o Growth stocks selling at a reasonable price. The Fund's cash exposure hurt relative performance during the period. The Fund's underperformance can also be explained by its exposure to certain materials and oil o Quality stocks we believe to be related stocks and its underweight position in the telecommunication services sector, undervalued that will potentially benefit in particular CHINA MOBILE. The largest positive contributors to performance came from a pick up in the earnings cycle. from the financials, materials, health care and consumer discretionary sectors. In particular, we evaluate four main FUND VS. INDEXES criteria when we perform stock research: Cumulative total returns, 3/31/06-10/31/06, excluding applicable sales charges. If sales charges were included, returns would be lower. o Valuation--in absolute and relative terms Class A Shares 9.80% Class B Shares 9.30 o Management/franchise value--management Class C Shares 9.20 and ownership, earnings quality, balance MSCI EAFE Index (Broad Market Index) 8.73 sheet quality, product quality MSCI China Index (Style-Specific Index) 18.49 Lipper China Region Funds Category Average (Peer Group Index) 9.83 o Earnings growth--earnings per share growth, growth in market share, origin of SOURCE: LIPPER INC. growth ====================================================================================== o Liquidity--days to get in and out, total HOW WE INVEST bottom-up stock selection, where we turnover believe we can add the most value. We believe that there are areas of Indexes are listed for reference only, We consider selling a Fund holding if: inefficiencies in the Chinese equity and the Fund is not managed and the market that we can systematically take portfolio is not constructed, to mimic o We believe the stock is trading above advantage of by strictly adhering to a any index. its fair value. disciplined investment process. To capitalize on growth in China, we o We believe a stock has negative earnings Our investment process combines a have a broad-based investment universe, momentum or sequential earnings, disciplined bottom-up and top-down including all listed companies in China, downgrades, unless its valuation is multifactor analysis. However, we companies already very low or distressed. primarily focus on o We see a permanent, fundamental deterioration in a company's business prospects. o We identify a more attractive opportunity elsewhere. (continued) ========================================== ========================================== ========================================== PORTFOLIO COMPOSITION TOP FIVE INDUSTRIES* TOP 10 EQUITY HOLDINGS* By sector 1. Diversified Banks 13.0% 1. China Mobile Ltd. (Hong Kong) 7.4% 2. Wireless Telecommunication 2. Industrial and Commercial Bank [PIE CHART] Services 7.4 of China-Class H (China) 5.1 3. Integrated Oil & Gas 7.2 3. PetroChina Co. Ltd.-Class H Energy 12.0% 4. Life & Health Insurance 4.4 (China) 4.8 Materials 8.7% 5. Airport Services 4.3 4. China Construction Bank-Class H Telecommunication Services 7.4% (China) 4.7 Consumer Staples 4.2% 5. China Life Insurance Co., Health Care 3.5% Total Net Assets $20.88 million Ltd.-Class H (China) 4.4 Utilities 3.0% 6. CNOOC Ltd. (Hong Kong) 4.0 Information Technology 1.5% Total Number of Holdings* 44 7. China Merchants Bank Co. Money Market Funds Plus Ltd.-Class H (China) 3.2 Other Assets Less Liabilities 4.5% 8. Hong Kong Aircraft Engineering Financials 27.3% Co. Ltd. (Hong Kong) 3.0 Industrials 15.5% 9. Hong Kong and China Gas Co. Consumer Discretionary 12.4% Ltd. (Hong Kong) 3.0 10. Yantai Changyu Pioneer Wine Co. Ltd.-Class B (China) 2.5 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ========================================== ========================================== ========================================== 5 AIM China Fund MARKET CONDITIONS AND YOUR FUND financials sector was a positive Paul Chan contributor. Overweight positions in CHINA Chartered Financial Chinese stock markets rose during the EVERBRIGHT and CHINA MERCHANT BANK added [CHAN Analyst, investment period as liquidity remained abundant, the most value. Economic growth in China PHOTO] director for INVESCO fuelled by positive fundamentals and continued to be strong, and we believe Hong Kong Limited, is expectations of further currency selective banks could enjoy good loan portfolio manager of appreciation. In May, investors took growth. AIM China Fund. Mr. Chan joined INVESCO profits in emerging markets globally in in 2001. He earned a bachelor's of response to rising risk aversion, and Although the Fund's return during the science degree in economics from the China was no exception. Nevertheless, reporting period was positively impacted University of Manitoba. Chinese equities demonstrated relative by its investments in initial public resilience in the emerging market offerings (IPOs), there can be no Samantha Ho sell-off, thanks to robust domestic assurance that the Fund will have [HO Chartered Financial fundamentals and high levels of liquidity favorable IPO investment opportunities in PHOTO] Analyst, investment in the system. the future. director for INVESCO Hong Kong Limited, is portfolio manager of AIM China Fund. Overall, economic conditions remained Ms. Ho began her investment career in robust in China. For the third quarter of We continued to employ our bottom-up 1989. She joined INVESCO in 2004. 2006, China's gross domestic product (GDP) stock selection process. In terms of She earned a B.A. from Bryn Mawr College rose by 10.4% year-over-year after gaining investment themes, we remained positive on and an M.B.A. from the UCLA Graduate 11.3% in the second quarter. China's infrastructure, energy, materials, School of Management. industrial output growth remained healthy financials and domestic consumption at 16.1% year-over-year in September. related stocks. The markets responded positively to Overall, we maintained our positive these data, as they expected less need for stance on the Chinese economy and its additional austerity measures by the stock market. The Chinese economy government. Trade performance remained continued to be driven by robust fixed strong, with the year-to-date trade asset investments. Foreign companies have balance hitting $110 billion, already expanded their investments in China, while exceeding last year's total. Retail sales infrastructure spending remained strong. rose by 13.9% in September reflecting Exports also continued to grow at a robust stronger consumer demand. Inflation at the pace. consumer level remained benign, rising by just 1.5% year-over-year in September. IN CLOSING While the Fund delivered positive We are pleased to have provided returns over the period, it lagged its shareholders with positive returns for the style-specific index, or benchmark, mainly seven-month period ended October 31, 2006, due to an underweight position in the and we thank you for your participation in telecommunication services sector. In AIM China Fund. particular, China Mobile performed strongly amid higher-than-expected monthly THE VIEWS AND OPINIONS EXPRESSED IN subscriber growth. The stock also was a MANAGEMENT'S DISCUSSION OF FUND major beneficiary of strong liquidity PERFORMANCE ARE THOSE OF A I M ADVISORS, inflows into China. Although the Fund's INC. THESE VIEWS AND OPINIONS ARE SUBJECT underweight position in China TO CHANGE AT ANY TIME BASED ON FACTORS Mobile--which was partly due to the 10% SUCH AS MARKET AND ECONOMIC CONDITIONS. single stock limit of the Fund--hurt our THESE VIEWS AND OPINIONS MAY NOT BE RELIED relative performance, the stock was the UPON AS INVESTMENT ADVICE OR single largest contributor to absolute RECOMMENDATIONS, OR AS AN OFFER FOR A performance for the period. Our holdings PARTICULAR SECURITY. THE INFORMATION IS in the materials sector also detracted NOT A COMPLETE ANALYSIS OF EVERY ASPECT OF from the Fund's relative performance. ANY MARKET, COUNTRY, INDUSTRY, SECURITY OR However, stock selection in the THE FUND. STATEMENTS OF FACT ARE FROM SOURCES CONSIDERED RELIABLE, BUT A I M ADVISORS, INC. MAKES NO REPRESENTATION OR WARRANTY AS TO THEIR COMPLETENESS OR ACCURACY. ALTHOUGH HISTORICAL PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS, THESE INSIGHTS MAY HELP YOU UNDERSTAND OUR INVESTMENT MANAGEMENT PHILOSOPHY. See important Fund and index disclosures on the inside front cover. 6 AIM China Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to The hypothetical account values and estimate the expenses that you paid over expenses may not be used to estimate the As a shareholder of the Fund, you incur the period. Simply divide your account actual ending account balance or expenses two types of costs: (1) transaction costs, value by $1,000 (for example, an $8,600 you paid for the period. You may use this which may include sales charges (loads) on account value divided by $1,000 = 8.6), information to compare the ongoing costs purchase payments or contingent deferred then multiply the result by the number in of investing in the Fund and other funds. sales charges on redemptions, and the table under the heading entitled To do so, compare this 5% hypothetical redemption fees, if any; and (2) ongoing "Actual Expenses Paid During Period" to example with the 5% hypothetical examples costs, including management fees; estimate the expenses you paid on your that appear in the shareholder reports of distribution and/or service (12b-1) fees; account during this period. the other funds. and other Fund expenses. This example is intended to help you understand your HYPOTHETICAL EXAMPLE FOR COMPARISON Please note that the expenses shown ongoing costs (in dollars) of investing in PURPOSES in the table are meant to highlight your the Fund and to compare these costs with ongoing costs only and do not reflect any ongoing costs of investing in other mutual The table below also provides information transaction costs, such as sales charges funds. The example is based on an about hypothetical account values and (loads) on purchase payments, contingent investment of $1,000 invested at the hypothetical expenses based on the Fund's deferred sales charges on redemptions, and beginning of the period and held for the actual expense ratio and an assumed rate redemption fees, if any. Therefore, the entire period May 1, 2006, through October of return of 5% per year before expenses, hypothetical information is useful in 31, 2006. which is not the Fund's actual return. The comparing ongoing costs only, and will not Fund's actual cumulative total returns at help you determine the relative total ACTUAL EXPENSES net asset value after expenses for the six costs of owning different funds. In months ended October 31, 2006, appear in addition, if these transaction costs were The table below provides information about the far right table "Cumulative Total included, your costs would have been actual account values and actual expenses. Returns" on page 9. higher. You may use the information in this table, ==================================================================================================================================== ACTUAL HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,087.10 $11.05 $1,014.62 $10.66 2.10% B 1,000.00 1,082.20 14.96 1,010.84 14.44 2.85 C 1,000.00 1,082.30 14.96 1,010.84 14.44 2.85 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the far right table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM China Fund Your Fund's performance RESULTS OF A $10,000 INVESTMENT Fund and index data from 3/31/06 ==================================================================================================================================== [MOUNTAIN CHART] LIPPER CHINA AIM CHINA FUND AIM CHINA FUND AIM CHINA FUND MSCI CHINA MSCI EAFE REGION FUNDS DATE -CLASS A SHARES -CLASS B SHARES -CLASS C SHARES INDEX INDEX CATEGORY AVERAGE INDEX 3/31/06 $ 9450 $10000 $10000 $10000 $10000 $10000 4/06 9545 10100 10090 10524 10478 10510 5/06 9308 9840 9840 9981 10071 10076 6/06 9317 9850 9840 10188 10070 10079 7/06 9242 9761 9760 10458 10170 10115 8/06 9251 9761 9750 10686 10449 10288 9/06 9704 10241 10230 11084 10465 10573 10/06 10378 10430 10820 11849 10873 11121 ==================================================================================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee his entire investment in the Fund at the index does not. Performance shown in the comparable future results. close of the reporting period and paid the chart and table(s) does not reflect applicable contingent deferred sales deduction of taxes a shareholder would pay The data shown in the chart include charges. Index results include reinvested on Fund distributions or sale of Fund reinvested distributions, applicable sales dividends, but they do not reflect sales shares. Performance of the indexes does charges, Fund expenses and management charges. Performance of an index of funds not reflect the effects of taxes. fees. Results for Class B shares are reflects fund expenses and management calculated as if a hypothetical fees; performance of a market shareholder had liquidated 8 AIM China Fund ========================================== ========================================== ========================================== CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 8.71% Inception (3/31/06) 3.78% CLASS A SHARES Class B Shares 8.22 Inception (3/31/06) -2.93% Class C Shares 8.23 CLASS B SHARES Inception (3/31/06) 4.30% CLASS B SHARES ========================================== Inception (3/31/06) -2.60% CLASS C SHARES Inception (3/31/06) 8.20% CLASS C SHARES Inception (3/31/06) 1.30% ========================================== ========================================== THE PERFORMANCE DATA QUOTED REPRESENT PAST THAT YOU MAY HAVE A GAIN OR LOSS WHEN YOU THE PERFORMANCE OF THE FUND'S SHARE PERFORMANCE AND CANNOT GUARANTEE SELL SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO COMPARABLE FUTURE RESULTS; CURRENT DIFFERENT SALES CHARGE STRUCTURES AND PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE CLASS A SHARE PERFORMANCE REFLECTS THE CLASS EXPENSES. VISIT AIMinvestments.com FOR THE MOST MAXIMUM 5.50% SALES CHARGE, AND CLASS B RECENT MONTH-END PERFORMANCE. PERFORMANCE AND CLASS C SHARE PERFORMANCE REFLECTS THE A REDEMPTION FEE OF 2% WILL BE IMPOSED FIGURES REFLECT REINVESTED DISTRIBUTIONS, APPLICABLE CONTINGENT DEFERRED SALES ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF CHANGES IN NET ASSET VALUE AND THE EFFECT CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE THE FUND WITHIN 30 DAYS OF PURCHASE. OF THE MAXIMUM SALES CHARGE UNLESS CDSC ON CLASS B SHARES DECLINES FROM 5% EXCEPTIONS TO THE REDEMPTION FEE ARE OTHERWISE STATED. INVESTMENT RETURN AND BEGINNING AT THE TIME OF PURCHASE TO 0% AT LISTED IN THE FUND'S PROSPECTUS. PRINCIPAL VALUE WILL FLUCTUATE SO THE BEGINNING OF THE SEVENTH YEAR. THE CDSC ON CLASS C SHARES IS 1% FOR THE FIRST HAD THE ADVISOR NOT WAIVED FEES AND/OR YEAR AFTER PURCHASE. REIMBURSED EXPENSES, PERFORMANCE WOULD HAVE BEEN LOWER. Continued from inside front cover The Fund provides a complete list of its Copies of the Fund's Forms N-Q may be Client Services department at 800-959-4246 holdings four times in each fiscal year, reviewed and copied at the SEC Public or on the AIM Web site, at the quarter-ends. For the second and Reference Room in Washington, D.C. You can AIMinvestments.com. On the home page, fourth quarters, the lists appear in the obtain information on the operation of the scroll down and click on AIM Funds Proxy Fund's semiannual and annual reports to Public Reference Room, including Policy. The information is also available shareholders. For the first and third information about duplicating fee charges, on the SEC Web site, sec.gov. quarters, the Fund files the lists with by calling 202-942-8090 or 800-732-0330, the Securities and Exchange Commission or by electronic request at the following Information regarding how the Fund voted (SEC) on Form N-Q. The most recent list of e-mail address: publicinfo@sec.gov. The proxies related to its portfolio portfolio holdings is available at SEC file numbers for the Fund are securities during the 12 months ended June AIMinvestments.com. From our home page, 811-05426 and 033-19338. 30, 2006, is available at our Web site. Go click on Products & Performance, then to AIMinvestments.com, access the About Us Mutual Funds, then Fund Overview. Select A description of the policies and tab, click on Required Notices and then your Fund from the drop-down menu and procedures that the Fund uses to determine click on Proxy Voting Activity. Next, click on Complete Quarterly Holdings. how to vote proxies relating to portfolio select the Fund from the drop-down menu. Shareholders can also look up the Fund's securities is available without charge, The information is also available on the Forms N-Q on the SEC Web site at sec.gov. upon request, from our SEC Web site, sec.gov. 9 AIM China Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the "Board") of AIM viduals are competent and able to carry net assets increase because the Advisory Investment Funds (the "Trust") oversees out their responsibilities under the Agreement includes breakpoints. The Board the management of AIM China Fund (the Advisory Agreement. noted that, because this is a new Fund and "Fund") and, as required by law, the way in which the advisory fee determines whether to approve the Fund's o Overall performance of AIM. Not breakpoints have been structured, the Fund advisory agreement with A I M Advisors, applicable because this is a new Fund. has yet to benefit from the breakpoints. Inc. ("AIM"). Based upon the However, the Board considered the overall The Board concluded that the Fund's fee recommendation of the Investments performance of AIM in providing investment levels under the Advisory Agreement Committee of the Board, at a meeting held advisory and portfolio administrative therefore would reflect economies of scale on February 1, 2006, the Board, including services to other mutual funds advised by at higher asset levels and that it was not all of the independent trustees, approved AIM and concluded that such performance necessary to change the advisory fee the initial advisory agreement (the was satisfactory. breakpoints in the Fund's advisory fee "Advisory Agreement") between the Fund and schedule. AIM for an initial period ending June 30, o Fees relative to those clients of AIM 2007. with comparable investment strategies. The o Investments in affiliated money market Board noted that AIM does not serve as an funds. The Board also took into account The Board considered the factors advisor to other mutual funds or other the fact that uninvested cash and cash discussed below in evaluating the fairness clients with investment strategies collateral from securities lending and reasonableness of the Advisory comparable to those of the Fund. arrangements (collectively, "cash Agreement at the meeting on February 1, balances") of the Fund may be invested in 2006 and as part of the Board's ongoing o Fees relative to those of comparable money market funds advised by AIM pursuant oversight of the Fund. In their funds with other advisors. The Board to the terms of an SEC exemptive order. deliberations, the Board and the reviewed the advisory fee rate for the The Board found that the Fund may realize independent trustees did not identify any Fund under the Advisory Agreement. The certain benefits upon investing cash particular factor that was controlling, Board compared effective contractual balances in AIM advised money market and each trustee attributed different advisory fee rates at a common asset level funds, including a higher net return, weights to the various factors. and noted that the Fund's rate was below increased liquidity, increased the median rate of the funds advised by diversification or decreased transaction The discussion below serves as a other advisors with investment strategies costs. The Board also found that the Fund summary of the material factors and the comparable to those of the Fund that the will not receive reduced services if it conclusions with respect thereto that Board reviewed. The Board noted that AIM invests its cash balances in such money formed the basis for the Board's approval has agreed to limit the Fund's total market funds. The Board noted that, to the of the Advisory Agreement. After annual operating expenses, as discussed extent the Fund invests in affiliated consideration of all of the factors below below. The Board also considered the fact money market funds, AIM has voluntarily and based on its informed business that AIM set the proposed advisory fees agreed to waive a portion of the advisory judgment, the Board determined that the for the Fund based upon the median fees it receives from the Fund Advisory Agreement is in the best effective management fee rate (comprised attributable to such investment. The Board interests of the Fund and its shareholders of advisory fees plus, in some cases, further determined that the proposed and that the compensation to AIM under the administrative fees) at various asset securities lending program and related Advisory Agreement is fair and reasonable levels of competitor mutual funds with procedures with respect to the lending and would have been obtained through arm's investment strategies comparable to those Fund is in the best interests of the length negotiations. of the Fund. In addition, the Board noted lending Fund and its respective that the proposed advisory fees for the shareholders. The Board therefore o The nature and extent of the advisory Fund are equal to the uniform fee schedule concluded that the investment of cash services to be provided by AIM. The Board that applies to other mutual funds advised collateral received in connection with the reviewed the services to be provided by by AIM with investment strategies securities lending program in the money AIM under the Advisory Agreement. Based on comparable to those of the Fund, which market funds according to the procedures such review, the Board concluded that the uniform fee schedule includes breakpoints is in the best interests of the lending range of services to be provided by AIM and is based on net asset levels. Based on Fund and its respective shareholders. under the Advisory Agreement was this review, the Board concluded that the appropriate. advisory fee rate for the Fund under the o Profitability of AIM and its affiliates. Advisory Agreement was fair and The Board reviewed information concerning o The quality of services to be provided reasonable. the profitability of AIM's (and its by AIM. The Board reviewed the credentials affiliates') investment advisory and other and experience of the officers and o Expense limitations and fee waivers. The activities and its financial condition. employees of AIM who will provide Board noted that AIM has contractually The Board considered the overall investment advisory services to the Fund. agreed to waive fees and/or limit expenses profitability of AIM. The Board noted that In reviewing the qualifications of AIM to of the Fund through June 30, 2007 in an AIM's operations remain profitable, provide investment advisory services, the amount necessary to limit total annual although increased expenses in recent Board reviewed the qualifications of AIM's operating expenses to a specified years have reduced AIM's profitability. investment personnel and considered such percentage of average daily net assets for Based on the review of the profitability issues as AIM's portfolio and product each class of the Fund. The Board of AIM's and its affiliates' investment review process, various back office considered the contractual nature of this advisory and other activities and its support functions provided by AIM and fee waiver/expense limitation and noted financial condition, the Board concluded AIM's equity and fixed income trading that it remains in effect until June 30, that the compensation to be paid by the operations. Based on the review of these 2007. The Board considered the effect this Fund to AIM under its Advisory Agreement and other factors, the Board concluded fee waiver/expense limitation would have was not excessive. that the quality of services to be on the Fund's estimated expenses and provided by AIM was appropriate. concluded that the levels of fee o Benefits of soft dollars to AIM. The waivers/expense limitations for the Fund Board considered the benefits realized by o The performance of the Fund relative to were fair and reasonable. AIM as a result of brokerage transactions comparable funds. Not applicable because executed through "soft dollar" this is a new Fund. o Breakpoints and economies of scale. The arrangements. Under these arrangements, Board reviewed the structure of the Fund's brokerage commissions paid by the Fund o The performance of the Fund relative to advisory fee under the Advisory Agreement, and/or other funds advised by AIM are used indices. Not applicable because this is a noting that it contains seven breakpoints. to pay for research and execution new Fund. The Board reviewed the level of the Fund's services. This research is used by AIM in advisory fees, and noted that such fees, making investment decisions for the Fund. o Meeting with the Fund's portfolio as a percentage of the Fund's net assets, The Board concluded that such arrangements managers and investment personnel. The would decrease as were appropriate. Board intends to meet periodically with the Fund's portfolio managers and/or other (continued) investment personnel to ensure that such indi- 10 AIM China Fund o AIM's financial soundness in light of The Board considered the factors annual operating expenses, as discussed the Fund's needs. The Board considered discussed below in evaluating the fairness below. The Board also considered the whether AIM is financially sound and has and reasonableness of the Sub-Advisory services to be provided by the Sub-Advisor the resources necessary to perform its Agreement at the meeting on February 1, pursuant to the Sub-Advisory Agreement and obligations under the Advisory Agreement, 2006 and as part of the Board's ongoing the services to be provided by AIM and concluded that AIM has the financial oversight of the Fund. In their pursuant to the Advisory Agreement, as resources necessary to fulfill its deliberations, the Board and the well as the allocation of fees between AIM obligations under the Advisory Agreement. independent trustees did not identify any and the Sub-Advisor pursuant to the particular factor that was controlling, Sub-Advisory Agreement. The Board noted o Historical relationship between the Fund and each trustee attributed different that the sub-advisory fees have no direct and AIM. In determining whether to approve weights to the various factors. effect on the Fund or its shareholders, as the Advisory Agreement for the Fund, the they are paid by AIM to the Sub-Advisor, Board also considered the current The discussion below serves as a and that AIM and the Sub-Advisor are relationship between AIM and the Trust, as discussion of the material factors and the affiliates. Based on this review, the well as the Board's knowledge of AIM's conclusions with respect thereto that Board concluded that the sub-advisory fee operations, and concluded that it was formed the basis for the Board's approval rate under the Sub-Advisory Agreement was beneficial to maintain the current of the Sub-Advisory Agreement. After fair and reasonable. relationship, in part, because of such consideration of all of the factors below knowledge. The Board also reviewed the and based on its informed business o Profitability of AIM and its affiliates. general nature of the non-investment judgment, the Board determined that the The Board reviewed information concerning advisory services currently performed by Sub-Advisory Agreement is in the best the profitability of AIM's (and its AIM and its affiliates for the Trust, such interests of the Fund and its affiliates') investment advisory and other as administrative, transfer agency and shareholders. activities and its financial condition. distribution services, and the fees The Board considered the overall received by AIM and its affiliates for o The nature and extent of the advisory profitability of AIM. The Board noted that performing such services. In addition to services to be provided by the AIM's operations remain profitable, reviewing such services, the trustees also Sub-Advisor. The Board reviewed the although increased expenses in recent considered the organizational structure services to be provided by the Sub-Advisor years have reduced AIM's profitability. employed by AIM and its affiliates to under the Sub-Advisory Agreement. Based on Based on the review of the profitability provide those services. Based on the such review, the Board concluded that the of AIM's and its affiliates' investment review of these and other factors, the range of services to be provided by the advisory and other activities and its Board concluded that AIM and its Sub-Advisor under the Sub-Advisory financial condition, the Board concluded affiliates were qualified to provide Agreement was appropriate. that the compensation to be paid by the non-investment advisory services to the Fund to AIM under its Advisory Agreement Fund, including administrative, transfer o The quality of services to be provided was not excessive. agency and distribution services. by the Sub-Advisor. The Board reviewed the credentials and experience of the officers o The Sub-Advisor's financial soundness in o Other factors and current trends. In and employees of the Sub-Advisor who will light of the Fund's needs. The Board determining whether to approve the provide investment advisory services to considered whether the Sub-Advisor is Advisory Agreement for the Fund, the Board the Fund. Based on the review of these and financially sound and has the resources considered the fact that AIM, along with other factors, the Board concluded that necessary to perform its obligations under others in the mutual fund industry, is the quality of services to be provided by the Sub-Advisory Agreement, and concluded subject to regulatory inquiries and the Sub-Advisor was appropriate. that the Sub-Advisor has the financial litigation related to a wide range of resources necessary to fulfill its issues. The Board also considered the o The performance of the Fund relative to obligations under the Sub-Advisory governance and compliance reforms being comparable funds. Not applicable because Agreement. undertaken by AIM and its affiliates, this is a new Fund. However, the Board including maintaining an internal controls reviewed the performance of other accounts committee and retaining an independent sub-advised by the Sub-Advisor with compliance consultant, and the fact that investment strategies comparable to those AIM has undertaken to cause the Fund to of the Fund. operate in accordance with certain governance policies and practices. The o The performance of the Fund relative to Board concluded that these actions indices. Not applicable because this is a indicated a good faith effort on the part new Fund. of AIM to adhere to the highest ethical standards, and determined that the current o Meetings with the Fund's portfolio regulatory and litigation environment to managers and investment personnel. The which AIM is subject should not prevent Board intends to meet periodically with the Board from approving the Advisory the Fund's portfolio managers and/or other Agreement for the Fund. investment personnel to ensure that such individuals are competent and able to APPROVAL OF SUB-ADVISORY AGREEMENT carry out their responsibilities under the Sub-Advisory Agreement. The Board oversees the management of the Fund and, as required by law, determines o Overall performance of the Sub-Advisor. whether to approve the Fund's sub-advisory Not applicable because this is a new Fund. agreement. Based upon the recommendation of the Investments Committee of the Board, o Fees relative to those clients of the at a meeting held on February 1, 2006, the Sub-Advisor with comparable investment Board, including all of the independent strategies. The Board reviewed the trustees, approved the sub-advisory sub-advisory fee rate for the Fund under agreement (the "Sub-Advisory Agreement") the Sub-Advisory Agreement. The Board between INVESCO Hong Kong Limited (the compared effective contractual fee rates "Sub-Advisor") and AIM with respect to the at a common asset level and noted that Fund for an initial period ending June 30, this rate was lower than the all-in 2007. advisory fee rates for five affiliated offshore funds for which the Sub-Advisor serves as sub-advisor with investment strategies comparable to those of the Fund. The Board noted that AIM has agreed to limit the Fund's total 11 Supplement to Annual Report dated 10/31/06 AIM China Fund =================================== Institutional Class Shares CUMULATIVE TOTAL RETURNS PLEASE NOTE THAT PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. MORE RECENT The following information has been prepared to For periods ended 10/31/06 RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. provide Institutional Class shareholders with ALL RETURNS ASSUME REINVESTMENT OF a performance overview specific to their Inception (3/31/06) 9.90% DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND holdings. Institutional Class shares are 6 Months 8.70 PRINCIPAL VALUE WILL FLUCTUATE SO YOUR offered exclusively to institutional SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR investors, including defined contribution =================================== LESS THAN THEIR ORIGINAL COST. SEE FULL plans that meet certain criteria. CUMULATIVE TOTAL RETURNS REPORT FOR INFORMATION ON COMPARATIVE BENCHMARKS. PLEASE CONSULT YOUR FUND For periods ended 9/30/06, PROSPECTUS FOR MORE INFORMATION. FOR THE MOST most recent calendar CURRENT MONTH-END PERFORMANCE, PLEASE CALL quarter-end 800-451-4246 OR VISIT AIMINVESTMENTS.COM. Inception (3/31/06) 2.80% 6 Months 2.80 =================================== INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NET ASSET VALUE (NAV). PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. A REDEMPTION FEE OF 2% WILL BE IMPOSED ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF THE FUND WITHIN 30 DAYS OF PURCHASE. EXCEPTIONS TO THE REDEMPTION FEE ARE LISTED IN THE FUND'S PROSPECTUS. HAD THE ADVISOR NOT WAIVED FEES AND/OR REIMBURSED EXPENSES, ============================================== PERFORMANCE WOULD HAVE BEEN LOWER. NASDAQ SYMBOL IACFX ============================================== Over for information on your Fund's expenses. ==================================================================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ==================================================================================== FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM CHT-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to Paid During Period" to estimate the so, compare this 5% hypothetical example with compare these costs with ongoing costs of expenses you paid on your account the 5% hypothetical examples that appear in investing in other mutual funds. The example during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,087.00 $9.68 $1,015.93 $9.35 1.84% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM CHI-INS-1 A I M Distributors,Inc. AIM China Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ---------------------------------------------------------------------- FOREIGN STOCKS & OTHER EQUITY INTERESTS-95.49%(a) AIRLINES-1.70% China National Aviation Co. Ltd. (Hong Kong)(b) 1,000,000 $ 355,017 ====================================================================== AIRPORT SERVICES-4.32% Beijing Capital International Airport Co. Ltd.-Class H(b) 420,000 269,290 - ---------------------------------------------------------------------- Hong Kong Aircraft Engineering Co. Ltd. (Hong Kong) 50,000 632,940 ====================================================================== 902,230 ====================================================================== ALUMINUM-1.68% Aluminum Corp. of China Ltd.-Class H(b) 500,000 351,555 ====================================================================== AUTO PARTS & EQUIPMENT-0.66% Xinyi Glass Holding Co. Ltd.(b) 400,000 136,703 ====================================================================== COAL & CONSUMABLE FUELS-0.84% China Shenhua Energy Co. Ltd.-Class H (Hong Kong) 100,000 175,899 ====================================================================== COMMODITY CHEMICALS-1.43% Sinopec Shanghai Petrochemical Co. Ltd.-Class H (Hong Kong)(b) 700,000 297,848 ====================================================================== CONSTRUCTION & ENGINEERING-2.10% COSCO International Holdings Ltd.(b) 1,200,000 438,015 ====================================================================== DEPARTMENT STORES-1.72% Lifestyle International Holdings Ltd. (Hong Kong)(b) 120,000 232,470 - ---------------------------------------------------------------------- Parkson Retail Group Ltd. (Hong Kong)(b) 30,500 127,066 ====================================================================== 359,536 ====================================================================== DISTILLERS & VINTNERS-2.53% Yantai Changyu Pioneer Wine Co. Ltd.-Class B 155,000 528,146 ====================================================================== DISTRIBUTORS-1.74% Integrated Distribution Services Group Ltd. (Hong Kong)(b) 180,000 363,057 ====================================================================== DIVERSIFIED BANKS-13.00% China Construction Bank-Class H (Acquired 04/03/06-10/27/06; Cost $1,008,236)(b)(c) 2,201,000 989,629 - ---------------------------------------------------------------------- China Merchants Bank Co. Ltd.-Class H(d) 428,000 668,096 - ---------------------------------------------------------------------- Industrial and Commercial Bank of China-Class H(d) 2,360,000 1,056,010 ====================================================================== 2,713,735 ====================================================================== DIVERSIFIED METALS & MINING-1.33% Baoji Titanium Industry Co., Ltd. (Equity Participation Ctfs. issued by BNP Paribas S.A.), expiring 12/10/09(e)(f)(g) 100,287 277,594 ====================================================================== </Table> <Table> SHARES VALUE - ---------------------------------------------------------------------- <Caption> DIVERSIFIED REIT'S-1.43% GZI Real Estate Investment Trust (Hong Kong)(b) 750,000 $ 298,910 ====================================================================== FOOTWEAR-3.45% Hongguo International Holdings Ltd.(b)(d) 500,000 262,744 - ---------------------------------------------------------------------- Le Saunda Holdings Ltd. (Hong Kong)(b) 2,000,000 457,357 ====================================================================== 720,101 ====================================================================== GAS UTILITIES-2.96% Hong Kong and China Gas Co. Ltd. (Hong Kong)(b) 270,000 618,551 ====================================================================== HEALTH CARE EQUIPMENT-2.17% Mindray Medical International Ltd.-ADR(d) 25,000 452,500 ====================================================================== HEAVY ELECTRICAL EQUIPMENT-3.68% Dongfang Electrical Machinery Co. Ltd.-Class H(b) 140,000 269,814 - ---------------------------------------------------------------------- Harbin Power Equipment Co. Ltd.-Class H(b) 580,000 499,186 ====================================================================== 769,000 ====================================================================== HOTELS, RESORTS & CRUISE LINES-2.22% Home Inns & Hotels Management, Inc.-ADR(d) 18,900 463,806 ====================================================================== INDUSTRIAL MACHINERY-3.68% China Metal International Holdings Inc. 600,000 207,529 - ---------------------------------------------------------------------- Enric Energy Equipment Holdings Ltd.(b)(d) 620,000 390,185 - ---------------------------------------------------------------------- IPE Group Ltd. (Hong Kong) 1,000,000 171,013 ====================================================================== 768,727 ====================================================================== INTEGRATED OIL & GAS-7.15% China Petroleum and Chemical Corp. (Sinopen)- Class H(b) 720,000 499,375 - ---------------------------------------------------------------------- PetroChina Co. Ltd.-Class H(b) 900,000 993,044 ====================================================================== 1,492,419 ====================================================================== INTERNET RETAIL-0.62% Shanghai Zendai Property Ltd.(b)(d) 3,000,000 129,208 ====================================================================== INTERNET SOFTWARE & SERVICES-1.46% Tom Online Inc.(b)(d) 1,800,000 303,693 ====================================================================== INVESTMENT BANKING & BROKERAGE-1.49% CITIC Securities Co., Ltd. (Equity Participation Ctfs. issued by BNP Paribas S.A.), expiring 04/21/10(e)(f)(g) 166,000 310,088 ====================================================================== INVESTMENT COMPANIES-1.75% Pufeng Fund (Equity Participation Ctfs. issued by UBS A.G.), expiring 12/10/09(d)(e)(f)(g) 3,000,000 366,000 ====================================================================== LEISURE PRODUCTS-1.87% Li Ning Co. Ltd. (Hong Kong) 330,000 390,372 ====================================================================== </Table> F-1 AIM China Fund <Table> <Caption> SHARES VALUE - ---------------------------------------------------------------------- LIFE & HEALTH INSURANCE-4.35% China Life Insurance Co., Ltd.-Class H(b) 430,000 $ 907,912 ====================================================================== OIL & GAS EXPLORATION & PRODUCTION-4.02% CNOOC Ltd. (Hong Kong)(b) 1,000,000 839,437 ====================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-2.11% China Everbright Ltd. (Hong Kong)(b)(d) 500,000 441,228 ====================================================================== PAPER PRODUCTS-1.83% Nine Dragons Paper Holdings Ltd.(b)(d) 300,000 381,621 ====================================================================== PHARMACEUTICALS-1.36% Golden Dragon Group (Holdings) Ltd. (Hong Kong)(d) 1,800,000 284,678 ====================================================================== PUBLISHING-1.85% Next Media Ltd. (Hong Kong) 722,000 385,267 ====================================================================== REAL ESTATE MANAGEMENT & DEVELOPMENT-3.17% China Overseas Land & Investment Ltd. (Hong Kong)(b) 220,000 200,300 - ---------------------------------------------------------------------- China Resources Land Ltd. (Hong Kong)(b) 580,000 461,782 ====================================================================== 662,082 ====================================================================== </Table> <Table> SHARES VALUE - ---------------------------------------------------------------------- <Caption> STEEL-2.40% Shanxi Taigang Stainless Steel Co., Ltd.-Class A (Equity Participation Ctfs. issued by BNP Paribas S.A.), expiring 12/10/09(e)(f)(g) 500,000 $ 501,500 ====================================================================== WIRELESS TELECOMMUNICATION SERVICES-7.42% China Mobile Ltd. (Hong Kong)(b) 190,000 1,548,869 ====================================================================== Total Foreign Stocks & Other Equity Interests (Cost $18,039,389) 19,935,304 ====================================================================== MONEY MARKET FUNDS-8.08% Liquid Assets Portfolio-Institutional Class(h) 843,750 843,750 - ---------------------------------------------------------------------- Premier Portfolio-Institutional Class(h) 843,750 843,750 ====================================================================== Total Money Market Funds (Cost $1,687,500) 1,687,500 ====================================================================== TOTAL INVESTMENTS-103.57% (Cost $19,726,889) 21,622,804 ====================================================================== OTHER ASSETS LESS LIABILITIES-(3.57)% (744,410) ====================================================================== NET ASSETS-100.00% $20,878,394 ______________________________________________________________________ ====================================================================== </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt Ctfs. - Certificates REIT - Real Estate Investment Trust </Table> Notes to Schedule of Investments: (a) Each company listed in Foreign Stocks & Other Equity Interests is organized in China unless otherwise noted. (b) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $13,063,866, which represented 62.57% of the Fund's Net Assets. See Note 1A. (c) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The value of this security at October 31, 2006 represented 4.74% of the Fund's Net Assets. Unless otherwise indicated, this security is not considered to be illiquid. (d) Non-income producing security. (e) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The aggregate value of these securities at October 31, 2006 was $1,455,182, which represented 6.97% of the Fund's Net Assets. See Note 1A. (f) Security considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. The aggregate value of these securities considered illiquid at October 31, 2006 was $1,455,182, which represented 6.97% of the Fund's Net Assets. (g) Security is considered an equity participation certificate. Equity participation certificates are subject to counterparty risk with respect to the bank or broker-dealer that issues them. The Fund is limited to investing 10% of its net assets in participation certificates. (h) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM China Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $18,039,389) $19,935,304 - ----------------------------------------------------------- Investments in affiliated money market funds (cost $1,687,500) 1,687,500 =========================================================== Total investments (Cost $19,726,889) 21,622,804 =========================================================== Cash 260,820 - ----------------------------------------------------------- Receivables for: Fund shares sold 160,162 - ----------------------------------------------------------- Dividends 24,877 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 1,172 - ----------------------------------------------------------- Other assets 47,688 =========================================================== Total assets 22,117,523 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 1,089,421 - ----------------------------------------------------------- Fund shares reacquired 58,628 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 1,172 - ----------------------------------------------------------- Accrued distribution fees 7,165 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 1,146 - ----------------------------------------------------------- Accrued transfer agent fees 6,670 - ----------------------------------------------------------- Accrued operating expenses 74,927 =========================================================== Total liabilities 1,239,129 =========================================================== Net assets applicable to shares outstanding $20,878,394 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $19,393,633 - ----------------------------------------------------------- Undistributed net investment income 160,002 - ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (570,564) - ----------------------------------------------------------- Unrealized appreciation of investment securities and foreign currencies 1,895,323 =========================================================== $20,878,394 ___________________________________________________________ =========================================================== NET ASSETS: Class A $14,211,888 ___________________________________________________________ =========================================================== Class B $ 2,881,092 ___________________________________________________________ =========================================================== Class C $ 2,950,440 ___________________________________________________________ =========================================================== Institutional Class $ 834,974 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 1,294,883 ___________________________________________________________ =========================================================== Class B 263,568 ___________________________________________________________ =========================================================== Class C 270,094 ___________________________________________________________ =========================================================== Investor Class 75,965 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 10.98 - ----------------------------------------------------------- Offering price per share (Net asset value of $10.98 divided by 94.50%) $ 11.62 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 10.93 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 10.92 ___________________________________________________________ =========================================================== Investor Class: Net asset value and offering price per share $ 10.99 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM China Fund STATEMENT OF OPERATIONS For the period March 31, 2006 (Date operations commenced) through October 31, 2006 <Table> INVESTMENT INCOME: Dividends $ 267,528 - ------------------------------------------------------------------------ Dividends from affiliated money market funds 12,165 - ------------------------------------------------------------------------ Interest 21,257 ======================================================================== Total investment income 300,950 ======================================================================== EXPENSES: Advisory fees 77,082 - ------------------------------------------------------------------------ Administrative services fees 29,452 - ------------------------------------------------------------------------ Custodian fees 32,184 - ------------------------------------------------------------------------ Distribution fees: Class A 13,316 - ------------------------------------------------------------------------ Class B 12,288 - ------------------------------------------------------------------------ Class C 12,464 - ------------------------------------------------------------------------ Transfer agent fees -- A, B and C 32,225 - ------------------------------------------------------------------------ Transfer agent fees -- Institutional 39 - ------------------------------------------------------------------------ Trustees' and officer's fees and benefits 8,404 - ------------------------------------------------------------------------ Registration and filing fees 50,256 - ------------------------------------------------------------------------ Professional services fees 68,820 - ------------------------------------------------------------------------ Other 20,110 ======================================================================== Total expenses 356,640 ======================================================================== Less: Fees waived, expenses reimbursed and expense offset arrangements (170,254) ======================================================================== Net expenses 186,386 ======================================================================== Net investment income 114,564 ======================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain (loss) from: Investment securities (570,564) - ------------------------------------------------------------------------ Foreign currencies (4,686) ======================================================================== (575,250) ======================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities 1,895,915 - ------------------------------------------------------------------------ Foreign currencies (592) ======================================================================== 1,895,323 ======================================================================== Net gain from investment securities and foreign currencies 1,320,073 ======================================================================== Net increase in net assets resulting from operations $1,434,637 ________________________________________________________________________ ======================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM China Fund STATEMENT OF CHANGES IN NET ASSETS For the period March 31, 2006 (Date operations commenced) through October 31, 2006 <Table> <Caption> 2006 - --------------------------------------------------------------------------- OPERATIONS: Net investment income $ 114,564 - --------------------------------------------------------------------------- Net realized gain (loss) from investment securities and foreign currencies (575,250) - --------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities and foreign currencies 1,895,323 =========================================================================== Net increase in net assets resulting from operations 1,434,637 =========================================================================== Share transactions-net: Class A 13,252,290 - --------------------------------------------------------------------------- Class B 2,697,458 - --------------------------------------------------------------------------- Class C 2,732,692 - --------------------------------------------------------------------------- Institutional Class 761,317 =========================================================================== Net increase in net assets resulting from share transactions 19,443,757 =========================================================================== Net increase in net assets 20,878,394 =========================================================================== NET ASSETS: Beginning of period -- =========================================================================== End of period (including undistributed net investment income of $160,002) $20,878,394 ___________________________________________________________________________ =========================================================================== </Table> NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM China Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund commenced operations on March 31, 2006. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. F-5 AIM China Fund Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. F-6 AIM China Fund H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. REDEMPTION FEES -- The Fund has a 2% redemption fee that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions, including exchanges of shares held less than 30 days. The redemption fee is recorded as an increase in shareholder capital and is allocated among the share classes based on the relative net assets of each class. J. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. K. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.935% - -------------------------------------------------------------------- Next $250 million 0.91% - -------------------------------------------------------------------- Next $500 million 0.885% - -------------------------------------------------------------------- Next $1.5 billion 0.86% - -------------------------------------------------------------------- Next $2.5 billion 0.835% - -------------------------------------------------------------------- Next $2.5 billion 0.81% - -------------------------------------------------------------------- Next $2.5 billion 0.785% ==================================================================== Over $10 billion 0.76% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and INVESCO Hong Kong Limited ("INVESCO"), AIM pays INVESCO 40% of the amount of AIM's compensation on sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C and Institutional Class shares to 2.05%, 2.80%, 2.80% and 1.80% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from one time credit to be used offset future custodian expenses. These credits are used to pay certain expenses incurred by the Fund. F-7 AIM China Fund Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM waived advisory fees of $77,082 and reimbursed fund level expenses of $57,631 and reimbursed class level expenses of $21,724, $5,012, $5,084 and $39 for Class A, Class B, Class C and Institutional Class shares, respectively. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM was paid $29,452. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid AIS $32,225 for Class A, Class B and Class C share classes and $39 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the period March 31, 2006 (date operations commenced) to October 31, 2006, the Class A, Class B and Class C share Class paid ADI $13,316, $12,288 and $12,464, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the period March 31, 2006 (date operations commenced) to October 31, 2006, ADI advised the Fund that it retained $27,492 in front-end sales commissions from the sale of Class A shares and $0, $3,223 and $1,462 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period March 31, 2006 (date operations commenced) to October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 03/31/06 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio -- Institutional Class $ -- $3,272,448 $(2,428,698) $ -- $ 843,750 $ 6,084 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio -- Institutional Class -- 3,272,448 (2,428,698) -- 843,750 6,081 -- ================================================================================================================================== Total Investments in Affiliates $ -- $6,544,896 $(4,857,396) $ -- $1,687,500 $12,165 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $3,682. F-8 AIM China Fund NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid legal fees of $574 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: There was no ordinary income or long-term capital gain distributions paid during the period March 31, 2006 (date operations commenced) to October 31, 2006. TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - --------------------------------------------------------------------------- Undistributed ordinary income $ 229,931 - --------------------------------------------------------------------------- Unrealized appreciation -- investments 1,755,118 - --------------------------------------------------------------------------- Temporary book/tax differences (996) - --------------------------------------------------------------------------- Capital loss carryforward (499,292) - --------------------------------------------------------------------------- Shares of beneficial interest 19,393,633 =========================================================================== Total net assets $20,878,394 ___________________________________________________________________________ =========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales. The tax-basis net unrealized appreciation on investments amount includes appreciation (depreciation) on foreign currencies of $(592). The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and passive foreign investment companies. Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions. F-9 AIM China Fund The Fund has a capital loss carryforward as of October 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- October 31, 2014 $499,292 _____________________________________________________________________________ ============================================================================= </Table> * Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code. NOTE 8--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the period March 31, 2006 (date operations commenced) to October 31, 2006 was $28,955,200 and $10,345,247, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $2,204,963 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (449,253) ============================================================================== Net unrealized appreciation of investment securities $1,755,710 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $19,867,094. </Table> NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions and certain costs incurred during the startup period of the Fund, on October 31, 2006, undistributed net investment income was increased by $45,438, undistributed net realized gain (loss) was increased by $4,686 and shares of beneficial interest decreased by $50,124. This reclassification had no effect on the net assets of the Fund. NOTE 10--SHARE INFORMATION The Fund currently offers four different classes of shares: Class A, Class B, Class C and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - -------------------------------------------------------------------------------------- MARCH 31, 2006 (DATE OPERATIONS COMMENCED) THROUGH OCTOBER 31, 2006(a) ------------------------ SHARES AMOUNT - -------------------------------------------------------------------------------------- Sold: Class A 1,736,742 $17,568,155 - -------------------------------------------------------------------------------------- Class B 404,014 4,092,900 - -------------------------------------------------------------------------------------- Class C 373,811 3,777,696 - -------------------------------------------------------------------------------------- Institutional Class 75,965 761,317 ====================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 3,983 40,622 - -------------------------------------------------------------------------------------- Class B (3,992) (40,622) ====================================================================================== Reacquired:(b) Class A (445,842) (4,356,487) - -------------------------------------------------------------------------------------- Class B (136,454) (1,354,820) - -------------------------------------------------------------------------------------- Class C (103,717) (1,045,004) ====================================================================================== 1,904,510 $19,443,757 ______________________________________________________________________________________ ====================================================================================== </Table> (a) There are two entities that are each record owners of more than 5% of the outstanding shares of the Fund and in the aggregate they own 13% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially. 12% of the outstanding shares are owned by AIM. (b) Amount is net of redemption fees of $15,408, $4,483, $3,562 and $1,307 for Class A, Class B, Class C and Institutional Class shares, respectively, for the period March 31, 2006 (date operations commenced) to October 31, 2006. F-10 AIM China Fund NOTE 11--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. NOTE 12--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A CLASS B CLASS C INSTITUTIONAL CLASS -------------- -------------- -------------- ------------------- MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 (DATE (DATE (DATE (DATE OPERATIONS OPERATIONS OPERATIONS OPERATIONS COMMENCED) TO COMMENCED) TO COMMENCED) TO COMMENCED) TO OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2006 2006 2006 2006 - ------------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 10.00 $10.00 $10.00 $10.00 - ------------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (a) 0.09 0.05 0.05 0.11 - ------------------------------------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 0.87 0.86 0.85 0.86 ============================================================================================================================== Total from investment operations 0.96 0.91 0.90 0.97 ============================================================================================================================== Redemption fees added to shares of beneficial interest 0.02 0.02 0.02 0.02 ============================================================================================================================== Net asset value, end of period $ 10.98 $10.93 $10.92 $10.99 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Total return(b) 9.80% 9.30% 9.20% 9.90% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $14,212 $2,881 $2,950 $ 835 ______________________________________________________________________________________________________________________________ ============================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements(c) 2.09% 2.84% 2.84% 1.84% - ------------------------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements(c) 4.14% 4.89% 4.89% 3.48% ============================================================================================================================== Ratio of net investment income to average net assets(c) 1.60% 0.85% 0.85% 1.85% ______________________________________________________________________________________________________________________________ ============================================================================================================================== Portfolio turnover rate(d) 80% 80% 80% 80% ______________________________________________________________________________________________________________________________ ============================================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges, if any, and is not annualized for period less than one year. (c) Ratios are annualized and based on average daily net assets of $9,042,345, $2,086,198, $2,116,007 and $751,206, for Class A, Class B, Class C and Institutional Class, respectively. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. NOTE 13--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. F-11 AIM China Fund NOTE 13--LEGAL PROCEEDINGS--(CONTINUED) PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor -- Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-12 AIM China Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM China Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM China Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, and the results of its operations, the changes in its net assets and the financial highlights for the period March 31, 2006 (date operations commenced) through October 31, 2006, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2006 by correspondence with the custodian, provides a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-13 AIM China Fund TAX DISCLOSURES TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended April 30, 2006, July 31, 2006 and October 31, 2006 are 97.19%, 99.77% and 99.50%, respectively. F-14 AIM China Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-15 TRUSTEES AND OFFICERS--(CONTINUED) AIM China Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers INVESCO Hong Kong Suite 100 11 Greenway Plaza Inc. LLP Limited Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street 32nd Floor Houston, TX 77046-1173 Suite 100 Suite 2900 Three Pacific Place Houston, TX 77046-1173 Houston, TX 77002-5678 1 Queen's Road East Hong Kong COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, Kramer, Levin, Naftalis Services, Inc. Trust Company LLP & Frankel LLP P.O. Box 4739 225 Franklin Street 1735 Market Street, 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 51st Floor Americas Philadelphia, PA 19103-7599 New York, NY 10036-2714 </Table> F-16 [eDelivery GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent quarter-end. send you an e-mail notification containing links to these documents. For security purposes, you will need to log in to Mutual funds distributed by A I M Distributors, Inc. your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the WHY SIGN UP? investment management industry since 1976. AIM Investment Services, Inc. is the transfer agent for the products and Register for eDelivery to: services represented by AIM Investments. AIM is a subsidiary of AMVESCAP PLC, one of the world's largest independent o reduce the amount of paper you receive. financial services companies with $450 billion in assets under management as of October 31, 2006. o gain access to your documents faster by not waiting for the mail. o view your documents online anytime at your convenience. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM o save the documents to your personal computer or print FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND them out for your records. READ IT CAREFULLY BEFORE INVESTING. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com CHI-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.]--Registered Trademark-- - ------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] - ------------------------------------------------------------------------------ --Registered Trademark-- INTERNATIONAL/ AIM DEVELOPING GLOBAL EQUITY MARKETS FUND Emerging Markets Annual Report to Shareholders o October 31, 2006 Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments .......... F-1 Financial Statements ............. F-5 Notes to Financial Statements .... F-8 Financial Highlights ............. F-15 Auditor's Report ................. F-19 Tax Disclosures .................. F-20 [COVER GLOBE IMAGE] Trustees and Officers ............ F-21 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Developing Markets Fund AIM DEVELOPING MARKETS FUND PRIMARILY SEEKS TO PROVIDE LONG-TERM GROWTH OF CAPITAL WITH A SECONDARY INVESTMENT OBJECTIVE OF INCOME. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES subject to greater investment and credit o The Fund is not managed to track the risk than if it invested more broadly. performance of any particular index, o Class B shares are not available as an including the indexes defined here, and investment for retirement plans o The Fund may be substantially invested consequently, the performance of the Fund maintained pursuant to Section 401 of the in debt securities of both government and may deviate significantly from the Internal Revenue Code, including 401(k) corporate issuers in emerging markets. performance of the index. plans, money purchase pension plans and These debt securities are the equivalent profit sharing plans. Plans that had of high-yield, high-risk bonds, commonly o A direct investment cannot be made in existing accounts invested in Class B known as "junk bonds." Compared to higher an index. Unless otherwise indicated, shares prior to September 30, 2003, will quality debt securities, junk bonds index results include reinvested continue to be allowed to make additional involve greater risk of default or price dividends, and they do not reflect sales purchases. changes due to changes in the credit charges. Performance of an index of funds quality of the issuer, because they are reflects fund expenses; performance of a PRINCIPAL RISKS OF INVESTING IN THE FUND generally unsecured and because they may market index does not. be subordinated to other creditors' o Foreign securities have additional claims. Sovereign debt securities are OTHER INFORMATION risks, including exchange rate changes, subject to the additional risk that, political and economic upheaval, the under some political, diplomatic, social o The returns shown in the management's relative lack of information about these or economic circumstances, some discussion of Fund performance are based companies, relatively low market developing countries that issue on net asset values calculated for liquidity and the potential lack of lower-quality debt securities may be shareholder transactions. Generally strict financial and accounting controls unable or unwilling to make principal or accepted accounting principles require and standards. interest payments as they come due. adjustments to be made to the net assets of the fund at period end for financial o Investing in a fund that invests in o Although the fund's return during reporting purposes, and as such, the net smaller companies involves risks not certain periods was positively impacted asset values for shareholder transactions associated with investing in more by its investments in initial public and the returns based on those net asset established companies, such as business offerings (IPOs), there can be no values may differ from the net asset risk, stock price fluctuations and assurance that the fund will have values and returns reported in the illiquidity. favorable IPO investment opportunities in Financial Highlights. the future. o Investing in emerging markets involves o Industry classifications used in this greater risks than investing in more ABOUT INDEXES USED IN THIS REPORT report are generally according to the established markets. Risks for emerging Global Industry Classification Standard, markets include risks relating to the o The unmanaged MSCI EUROPE, AUSTRALASIA which was developed by and is the relatively smaller size and lesser AND THE FAR EAST INDEX (the MSCI exclusive property and a service mark of liquidity of these markets, high EAFE --Registered Trademark--) is a group Morgan Stanley Capital International Inc. inflation rates, adverse political of foreign securities tracked by Morgan and Standard & Poor's. developments and lack of timely Stanley Capital International. information. The Fund provides a complete list of its o The unmanaged MSCI EMERGING MARKETS holdings four times in each fiscal year, o Prices of equity securities change in INDEX is a group of securities from at the quarter-ends. For the second and response to many factors including the emerging markets tracked by Morgan fourth quarters, the lists appear in the historical and prospective earnings of Stanley Capital International. The index Fund's semiannual and annual reports to the issuer, the value of its assets, represents investable opportunities for shareholders. For the first and third general economic conditions, interest global investors, taking into account the quarters, the Fund files the lists with rates, investor perceptions and market local market restrictions on share the Securities and Exchange Commission liquidity. ownership by foreign investors. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at o Debt securities are particularly o The unmanaged LIPPER EMERGING MARKETS AIMinvestments.com. From our home page, vulnerable to credit risk and interest FUNDS INDEX represents an average of the click on Products & Performance, then rate fluctuations. 30 largest emerging markets funds tracked Mutual Funds, then Fund Overview. Select by Lipper Inc., an independent mutual your Fund from the drop-down menu and o The Fund is non-diversified, which fund performance monitor. click on Complete Quarterly Holdings. increases the risk that the value of the Shareholders can also look up the Fund's Fund's shares may vary more widely. Also, Forms N-Q on the SEC Web site at sec.gov. the Fund may be Copies of the Fund's Forms N-Q may be reviewed and copied at the SEC Public Continued on page 9 ================================================================================ ========================================= FUND NASDAQ SYMBOLS THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES Class A Shares GTDDX AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class B Shares GTDBX Class C Shares GTDCX ================================================================================ ========================================= NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIMinvestments.com 2 AIM Developing Markets Dear Shareholders of The AIM Family of Funds --Registered Trademark--: [TAYLOR We're pleased to provide you with this report, which includes PHOTO] a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that many Philip Taylor investors may see the value of their investments increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments --Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Developing Markets Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its [CROCKETT comprehensive review* of each fund's advisory agreement with PHOTO] A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be Bruce L. Crockett positive about AIM's management and strategic direction. Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Developing Markets Fund Management's discussion While research responsibilities within of Fund performance the portfolio management team are focused by region and market capitalization, such ====================================================================================== as large- or mid/small-cap, we select investments for the Fund by using a PERFORMANCE SUMMARY "bottom-up" investment approach, which means that we construct the Fund Emerging stock markets performed strongly over the fiscal year ended October 31, 2006, primarily on a stock-by-stock basis. We with almost all markets producing double-digit returns. The BRIC countries (Brazil, focus on the strengths of individual Russia, India and China) were top performers for the 12-month period, beating the companies rather than sectors, countries broad emerging markets benchmark by a significant margin. More cyclical markets, such or market-cap trends. as Korea and Taiwan, saw some volatility in the early part of 2006 but ended the reporting period on a strong note. We believe disciplined sell decisions are key to successful investing. We We are pleased to once again provide shareholders with double-digit Fund consider selling a stock for one of the performance at net asset value. As the table illustrates, your Fund, excluding following reasons: applicable sales charges, significantly outperformed both its broad market and style-specific benchmarks. The strong performance by emerging market equities enabled o A company's fundamentals deteriorate, the Fund to outperform the MSCI EAFE Index, which is composed of stocks from developed or it posts disappointing earnings. nations. The overall quality of the portfolio and the attractiveness of individual securities largely explained this relative outperformance versus our style specific o A stock's price seems overvalued. benchmark. o A more attractive opportunity becomes Your Fund's long-term performance appears on pages 8 and 9. available. FUND VS. INDEXES MARKET CONDITIONS AND YOUR FUND Total returns, 10/31/05-10/31/06, excluding applicable sales charges. If sales Emerging markets experienced a volatile charges were included, returns would be lower. fiscal year during which stocks hit record highs in many countries before Class A Shares 42.36% correcting sharply lower from early May Class B Shares 41.38 onward. A combination of higher global Class C Shares 41.43 interest rates and rising levels of risk MSCI EAFE Index (Broad Market Index) 27.52 aversion accentuated the sell-off in MSCI Emerging Markets Index (Style-Specific Index) 35.00 illiquid emerging market securities. Lipper Emerging Markets Funds Index (Peer Group Index) 34.61 However, most of these markets bounced SOURCE: LIPPER INC. back from July onward, ending the period with strong positive overall returns. ====================================================================================== Emerging markets stocks were also underpinned by positive news on the HOW WE INVEST (Earnings, Quality, Valuation) strategy macroeconomic front and derived further focuses primarily on identifying quality support from attractive valuations. The When selecting stocks for your Fund, we companies that have experienced, or Philippines and Indonesia were two of the employ a disciplined investment strategy exhibit the potential for, accelerating strongest performers for the reporting that emphasizes fundamental research, or above average earnings growth but period, with equities benefiting from a supported by both quantitative analysis whose prices do not fully reflect these growth surge propelled by declining and portfolio construction techniques. attributes. interest rates. India's stock market also Our "EQV" rallied strongly with foreign inflows continuing to bol- (continued) ========================================= ========================================= ========================================= PORTFOLIO COMPOSITION TOP FIVE COUNTRIES* TOP 10 EQUITY HOLDINGS* By sector 1. Brazil 21.2% 1. LUKOIL--ADR (Russia) 2.3% [PIE CHART] 2. South Korea 11.6 2. Standard Bank Group Ltd. 3. Mexico 9.6 (South Africa) 1.9 CONSUMER STAPLES 8.4% 4. South Africa 8.2 3. Gafisa S.A. (Brazil) 1.9 INFORMATION TECHNOLOGY 8.0% 5. China 7.1 4. Pertroleo Brasileiro S.A. MATERIALS 6.6% Pfd.--ADR (Brazil) 1.9 HEALTH CARE 2.9% Total Net Assets $637.00 million 5. Hana Financial Group Inc. UTILITIES 2.3% (South Korea) 1.8 MONEY MARKET FUNDS PLUS Total Number of Issuers* 111 6. Philippine Long Distance OTHER ASSETS LESS LIABILITIES 6.1% Telephone Co. (Philippines) 1.8 FINANCIALS 18.3% 7. Hyundai Department Store Co., CONSUMER DISCRETIONARY 17.2% Ltd. (South Korea) 1.6 INDUSTRIALS 10.9% 8. All America Latina Logistica ENERGY 9.9% (Brazil) 1.6 TELECOMMUNICATION SERVICES 9.4% 9. Kasikornbank PCL (Thailand) 1.5 10. Anglo American PLC- (South Africa) 1.4 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ========================================= ========================================= ========================================= 5 AIM Developing Markets Fund ster its stock market. In Taiwan, and our lack of exposure to certain The views and opinions expressed in however, relations with mainland China, strong performing benchmark utility management's discussion of Fund further problems with retail credit and stocks detracted from comparative performance are those of A I M Advisors, slowing technology exports led to results. Similarly, although the Fund Inc. These views and opinions are subject mid-period volatility. significantly outperformed its to change at any time based on factors style-specific benchmark in the energy such as market and economic conditions. Fund performance was broadly based, sector (top contributors included These views and opinions may not be with all regions registering double-digit LUKOIL/Russia and PETROLEO BRASILEIRO), relied upon as investment advice or gains for the reporting period. Asia an underweight to this strong sector recommendations, or as an offer for a Pacific, our largest regional exposure, detracted from relative return as well. particular security. The information is was also our biggest contributor to not a complete analysis of every aspect outperformance, with strong stock Though broadly diversified across of any market, country, industry, selection reflected by our Taiwanese, sectors and regions, our exposures security or the Fund. Statements of fact Korean and Chinese holdings. Despite a continued to be in sectors that are are from sources considered reliable, but relatively volatile Taiwanese market poised to benefit from increased domestic A I M Advisors, Inc. makes no environment, our bottom-up stock demand such as in infrastructure, representation or warranty as to their selection process allowed us to produce property, banking and the consumer completeness or accuracy. Although double-digit gains, outperforming the sectors. We believed that domestic demand historical performance is no guarantee of style-specific index in this market. One was becoming a sustainable and important future results, these insights may help standout holding was CATCHER TECHNOLOGY, growth driver for the region's economies, you understand our investment management a small-cap tech firm in Taiwan that and we positioned the Fund accordingly. philosophy. specializes in making alloy-based casings for notebook computers and handsets. Stock-specific detractors included See important Fund and index Robust sales led to extremely strong OPTIMAX TECHNOLOGY, DAESANG and YAPI disclosures on the inside front cover. growth. Technological expertise and KREDI SIGORTA. Taiwanese LCD panel competitive pricing earned this company component maker Optimax was expected to SHUXIN CAO the business of several key first-tier see improved profit margins and earnings [CAO Chartered Financial global wireless firms. due to new product growth. Unfortunately, PHOTO] Analyst, portfolio this turnaround did not develop, manager, is co-manager The Fund remains overweight in Latin negatively affecting the stock, which we of AIM Developing America, predominantly Brazil and Mexico, sold. Additionally, although the Fund's Markets Fund. He joined a region which proved to be a rich and cash position was relatively in line with AIM in 1997. Mr. Cao graduated from diverse source of high-quality growth historical levels, not being fully Tianjin Foreign Language Institute with a companies. Strong stock selection in both invested in the extremely strong emerging B.A. in English. He also earned a M.B.A. markets gave an additional boost to equity markets detracted from from Texas A&M University and is a relative returns as well. Top performance. certified public accountant. contributors included home builder BRAZIL REALTY which benefited from significantly IN CLOSING BORGE ENDRESEN low mortgage and home building [ENDRESEN Chartered Financial penetration (sold stock during period due Emerging markets have made considerable PHOTO] Analyst, portfolio to stretched valuation) and Mexico's strides over the last decade. We believe manager, is co-manager wireless provider AMERICA MOVIL which structural and corporate improvements, of AIM Developing enjoyed high subscriber growth and posted coupled with the size of the consumer Markets Fund. He joined strong earnings results during the year. pool, maintain a case for emerging market AIM in 1999 and graduated summa cum laude investments. from the University of Oregon with a B. Despite delivering double-digit S. in finance. He also earned an M.B.A. returns in Hungary, South Africa and Over the past 12 months, the Fund has from The University of Texas at Austin. Turkey, the Fund's overweight position in experienced double-digit returns. It these more volatile markets detracted would be imprudent for us to suggest that Assisted by Asia Pacific/Latin America from relative returns. Fundamentals such a level of performance is Team and Europe/Canada Team continued to remain strong in our sustainable over the long term. underlying holdings, however, and in some Regardless of macro-economic trends, the instances we took this as a buying fund maintains a disciplined strategy of opportunity and added to certain selecting attractive investment FOR A PRESENTATION OF YOUR FUND'S positions. Similarly, although we opportunities based on its "EQV" LONG-TERM PERFORMANCE, PLEASE SEE PAGES 8 produced double-digit returns in India, investment strategy. At the close of the AND 9. our underweight exposure to this strong fiscal year, we believe the Fund was market relative to the style-specific trading at an attractive absolute index detracted from performance as well. valuation, with little premium paid for We believed this market was relatively quality growth. expensive versus other emerging countries and maintained our underweight position. We welcome new shareholders who invested in the Fund during the reporting On a sector basis, every sector we period and thank all our shareholders for invested in during the period produced your continued investments in AIM double-digit returns--several more than Developing Markets Fund. 40%. Though we outperformed the style-specific index in most sectors, select holdings in the financials sector 6 AIM Developing Markets Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE mate the expenses that you paid over the The hypothetical account values and period. Simply divide your account value expenses may not be used to estimate the As a shareholder of the Fund, you incur by $1,000 (for example, an $8,600 account actual ending account balance or expenses two types of costs: (1) transaction value divided by $1,000 = 8.6), then you paid for the period. You may use this costs, which may include sales charges multiply the result by the number in the information to compare the ongoing costs (loads) on purchase payments or table under the heading entitled "Actual of investing in the Fund and other funds. contingent deferred sales charges on Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical redemptions, and redemption fees, if any; the expenses you paid on your account example with the 5% hypothetical examples and (2) ongoing costs, including during this period. that appear in the shareholder reports of management fees; distribution and/or the other funds. service (12b-1) fees; and other Fund HYPOTHETICAL EXAMPLE FOR expenses. This example is intended to COMPARISON PURPOSES Please note that the expenses shown in help you understand your ongoing costs the table are meant to highlight your (in dollars) of investing in the Fund and The table below also provides information ongoing costs only and do not reflect any to compare these costs with ongoing costs about hypothetical account values and transaction costs, such as sales charges of investing in other mutual funds. The hypothetical expenses based on the Fund's (loads) on purchase payments, contingent example is based on an investment of actual expense ratio and an assumed rate deferred sales charges on redemptions, $1,000 invested at the beginning of the of return of 5% per year before expenses, and redemption fees, if any. Therefore, period and held for the entire period May which is not the Fund's actual return. the hypothetical information is useful in 1, 2006, through October 31, 2006. The Fund's actual cumulative total comparing ongoing costs only, and will returns at net asset value after expenses not help you determine the relative total ACTUAL EXPENSES for the six months ended October 31, costs of owning different funds. In 2006, appear in the table "Cumulative addition, if these transaction costs were The table below provides information Total Returns" on page 9. included, your costs would have been about actual account values and actual higher. expenses. You may use the information in this table, together with the amount you invested, to esti- ==================================================================================================================================== ACTUAL HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,005.50 $8.75 $1,016.48 $8.79 1.73% B 1,000.00 1,001.70 12.51 1,012.70 12.58 2.48 C 1,000.00 1,001.70 12.51 1,012.70 12.58 2.48 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM Developing Markets Fund YOUR FUND'S LONG-TERM PERFORMANCE RESULTS OF A $10,000 INVESTMENT Index data from 12/31/93, Fund data from 1/11/94 ==================================================================================================================================== [MOUNTAIN CHART] DATE AIM DEVELOPING MSCI EAFE MSCI EMERGING LIPPER EMERGING MARKETS FUND INDEX MARKETS INDEX MARKETS FUNDS -CLASS A SHARES INDEX 12/31/93 $10000 $10000 $10000 1/94 $9538 10845 10182 10253 2/94 9166 10815 10001 9980 3/94 8291 10350 9096 9125 4/94 7881 10789 8914 8874 5/94 8221 10727 9219 9037 6/94 7881 10878 8965 8648 7/94 8209 10983 9522 9164 8/94 9091 11243 10704 10093 9/94 9241 10889 10826 10231 10/94 9121 11251 10631 10016 11/94 8844 10711 10078 9566 12/94 8120 10778 9268 8840 1/95 7323 10364 8282 7936 2/95 6729 10334 8070 7804 3/95 6579 10979 8121 7838 4/95 7193 11391 8486 8090 5/95 7605 11256 8937 8468 6/95 7592 11058 8963 8502 7/95 7800 11747 9165 8798 8/95 7814 11299 8949 8573 9/95 7892 11519 8906 8531 10/95 7604 11210 8565 8176 11/95 7624 11522 8413 7965 12/95 8044 11986 8786 8241 1/96 8730 12035 9410 8990 2/96 8612 12076 9261 8885 3/96 8660 12332 9333 8959 4/96 8965 12691 9706 9275 5/96 9138 12457 9662 9367 6/96 9173 12527 9723 9385 7/96 8930 12161 9058 8841 8/96 9235 12188 9290 9083 9/96 9547 12511 9371 9176 10/96 9505 12383 9121 8965 11/96 9747 12876 9274 9168 12/96 9939 12711 9316 9247 1/97 10283 12266 9951 9954 2/97 10635 12466 10377 10309 3/97 10291 12511 10104 10047 4/97 10427 12578 10122 10047 5/97 10751 13396 10412 10394 6/97 11053 14135 10969 10903 7/97 11404 14364 11133 11222 8/97 10141 13291 9716 9986 9/97 10464 14036 9986 10347 10/97 9020 12957 8347 8619 11/97 8877 12825 8043 8225 12/97 9096 12937 8236 8300 1/98 8297 13528 7590 7722 2/98 8810 14396 8383 8412 3/98 9156 14839 8746 8725 4/98 9352 14957 8651 8767 5/98 8177 14884 7466 7610 6/98 7453 14997 6682 6889 7/98 7581 15149 6894 7099 8/98 5275 13272 4901 5065 9/98 5381 12865 5212 5255 10/98 5674 14206 5761 5760 11/98 6096 14934 6240 6147 12/98 5883 15523 6149 6070 1/99 5715 15478 6050 5947 2/99 5677 15109 6109 5896 3/99 6542 15739 6914 6552 4/99 7293 16377 7769 7463 5/99 7140 15534 7724 7373 6/99 7960 16139 8601 8201 7/99 7638 16619 8367 7996 8/99 7531 16680 8443 7908 9/99 7278 16848 8158 7627 10/99 7554 17479 8331 7857 11/99 8144 18086 9078 8723 12/99 9502 19709 10233 10256 1/00 9264 18457 10294 10137 2/00 9187 18954 10430 10439 3/00 9326 19688 10481 10470 4/00 8188 18652 9487 9331 5/00 7819 18197 9095 8834 6/00 8250 18908 9415 9272 7/00 7735 18116 8931 8894 8/00 8096 18273 8975 8986 9/00 7311 17383 8191 8127 10/00 6835 16973 7597 7520 11/00 6158 16336 6933 6840 12/00 6324 16917 7101 7087 1/01 7136 16908 8078 7908 2/01 6517 15641 7446 7295 3/01 5767 14598 6714 6599 4/01 6115 15612 7046 6936 5/01 6316 15061 7130 7127 6/01 6169 14445 6984 7003 7/01 5728 14183 6543 6569 8/01 5644 13823 6478 6483 9/01 4607 12423 5475 5558 10/01 4886 12741 5815 5850 11/01 5744 13211 6422 6429 12/01 6207 13289 6932 6839 1/02 6403 12583 7167 7109 2/02 6606 12672 7285 7268 3/02 6911 13418 7724 7666 4/02 6934 13445 7773 7760 5/02 6934 13616 7649 7688 6/02 6340 13074 7075 7126 7/02 5746 11783 6537 6594 8/02 5801 11756 6638 6648 9/02 5151 10494 5922 5981 10/02 5449 11058 6306 6267 11/02 5855 11560 6740 6688 12/02 5644 11171 6516 6523 1/03 5644 10705 6488 6485 2/03 5518 10459 6313 6332 3/03 5268 10254 6134 6128 4/03 5784 11258 6680 6718 5/03 6214 11941 7160 7201 6/03 6527 12229 7568 7564 7/03 6847 12525 8042 7910 8/03 7426 12828 8581 8439 9/03 7550 13223 8644 8626 10/03 8222 14047 9380 9298 11/03 8277 14360 9495 9436 12/03 8732 15481 10183 10237 1/04 9115 15700 10545 10530 2/04 9507 16063 11031 11003 3/04 9656 16153 11173 11150 4/04 8849 15788 10260 10272 5/04 8951 15821 10124 10071 6/04 8873 16188 10104 10123 7/04 8654 15663 9925 9974 8/04 8998 15732 10340 10362 9/04 9523 16143 10938 10969 10/04 9953 16693 11200 11304 11/04 10792 17834 12237 12234 12/04 11144 18616 12826 12868 1/05 11144 18275 12867 12913 2/05 12076 19064 13997 13990 3/05 11231 18585 13074 13039 4/05 11035 18148 12726 12720 5/05 11404 18157 13174 13113 6/05 11843 18398 13629 13549 7/05 12658 18962 14593 14484 8/05 13002 19441 14725 14709 9/05 14067 20307 16098 15996 10/05 13174 19714 15046 15031 11/05 14224 20196 16292 16158 12/05 15098 21136 17257 17069 1/06 17242 22434 19195 19034 2/06 17234 22384 19176 18923 3/06 17604 23122 19348 19179 4/06 18652 24226 20729 20538 5/06 16665 23285 18562 18280 6/06 16500 23284 18522 18189 7/06 16784 23514 18799 18580 8/06 17398 24161 19288 19086 9/06 17445 24198 19450 19228 10/06 18762 25139 20374 20233 ==================================================================================================================================== SOURCE: LIPPER Past performance cannot guarantee This chart, which is a logarithmic comparable future results. chart, presents the fluctuations in the value of the Fund and its indexes. We The data shown in the chart include believe that a logarithmic chart is more reinvested distributions, applicable effective than other types of charts in sales charges, Fund expenses and illustrating changes in value during the management fees. Index results include early years shown in the chart. The reinvested dividends, but they do not vertical axis, the one that indicates the reflect sales charges. Performance of an dollar value of an investment, is index of funds reflects fund expenses and constructed with each segment management fees; performance of a market representing a percent change in the index does not. Performance shown in the value of the investment. In this chart, chart and table(s) does not reflect each segment represents a doubling, or deduction of taxes a shareholder would 100% change, in the value of the pay on Fund distributions or sale of Fund investment. In other words, the space shares. Performance of the indexes does between $10,000 and $20,000 is the same not reflect the effects of taxes. size as the space between $20,000 and $40,000, and so on. 8 AIM Developing Markets Fund ========================================= ========================================= ========================================= AVERAGE ANNUAL TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 0.55% Inception (1/11/94) 5.04% CLASS A SHARES Class B Shares 0.17 10 Years 6.43 Inception (1/11/94) 4.48% Class C Shares 0.17 5 Years 29.39 10 Years 5.62 1 Year 34.52 5 Years 29.03 1 Year 17.18 CLASS B SHARES Inception (11/3/97) 7.46% CLASS B SHARES 5 Years 29.94 Inception (11/3/97) 6.66% 1 Year 36.38 5 Years 29.60 1 Year 18.07 CLASS C SHARES Inception (3/1/99) 15.99% CLASS C SHARES 5 Years 30.10 Inception (3/1/99) 15.09% 1 Year 40.43 5 Years 29.73 1 Year 22.15 ========================================= ========================================= ========================================= THE PERFORMANCE DATA QUOTED REPRESENT CLASS A SHARE PERFORMANCE REFLECTS THE HAD THE ADVISOR NOT WAIVED FEES AND/OR PAST PERFORMANCE AND CANNOT GUARANTEE MAXIMUM 5.50% SALES CHARGE, AND CLASS B REIMBURSED EXPENSES PERFORMANCE WOULD COMPARABLE FUTURE RESULTS; CURRENT AND CLASS C SHARE PERFORMANCE REFLECTS HAVE BEEN LOWER. PERFORMANCE MAY BE LOWER OR HIGHER. THE APPLICABLE CONTINGENT DEFERRED SALES PLEASE VISIT AIMINVESTMENTS.COM FOR THE CHARGE (CDSC) FOR THE PERIOD INVOLVED. A REDEMPTION FEE OF 2% WILL BE IMPOSED MOST RECENT MONTH-END PERFORMANCE. THE CDSC ON CLASS B SHARES DECLINES FROM ON CERTAIN REDEMPTIONS OR EXCHANGES OUT PERFORMANCE FIGURES REFLECT REINVESTED 5% BEGINNING AT THE TIME OF PURCHASE TO OF THE FUND WITHIN 30 DAYS OF PURCHASE. DISTRIBUTIONS, CHANGES IN NET ASSET VALUE 0% AT THE BEGINNING OF THE SEVENTH YEAR. EXCEPTIONS TO THE REDEMPTION FEE ARE AND THE EFFECT OF THE MAXIMUM SALES THE CDSC ON CLASS C SHARES IS 1% FOR THE LISTED IN THE FUND'S PROSPECTUS. CHARGE UNLESS OTHERWISE STATED. FIRST YEAR AFTER PURCHASE. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT YOU MAY HAVE A THE PERFORMANCE OF THE FUND'S SHARE GAIN OR LOSS WHEN YOU SELL SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO DIFFERENT SALES CHARGE STRUCTURES AND CLASS EXPENSES. Continued from inside front cover Reference Room in Washington, D.C. You A description of the policies and Information regarding how the Fund voted can obtain information on the operation procedures that the Fund uses to proxies related to its portfolio of the Public Reference Room, including determine how to vote proxies relating to securities during the 12 months ended information about duplicating fee portfolio securities is available without June 30, 2006, is available at our Web charges, by calling 202-942-8090 or charge, upon request, from our Client site. Go to AIMinvestments.com, access 800-732-0330, or by electronic request at Services department at 800-959-4246 or on the About Us tab, click on Required the following e-mail address: the AIM Web site, AIMinvestments.com. On Notices and then click on Proxy Voting publicinfo@sec.gov. The SEC file numbers the home page, scroll down and click on Activity. Next, select the Fund from the for the Fund are 811-05426 and 033-19338. AIM Funds Proxy Policy. The information drop-down menu. The information is also is also available on the SEC Web site, available on the SEC Web site, sec.gov. sec.gov. 9 AIM Developing Markets Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees of AIM Investment services to be provided by AIM under the o Meeting with the Fund's portfolio Funds (the "Board") oversees the Advisory Agreement was appropriate and managers and investment personnel. With management of AIM Developing Markets Fund that AIM currently is providing services respect to the Fund, the Board is meeting (the "Fund") and, as required by law, in accordance with the terms of the periodically with such Fund's portfolio determines annually whether to approve Advisory Agreement. managers and/or other investment the continuance of the Fund's advisory personnel and believes that such agreement with A I M Advisors, Inc. o The quality of services to be provided individuals are competent and able to ("AIM"). Based upon the recommendation of by AIM. The Board reviewed the continue to carry out their the Investments Committee of the Board, credentials and experience of the responsibilities under the Advisory at a meeting held on June 27, 2006, the officers and employees of AIM who will Agreement. Board, including all of the independent provide investment advisory services to trustees, approved the continuance of the the Fund. In reviewing the qualifications o Overall performance of AIM. The Board advisory agreement (the "Advisory of AIM to provide investment advisory considered the overall performance of AIM Agreement") between the Fund and AIM for services, the Board considered such in providing investment advisory and another year, effective July 1, 2006. issues as AIM's portfolio and product portfolio administrative services to the review process, various back office Fund and concluded that such performance The Board considered the factors support functions provided by AIM and was satisfactory. discussed below in evaluating the AIM's equity and fixed income trading fairness and reasonableness of the operations. Based on the review of these o Fees relative to those clients of AIM Advisory Agreement at the meeting on June and other factors, the Board concluded with comparable investment strategies. 27, 2006 and as part of the Board's that the quality of services to be The Board noted that AIM does not serve ongoing oversight of the Fund. In their provided by AIM was appropriate and that as an advisor to other mutual funds or deliberations, the Board and the AIM currently is providing satisfactory other clients with investment strategies independent trustees did not identify any services in accordance with the terms of comparable to those of the Fund. particular factor that was controlling, the Advisory Agreement. and each trustee attributed different o Fees relative to those of comparable weights to the various factors. o The performance of the Fund relative to funds with other advisors. The Board comparable funds. The Board reviewed the reviewed the advisory fee rate for the One responsibility of the independent performance of the Fund during the past Fund under the Advisory Agreement. The Senior Officer of the Fund is to manage one, three and five calendar years Board compared effective contractual the process by which the Fund's proposed against the performance of funds advised advisory fee rates at a common asset management fees are negotiated to ensure by other advisors with investment level at the end of the past calendar that they are negotiated in a manner strategies comparable to those of the year and noted that the Fund's rate was which is at arms' length and reasonable. Fund. The Board noted that the Fund's below the median rate of the funds To that end, the Senior Officer must performance was above the median advised by other advisors with investment either supervise a competitive bidding performance of such comparable funds for strategies comparable to those of the process or prepare an independent written the one and three year periods and below Fund that the Board reviewed. The Board evaluation. The Senior Officer has such median performance for the five year noted that AIM has agreed to waive recommended an independent written period. Based on this review and after advisory fees of the Fund and to limit evaluation in lieu of a competitive taking account of all of the other the Fund's total operating expenses, as bidding process and, upon the direction factors that the Board considered in discussed below. Based on this review, of the Board, has prepared such an determining whether to continue the the Board concluded that the advisory fee independent written evaluation. Such Advisory Agreement for the Fund, the rate for the Fund under the Advisory written evaluation also considered Board concluded that no changes should be Agreement was fair and reasonable. certain of the factors discussed below. made to the Fund and that it was not In addition, as discussed below, the necessary to change the Fund's portfolio o Expense limitations and fee waivers. Senior Officer made a recommendation to management team at this time. Although The Board noted that AIM has the Board in connection with such written the independent written evaluation of the contractually agreed to waive advisory evaluation. Fund's Senior Officer (discussed below) fees of the Fund through June 30, 2007 to only considered Fund performance through the extent necessary so that the advisory The discussion below serves as a the most recent calendar year, the Board fees payable by the Fund do not exceed a summary of the Senior Officer's also reviewed more recent Fund specified maximum advisory fee rate, independent written evaluation and performance, which did not change their which maximum rate includes breakpoints recommendation to the Board in connection conclusions. and is based on net asset levels. The therewith, as well as a discussion of the Board considered the contractual nature material factors and the conclusions with o The performance of the Fund relative to of this fee waiver and noted that it respect thereto that formed the basis for indices. The Board reviewed the remains in effect until June 30, 2007. the Board's approval of the Advisory performance of the Fund during the past The Board also noted that AIM has Agreement. After consideration of all of one, three and five calendar years contractually agreed to waive fees and/or the factors below and based on its against the performance of the Lipper limit expenses of the Fund through June informed business judgment, the Board Emerging Market Fund Index. The Board 30, 2007 in an amount necessary to limit determined that the Advisory Agreement is noted that the Fund's performance in such total annual operating expenses to a in the best interests of the Fund and its periods was comparable to the performance specified percentage of average daily net shareholders and that the compensation to of such Index. Based on this review and assets for each class of the Fund. The AIM under the Advisory Agreement is fair after taking account of all of the other Board considered the contractual nature and reasonable and would have been factors that the Board considered in of this fee waiver/expense limitation and obtained through arm's length determining whether to continue the noted that it remains in effect until negotiations. Advisory Agreement for the Fund, the June 30, 2007. The Board considered the Board concluded that no changes should be effect these fee waivers/expense Unless otherwise stated, information made to the Fund and that it was not limitations would have on the Fund's presented below is as of June 27, 2006 necessary to change the Fund's portfolio estimated expenses and concluded that the and does not reflect any changes that may management team at this time. Although levels of fee waivers/expense limitations have occurred since June 27, 2006, the independent written evaluation of the for the Fund were fair and reasonable. including but not limited to changes to Fund's Senior Officer (discussed below) the Fund's performance, advisory fees, only considered Fund performance through o Breakpoints and economies of scale. The expense limitations and/or fee waivers. the most recent calendar year, the Board Board reviewed the structure of the also reviewed more recent Fund Fund's advisory fee under the Advisory o The nature and extent of the advisory performance, which did not change their Agreement, noting that it includes three services to be provided by AIM. The Board conclusions. breakpoints. The Board reviewed the level reviewed the services to be provided by of the Fund's advisory fees, and noted AIM under the Advisory Agreement. Based that such fees, as a on such review, the Board concluded that the range of (continued) 10 AIM Developing Markets Fund percentage of the Fund's net assets, considered the Senior Officer's written tive, transfer agency and distribution would decrease as net assets increase evaluation and the recommendation made by services, and that AIM and its affiliates because the Advisory Agreement includes the Senior Officer to the Board that the currently are providing satisfactory breakpoints. The Board noted that, due to Board consider whether the advisory fee non-investment advisory services. the Fund's asset levels at the end of the waivers for certain equity AIM Funds, past calendar year and the way in which including the Fund, should be simplified. o Other factors and current trends. The the advisory fee breakpoints have been The Board concluded that it would be Board considered the steps that AIM and structured, the Fund has yet to benefit advisable to consider this issue and its affiliates have taken over the last from the breakpoints. The Board noted reach a decision prior to the expiration several years, and continue to take, in that AIM has contractually agreed to date of such advisory fee waivers. order to improve the quality and waive advisory fees of the Fund through efficiency of the services they provide June 30, 2007 to the extent necessary so o Profitability of AIM and its to the Funds in the areas of investment that the advisory fees payable by the affiliates. The Board reviewed performance, product line Fund do not exceed a specified maximum information concerning the profitability diversification, distribution, fund advisory fee rate, which maximum rate of AIM's (and its affiliates') investment operations, shareholder services and includes breakpoints and is based on net advisory and other activities and its compliance. The Board concluded that asset levels. The Board concluded that financial condition. The Board considered these steps taken by AIM have improved, the Fund's fee levels under the Advisory the overall profitability of AIM, as well and are likely to continue to improve, Agreement therefore would reflect as the profitability of AIM in connection the quality and efficiency of the economies of scale at higher asset levels with managing the Fund. The Board noted services AIM and its affiliates provide and that it was not necessary to change that AIM's operations remain profitable, to the Fund in each of these areas, and the advisory fee breakpoints in the although increased expenses in recent support the Board's approval of the Fund's advisory fee schedule. years have reduced AIM's profitability. continuance of the Advisory Agreement for Based on the review of the profitability the Fund. o Investments in affiliated money market of AIM's and its affiliates' investment funds. The Board also took into account advisory and other activities and its the fact that uninvested cash and cash financial condition, the Board concluded collateral from securities lending that the compensation to be paid by the arrangements, if any (collectively, "cash Fund to AIM under its Advisory Agreement balances") of the Fund may be invested in was not excessive. money market funds advised by AIM pursuant to the terms of an SEC exemptive o Benefits of soft dollars to AIM. The order. The Board found that the Fund may Board considered the benefits realized by realize certain benefits upon investing AIM as a result of brokerage transactions cash balances in AIM advised money market executed through "soft dollar" funds, including a higher net return, arrangements. Under these arrangements, increased liquidity, increased brokerage commissions paid by the Fund diversification or decreased transaction and/or other funds advised by AIM are costs. The Board also found that the Fund used to pay for research and execution will not receive reduced services if it services. This research may be used by invests its cash balances in such money AIM in making investment decisions for market funds. The Board noted that, to the Fund. The Board concluded that such the extent the Fund invests uninvested arrangements were appropriate. cash in affiliated money market funds, AIM has voluntarily agreed to waive a o AIM's financial soundness in light of portion of the advisory fees it receives the Fund's needs. The Board considered from the Fund attributable to such whether AIM is financially sound and has investment. The Board further determined the resources necessary to perform its that the proposed securities lending obligations under the Advisory Agreement, program and related procedures with and concluded that AIM has the financial respect to the lending Fund is in the resources necessary to fulfill its best interests of the lending Fund and obligations under the Advisory Agreement. its respective shareholders. The Board therefore concluded that the investment o Historical relationship between the of cash collateral received in connection Fund and AIM. In determining whether to with the securities lending program in continue the Advisory Agreement for the the money market funds according to the Fund, the Board also considered the prior procedures is in the best interests of relationship between AIM and the Fund, as the lending Fund and its respective well as the Board's knowledge of AIM's shareholders. operations, and concluded that it was beneficial to maintain the current o Independent written evaluation and relationship, in part, because of such recommendations of the Fund's Senior knowledge. The Board also reviewed the Officer. The Board noted that, upon their general nature of the non-investment direction, the Senior Officer of the advisory services currently performed by Fund, who is independent of AIM and AIM's AIM and its affiliates, such as affiliates, had prepared an independent administrative, transfer agency and written evaluation in order to assist the distribution services, and the fees Board in determining the reasonableness received by AIM and its affiliates for of the proposed management fees of the performing such services. In addition to AIM Funds, including the Fund. The Board reviewing such services, the trustees noted that the Senior Officer's written also considered the organizational evaluation had been relied upon by the structure employed by AIM and its Board in this regard in lieu of a affiliates to provide those services. competitive bidding process. In Based on the review of these and other determining whether to continue the factors, the Board concluded that AIM and Advisory Agreement for the Fund, the its affiliates were qualified to continue Board to provide non-investment advisory services to the Fund, including administra- 11 Supplement to Annual Report dated 10/31/06 AIM Developing Markets Fund =================================== Institutional Class Shares AVERAGE ANNUAL TOTAL RETURNS INSTITUTIONAL CLASS SHARES HAVE NO SALES For periods ended 10/31/06 CHARGE; THEREFORE, PERFORMANCE IS AT NAV. The following information has been prepared to PERFORMANCE OF INSTITUTIONAL CLASS SHARES provide Institutional Class shareholders with 10 Years 7.09% WILL DIFFER FROM PERFORMANCE OF OTHER SHARE a performance overview specific to their 5 Years 31.01 CLASSES PRIMARILY DUE TO DIFFERING SALES holdings. Institutional Class shares are 1 Year 43.11 CHARGES AND CLASS EXPENSES. offered exclusively to institutional 6 Months* 0.80 investors, including defined contribution A REDEMPTION FEE OF 2% WILL BE IMPOSED plans that meet certain criteria. =================================== ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF THE FUND WITHIN 30 DAYS OF PURCHASE. AVERAGE ANNUAL TOTAL RETURNS EXCEPTIONS TO THE REDEMPTION FEE ARE LISTED For periods ended 9/30/06, most IN THE FUND'S PROSPECTUS. recent calendar quarter-end HAD THE ADVISOR NOT WAIVED FEES AND/OR 10 Years 6.27 REIMBURSED EXPENSES, PERFORMANCE WOULD HAVE 5 Years 30.64 BEEN LOWER. 1 Year 24.61 6 Months* -0.63 PLEASE NOTE THAT PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. MORE RECENT *Cumulative total return that has RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. not been annualized ALL RETURNS ASSUME REINVESTMENT OF DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND =================================== PRINCIPAL VALUE WILL FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR INSTITUTIONAL CLASS SHARES' LESS THAN THEIR ORIGINAL COST. SEE FULL INCEPTION DATE IS OCTOBER 25, 2005. REPORT FOR INFORMATION ON COMPARATIVE RETURNS SINCE THAT DATE ARE BENCHMARKS. PLEASE CONSULT YOUR FUND HISTORICAL RETURNS. ALL OTHER PROSPECTUS FOR MORE INFORMATION. FOR THE MOST RETURNS ARE BLENDED RETURNS OF CURRENT MONTH-END PERFORMANCE, PLEASE CALL HISTORICAL INSTITUTIONAL CLASS 800-451-4246 OR VISIT AIMINVESTMENTS.COM. SHARE PERFORMANCE AND RESTATED CLASS A SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE INCEPTION DATE OF INSTITUTIONAL CLASS SHARES) AT NET ASSET VALUE (NAV) AND REFLECT THE HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS A SHARES. CLASS A SHARES' INCEPTION DATE IS JANUARY 11, 1994. ============================================== NASDAQ SYMBOL GTDIX ============================================== Over for information on your Fund's expenses. ==================================================================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ==================================================================================== FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM DVM-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to Paid During Period" to estimate the so, compare this 5% hypothetical example with compare these costs with ongoing costs of expenses you paid on your account the 5% hypothetical examples that appear in investing in other mutual funds. The example during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual Expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,008.00 $6.12 $1,019.11 $6.16 1.21% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM DVM-INS-1 A I M Distributors, Inc. AIM Developing Markets Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-88.03% ARGENTINA-1.56% Banco Macro S.A.-ADR (Diversified Banks) 256,800 $ 5,806,248 - ------------------------------------------------------------------------ Tenaris S.A.-ADR (Oil & Gas Equipment & Services) 106,590 4,113,308 ======================================================================== 9,919,556 ======================================================================== BRAZIL-15.24% All America Latina Logistica (Railroads)(a) 1,173,000 10,242,867 - ------------------------------------------------------------------------ American Banknote S.A. (Commercial Printing) 601,600 4,930,227 - ------------------------------------------------------------------------ American Banknote S.A. (Commercial Printing) (Acquired 04/26/06; Cost $1,790,357)(b) 224,100 1,836,542 - ------------------------------------------------------------------------ Companhia Vale do Rio Doce-ADR (Steel)(c) 268,060 6,819,446 - ------------------------------------------------------------------------ Equatorial Energia S.A. (Electric Utilities)(d)(e) 564,200 4,386,612 - ------------------------------------------------------------------------ Equatorial Energia S.A. (Oil & Gas Exploration & Production) (Acquired 03/31/06; Cost $2,374,486)(b)(d)(e) 358,400 2,786,533 - ------------------------------------------------------------------------ Gafisa S.A. (Homebuilding)(e) 825,800 12,146,953 - ------------------------------------------------------------------------ Guararapes Confeccoes S.A. (Apparel, Accessories & Luxury Goods) 97,800 4,288,312 - ------------------------------------------------------------------------ Klabin Segall S.A. (Paper Packaging) (Acquired 10/06/06; Cost $4,904,259)(b)(e) 706,720 4,950,175 - ------------------------------------------------------------------------ Localiza Rent a Car S.A. (Trucking) 171,500 4,268,480 - ------------------------------------------------------------------------ Net Servicios de Comunicacao S.A.-Rts. (Broadcasting & Cable TV)(f) 66,502 -- - ------------------------------------------------------------------------ Perdigao S.A. (Packaged Foods & Meats) 377,400 4,396,979 - ------------------------------------------------------------------------ Profarma Distribuidora de Produtos Farmaceuticos S.A. (Pharmaceuticals)(e) 257,900 3,191,385 - ------------------------------------------------------------------------ Rossi Residencial S.A. (Homebuilding) 427,400 5,268,905 - ------------------------------------------------------------------------ Rossi Residencial S.A. (Homebuilding) (Acquired 02/14/06; Cost $1,383,422)(b) 119,500 1,473,173 - ------------------------------------------------------------------------ Tam S.A.-ADR (Airlines)(e) 141,100 4,310,605 - ------------------------------------------------------------------------ Terna Participacoes S.A. (Electric Utilities)(d)(e) 295,400 3,114,701 - ------------------------------------------------------------------------ Tim Participacoes S.A.-ADR (Wireless Telecommunication Services)(c) 121,900 4,095,840 - ------------------------------------------------------------------------ Totvs S.A. (Application Software)(e) 271,200 5,711,473 - ------------------------------------------------------------------------ Totvs S.A. (Application Software) (Acquired 03/08/06; Cost $2,966,396)(b)(e) 200,000 4,212,001 - ------------------------------------------------------------------------ Unibanco-Uniao de Bancos Brasileiros S.A.-ADR (Diversified Banks) 59,400 4,677,750 ======================================================================== 97,108,959 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> CANADA-0.68% Sherritt International Corp. (Diversified Metals & Mining) 421,200 $ 4,299,414 ======================================================================== CHINA-7.13% Celestial NutriFoods Ltd. (Packaged Foods & Meats)(e)(g) 4,047,000 4,428,383 - ------------------------------------------------------------------------ China Medical Technologies, Inc.-ADR (Health Care Equipment)(c)(e) 182,137 4,626,280 - ------------------------------------------------------------------------ China Petroleum and Chemical Corp. (Sinopen)- Class H (Integrated Oil & Gas)(g) 10,762,000 7,464,268 - ------------------------------------------------------------------------ FU JI Food & Catering Services (Restaurants) 3,751,000 6,588,317 - ------------------------------------------------------------------------ Longcheer Holdings Ltd. (Integrated Telecommunication Services)(g) 7,094,000 4,540,638 - ------------------------------------------------------------------------ Ping An Insurance (Group) Co. of China Ltd.- Class H (Life & Health Insurance)(g) 1,545,000 5,367,520 - ------------------------------------------------------------------------ SIM Technology Group Ltd. (Communications Equipment)(g) 7,218,000 2,438,292 - ------------------------------------------------------------------------ Xiamen International Port Co. Ltd.-Class H (Marine Ports & Services)(e)(g) 16,676,000 3,879,115 - ------------------------------------------------------------------------ Xiwang Sugar Holdings Co. Ltd. (Packaged Foods & Meats)(g) 5,448,000 2,862,773 - ------------------------------------------------------------------------ Yantai North Andre Juice Co. Ltd.-Class H (Packaged Foods & Meats)(g)(h) 34,735,000 3,216,106 ======================================================================== 45,411,692 ======================================================================== CZECH REPUBLIC-0.72% CEZ A.S. (Electric Utilities)(g) 116,000 4,585,481 ======================================================================== EGYPT-0.86% Orascom Construction Industries (Construction & Engineering)(g) 126,897 5,486,497 ======================================================================== HONG KONG-2.74% AAC Acoustic Technology Holdings Inc. (Communications Equipment)(e) 2,582,000 3,001,245 - ------------------------------------------------------------------------ China Yurun Food Group Ltd.(g) 2,750,000 2,403,762 - ------------------------------------------------------------------------ China Yurun Food Group Ltd. (Packaged Foods & Meats) (Acquired 09/23/05; Cost $1,505,349)(b)(g) 3,125,819 2,732,264 - ------------------------------------------------------------------------ CNOOC Ltd. (Oil & Gas Exploration & Production)(g) 3,606,000 3,027,010 - ------------------------------------------------------------------------ Hopewell Holdings Ltd. (Highways & Railtracks) 2,121,000 6,299,838 ======================================================================== 17,464,119 ======================================================================== </Table> F-1 AIM Developing Markets Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ HUNGARY-2.33% Egis Nyrt. (Pharmaceuticals)(c)(g) 35,867 $ 4,689,062 - ------------------------------------------------------------------------ MOL Hungarian Oil and Gas Nyrt. (Integrated Oil & Gas)(g) 40,406 4,016,198 - ------------------------------------------------------------------------ OTP Bank Rt. (Diversified Banks) 173,746 6,108,009 - ------------------------------------------------------------------------ Technoimpex (Construction & Engineering) (Acquired 11/22/90; Cost $2,989,406)(b)(e)(i)(j) 1,400 -- ======================================================================== 14,813,269 ======================================================================== INDIA-1.36% HDFC Bank Ltd.-ADR (Diversified Banks) 45,161 3,127,851 - ------------------------------------------------------------------------ Infosys Technologies Ltd.-ADR (IT Consulting & Other Services)(c) 106,000 5,522,600 ======================================================================== 8,650,451 ======================================================================== INDONESIA-3.02% PT Astra Agro Lestari Tbk (Agricultural Products)(g) 1,066,000 1,141,076 - ------------------------------------------------------------------------ PT Astra International Tbk (Automobile Manufacturers) 3,015,000 4,442,600 - ------------------------------------------------------------------------ PT Telekomunikasi Indonesia-Series B (Integrated Telecommunication Services)(g) 8,042,500 7,399,898 - ------------------------------------------------------------------------ PT United Tractors Tbk (Construction & Farm Machinery & Heavy Trucks)(g) 8,745,000 6,285,152 ======================================================================== 19,268,726 ======================================================================== ISRAEL-0.42% Teva Pharmaceutical Industries Ltd.-ADR (Pharmaceuticals)(c) 81,387 2,683,329 ======================================================================== LUXEMBOURG-0.90% Millicom International Cellular S.A. (Wireless Telecommunication Services)(c)(e) 113,900 5,681,332 ======================================================================== MALAYSIA-2.34% Public Bank Berhad (Diversified Banks) 3,835,000 7,192,266 - ------------------------------------------------------------------------ SP Setia Berhad (Real Estate Management & Development) 7,192,900 7,719,690 ======================================================================== 14,911,956 ======================================================================== MEXICO-9.63% America Movil S.A. de C.V.-Series L-ADR (Wireless Telecommunication Services) 209,300 8,972,691 - ------------------------------------------------------------------------ Corporacion GEO, S.A. de C.V.-Series B (Homebuilding)(e) 1,149,100 5,268,322 - ------------------------------------------------------------------------ Corporacion Moctezuma, S.A. de C.V. (Construction Materials) (Acquired 03/01/06; Cost $2,899,780)(b) 1,551,600 3,606,611 - ------------------------------------------------------------------------ Corporacion Moctezuma, S.A. de C.V. (Construction Materials) 349,900 813,324 - ------------------------------------------------------------------------ </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> MEXICO-(CONTINUED) Gruma S.A.-Class B (Packaged Foods & Meats)(c) 1,767,900 $ 5,728,487 - ------------------------------------------------------------------------ Grupo FAMSA S.A.-Series A (Department Stores) (Acquired 05/19/06; Cost $2,327,038)(b)(e) 1,000,000 3,207,736 - ------------------------------------------------------------------------ Grupo Financiero BanCrecer S.A. de C.V.-Series B (Other Diversified Financial Services)(e)(i) 0 -- - ------------------------------------------------------------------------ Grupo Financiero Banorte S.A. de C.V.-Class O (Diversified Banks) 2,028,900 7,357,067 - ------------------------------------------------------------------------ Grupo Televisa S.A.-ADR (Broadcasting & Cable TV) 233,912 5,772,948 - ------------------------------------------------------------------------ TV Azteca, S.A. de C.V.-CPO (Broadcasting & Cable TV)(c) 6,476,100 4,576,217 - ------------------------------------------------------------------------ Urbi, Desarrollos Urbanos, S.A. de C.V. (Homebuilding)(c)(e) 2,700,500 8,238,154 - ------------------------------------------------------------------------ Wal-Mart de Mexico S.A. de C.V.-Series V (Hypermarkets & Super Centers)(c) 2,246,300 7,811,220 ======================================================================== 61,352,777 ======================================================================== PHILIPPINES-1.80% Philippine Long Distance Telephone Co. (Wireless Telecommunication Services)(g) 240,500 11,425,567 ======================================================================== RUSSIA-5.74% LUKOIL-ADR (Integrated Oil & Gas)(k) 180,932 14,637,399 - ------------------------------------------------------------------------ Mobile TeleSystems-ADR (Wireless Telecommunication Services) 149,700 6,598,776 - ------------------------------------------------------------------------ NovaTek OAO (Oil & Gas Exploration & Production) (Acquired 07/21/05; Cost $1,256,250)(b)(c)(j) 75,000 4,354,161 - ------------------------------------------------------------------------ NovaTek OAO-GDR (Oil & Gas Exploration & Production)(c)(j) 27,000 1,567,498 - ------------------------------------------------------------------------ OAO Gazprom-REGS ADR (Integrated Oil & Gas) (Acquired 05/25/06; Cost $1,414,824)(g) 106,100 4,524,113 - ------------------------------------------------------------------------ OAO Vimpel-Communications-ADR (Wireless Telecommunication Services)(c)(e) 73,800 4,870,062 ======================================================================== 36,552,009 ======================================================================== SOUTH AFRICA-8.24% Anglo American PLC (Diversified Metals & Mining)(c)(g) 199,500 9,063,798 - ------------------------------------------------------------------------ Barloworld Ltd. (Industrial Conglomerates)(c)(g) 145,300 2,810,619 - ------------------------------------------------------------------------ Foschini Ltd. (Apparel Retail)(g) 351,600 2,530,829 - ------------------------------------------------------------------------ Impala Platinum Holdings Ltd. (Precious Metals & Minerals)(c)(g) 18,301 3,227,622 - ------------------------------------------------------------------------ Massmart Holdings Ltd. (Hypermarkets & Super Centers) 493,500 3,972,788 - ------------------------------------------------------------------------ Naspers Ltd.-Class N (Broadcasting & Cable TV)(c) 411,900 7,453,761 - ------------------------------------------------------------------------ Standard Bank Group Ltd. (Diversified Banks)(c)(g) 1,052,686 12,353,216 - ------------------------------------------------------------------------ </Table> F-2 AIM Developing Markets Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ SOUTH AFRICA-(CONTINUED) Sun International Ltd. (Casinos & Gaming)(c)(g) 334,800 $ 4,860,810 - ------------------------------------------------------------------------ Telkom South Africa Ltd. (Integrated Telecommunication Services)(c)(g) 301,000 5,585,151 - ------------------------------------------------------------------------ Telkom South Africa Ltd. (Integrated Telecommunication Services) (Acquired 06/18/04; Cost $727,409)(b)(c)(g) 35,300 655,003 ======================================================================== 52,513,597 ======================================================================== SOUTH KOREA-11.55% Cheil Communications Inc. (Advertising)(g) 12,800 2,817,556 - ------------------------------------------------------------------------ CJ Corp. (Packaged Foods & Meats)(g) 55,370 6,254,794 - ------------------------------------------------------------------------ Daegu Bank (Regional Banks)(g) 311,600 5,144,270 - ------------------------------------------------------------------------ Daesang Corp. (Packaged Foods & Meats)(e)(g) 384,200 4,867,148 - ------------------------------------------------------------------------ Hana Financial Group Inc. (Diversified Banks)(g) 249,269 11,446,177 - ------------------------------------------------------------------------ Hyundai Department Store Co., Ltd. (Department Stores)(g) 123,600 10,290,037 - ------------------------------------------------------------------------ Hyundai Heavy Industries Co., Ltd. (Construction & Farm Machinery & Heavy Trucks)(g) 27,300 3,993,366 - ------------------------------------------------------------------------ Hyundai Mipo Dockyard Co., Ltd. (Construction & Farm Machinery & Heavy Trucks)(g) 39,670 5,245,002 - ------------------------------------------------------------------------ Hyundai Motor Co. (Automobile Manufacturers) 49,290 4,007,232 - ------------------------------------------------------------------------ Kookmin Bank (Diversified Banks)(g) 50,100 3,970,530 - ------------------------------------------------------------------------ NHN Corp. (Internet Software & Services)(g) 31,800 3,146,595 - ------------------------------------------------------------------------ Samsung Electronics Co., Ltd. (Semiconductors)(g) 6,230 4,035,835 - ------------------------------------------------------------------------ Techno Semichem Co., Ltd. (Commodity Chemicals)(g) 230,741 3,581,104 - ------------------------------------------------------------------------ Woongjin Coway Co., Ltd. (Housewares & Specialties)(g) 181,600 4,766,408 ======================================================================== 73,566,054 ======================================================================== TAIWAN-3.60% Catcher Technology Co., Ltd. (Computer Storage & Peripherals)(g) 476,560 4,105,776 - ------------------------------------------------------------------------ Hon Hai Precision Industry Co., Ltd. (Electronic Manufacturing Services)(g) 697,314 4,490,489 - ------------------------------------------------------------------------ MediaTek Inc. (Semiconductors)(g) 772,900 7,495,258 - ------------------------------------------------------------------------ Taiwan Semiconductor Manufacturing Co. Ltd. (Semiconductors)(g) 1,489,516 2,723,697 - ------------------------------------------------------------------------ Wistron Corp. (Computer Hardware)(g) 3,575,420 4,119,388 ======================================================================== 22,934,608 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> THAILAND-3.66% Kasikornbank PCL (Diversified Banks)(g) 4,863,000 $ 9,515,911 - ------------------------------------------------------------------------ Siam Commercial Bank PCL (Diversified Banks)(g) 4,851,600 8,595,680 - ------------------------------------------------------------------------ Thai Oil PCL (Oil & Gas Refining & Marketing)(g) 3,151,500 5,231,505 ======================================================================== 23,343,096 ======================================================================== TURKEY-3.09% Akbank T.A.S. (Diversified Banks)(g) 1,208,439 6,867,074 - ------------------------------------------------------------------------ Haci Omer Sabanci Holding A.S. (Multi-Sector Holdings)(g) 1,399,150 5,887,171 - ------------------------------------------------------------------------ Tupras-Turkiye Petrol Rafinerileri A.S. (Oil & Gas Refining & Marketing)(g) 130,814 2,170,339 - ------------------------------------------------------------------------ Turk Traktor ve Ziraat Makineleri A.S. (Construction & Farm Machinery & Heavy Trucks)(g) 250,800 2,593,239 - ------------------------------------------------------------------------ Yapi Kredi Sigorta A.S. (Multi-Line Insurance)(e)(g) 485,200 2,190,897 ======================================================================== 19,708,720 ======================================================================== UNITED KINGDOM-1.42% Hikma Pharmaceuticals PLC (Pharmaceuticals)(c)(g) 445,300 3,413,226 - ------------------------------------------------------------------------ Vedanta Resources PLC (Diversified Metals & Mining)(g) 203,000 5,644,635 ======================================================================== 9,057,861 ======================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $391,505,914) 560,739,070 ======================================================================== FOREIGN PREFERRED STOCKS-5.93% BRAZIL-5.93% Banco Itau Holding Financeira S.A.-Pfd. (Diversified Banks) 104,300 3,433,645 - ------------------------------------------------------------------------ Companhia de Bebidas das Americas-Pfd.-ADR (Brewers) 90,600 3,955,596 - ------------------------------------------------------------------------ Duratex S.A.-Pfd. (Building Products) 428,200 5,148,798 - ------------------------------------------------------------------------ Duratex S.A.-Pfd. (Building Products) (Acquired 04/12/06; Cost $1,526,459)(b) 150,000 1,803,642 - ------------------------------------------------------------------------ Lojas Americanas S.A.-Pfd. (General Merchandise Stores) 108,400 4,910,016 - ------------------------------------------------------------------------ Net Servicos de Comunicacao S.A.-Pfd. (Broadcasting & Cable TV)(e) 665,438 6,767,798 - ------------------------------------------------------------------------ Petroleo Brasileiro S.A.-Pfd.-ADR (Integrated Oil & Gas)(c) 145,000 11,739,200 ======================================================================== Total Foreign Preferred Stocks (Cost $17,845,063) 37,758,695 ======================================================================== </Table> F-3 AIM Developing Markets Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ MONEY MARKET FUNDS-4.48% Liquid Assets Portfolio-Institutional Class(l) 14,287,267 $ 14,287,267 - ------------------------------------------------------------------------ Premier Portfolio-Institutional Class(l) 14,287,267 14,287,267 ======================================================================== Total Money Market Funds (Cost $28,574,534) 28,574,534 ======================================================================== TOTAL INVESTMENTS (excluding investments purchased with cash collateral from securities loaned)-98.44% (Cost $437,925,511) 627,072,299 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-11.65% Liquid Assets Portfolio-Institutional Class(l)(m) 37,108,273 $ 37,108,273 - ------------------------------------------------------------------------ STIC Prime Portfolio-Institutional Class(l)(m) 37,108,273 37,108,273 ======================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $74,216,546) 74,216,546 ======================================================================== TOTAL INVESTMENTS-110.09% (Cost $512,716,765) 701,288,845 ======================================================================== OTHER ASSETS LESS LIABILITIES-(10.09)% (64,287,527) ======================================================================== NET ASSETS-100.00% $637,001,318 ________________________________________________________________________ ======================================================================== </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt CPO - Certificates of Ordinary Participation GDR - Global Depositary Receipt Pfd. - Preferred REGS - Regulation S Rts. - Rights </Table> Notes to Schedule of Investments: (a) Each unit represents one common share and four preferred shares. (b) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The aggregate value of these securities at October 31, 2006 was $31,617,841, which represented 4.96% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (c) All or a portion of this security was out on loan at October 31, 2006. (d) Each unit represents one ordinary share and two preferred shares. (e) Non-income producing security. (f) Non-income producing security acquired through a corporate action. (g) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $277,603,330, which represented 43.58% of the Fund's Net Assets. See Note 1A. (h) Affiliated company. The Investment Company Act of 1940 defines affiliates as those issuances in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The value of this security as of October 31, 2006 represented 0.50% of the Fund's Net Assets. See Note 3. (i) Security considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. The aggregate value of these securities considered illiquid at October 31, 2006 was $0, which represented 0% of the Fund's Net Assets. (j) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The aggregate value of these securities at October 31, 2006 was $5,921,660, which represented 0.93% of the Fund's Net Assets. See Note 1A. (k) In accordance with the procedures established by the Board of Trustees, security fair valued based on an evaluated quote provided by an independent pricing service. The value of this security at October 31, 2006 represented 2.30% of the Fund's Net Assets. See Note 1A. (l) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. (m) The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower's return of the securities loaned. See Note 8. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Developing Markets Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $406,510,336)* $595,281,659 - ----------------------------------------------------------- Investments in affiliates, at value (cost $106,206,429) 106,007,186 =========================================================== Total investments (cost $512,716,765) 701,288,845 =========================================================== Foreign currencies, at value (cost $11,364,028) 11,267,467 - ----------------------------------------------------------- Cash 1,371,313 - ----------------------------------------------------------- Receivables for: Fund shares sold 4,025,539 - ----------------------------------------------------------- Dividends 909,553 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 20,615 - ----------------------------------------------------------- Other assets 55,405 =========================================================== Total assets 718,938,737 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 5,494,107 - ----------------------------------------------------------- Fund shares reacquired 952,565 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 35,495 - ----------------------------------------------------------- Collateral upon return of securities loaned 74,216,547 - ----------------------------------------------------------- Accrued distribution fees 204,540 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 1,758 - ----------------------------------------------------------- Accrued transfer agent fees 261,796 - ----------------------------------------------------------- Accrued operating expenses 770,611 =========================================================== Total liabilities 81,937,419 =========================================================== Net assets applicable to shares outstanding $637,001,318 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $537,493,466 - ----------------------------------------------------------- Undistributed net investment income 1,337,675 - ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (90,266,824) - ----------------------------------------------------------- Unrealized appreciation of investment securities and foreign currencies 188,437,001 =========================================================== $637,001,318 ___________________________________________________________ =========================================================== NET ASSETS: Class A $502,546,128 ___________________________________________________________ =========================================================== Class B $ 61,054,914 ___________________________________________________________ =========================================================== Class C $ 65,416,342 ___________________________________________________________ =========================================================== Institutional Class $ 7,983,934 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 21,112,785 ___________________________________________________________ =========================================================== Class B 2,638,848 ___________________________________________________________ =========================================================== Class C 2,829,720 ___________________________________________________________ =========================================================== Institutional Class 333,978 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 23.80 - ----------------------------------------------------------- Offering price per share (Net asset value of $23.80 divided by 94.50%) $ 25.19 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 23.14 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 23.12 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 23.91 ___________________________________________________________ =========================================================== </Table> * At October 31, 2006, securities with an aggregate value of $73,429,063 were on loan to brokers. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-5 AIM Developing Markets Fund STATEMENT OF OPERATIONS For the year ended October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $885,201) $ 10,126,647 - -------------------------------------------------------------------------- Dividends from affiliates (includes securities lending income of $240,804) 1,453,960 - -------------------------------------------------------------------------- Interest 5,926 ========================================================================== Total investment income 11,586,533 ========================================================================== EXPENSES: Advisory fees 4,935,366 - -------------------------------------------------------------------------- Administrative services fees 146,461 - -------------------------------------------------------------------------- Custodian fees 945,837 - -------------------------------------------------------------------------- Distribution fees: Class A 1,012,424 - -------------------------------------------------------------------------- Class B 546,731 - -------------------------------------------------------------------------- Class C 434,351 - -------------------------------------------------------------------------- Transfer agent fees 1,437,072 - -------------------------------------------------------------------------- Transfer agent fees -- Institutional 702 - -------------------------------------------------------------------------- Trustees' and officer's fees and benefits 27,154 - -------------------------------------------------------------------------- Other 322,731 ========================================================================== Total expenses 9,808,829 ========================================================================== Less: Fees waived, expenses reimbursed and expense offset arrangements (366,363) ========================================================================== Net expenses 9,442,466 ========================================================================== Net investment income 2,144,067 ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain (loss) from: Investment securities 78,837,722 - -------------------------------------------------------------------------- Foreign currencies (1,025,387) ========================================================================== 77,812,335 ========================================================================== Change in net unrealized appreciation of: Investment securities (net of change in estimated tax on foreign investments held of $342,267--Note 1J) 67,960,649 - -------------------------------------------------------------------------- Foreign currencies 45,690 ========================================================================== 68,006,339 ========================================================================== Net gain from investment securities and foreign currencies 145,818,674 ========================================================================== Net increase in net assets resulting from operations $147,962,741 __________________________________________________________________________ ========================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-6 AIM Developing Markets Fund STATEMENT OF CHANGES IN NET ASSETS For the years ended October 31, 2006 and 2005 <Table> <Caption> 2006 2005 - ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income $ 2,144,067 $ 1,411,734 - ------------------------------------------------------------------------------------------ Net realized gain from investment securities and foreign currencies 77,812,335 34,211,491 - ------------------------------------------------------------------------------------------ Change in net unrealized appreciation of investment securities and foreign currencies 68,006,339 36,657,029 ========================================================================================== Net increase in net assets resulting from operations 147,962,741 72,280,254 ========================================================================================== Distributions to shareholders from net investment income: Class A (1,870,432) -- - ------------------------------------------------------------------------------------------ Class B (87,623) -- - ------------------------------------------------------------------------------------------ Class C (42,557) -- - ------------------------------------------------------------------------------------------ Institutional Class (2,313) -- ========================================================================================== Decrease in net assets resulting from distributions (2,002,925) -- ========================================================================================== Share transactions-net: Class A 117,009,122 5,825,461 - ------------------------------------------------------------------------------------------ Class B 10,643,675 (134,117) - ------------------------------------------------------------------------------------------ Class C 43,745,216 3,879,104 - ------------------------------------------------------------------------------------------ Institutional Class 7,252,902 23,932 ========================================================================================== Net increase in net assets resulting from share transactions 178,650,915 9,594,380 ========================================================================================== Net increase in net assets 324,610,731 81,874,634 ========================================================================================== NET ASSETS: Beginning of year 312,390,587 230,515,953 ========================================================================================== End of year (including undistributed net investment income of $1,337,675 and $1,290,314, respectively) $637,001,318 $312,390,587 __________________________________________________________________________________________ ========================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-7 AIM Developing Markets Fund NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Developing Markets Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital with a secondary objective of income. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and F-8 AIM Developing Markets Fund ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. REDEMPTION FEES -- The Fund has a 2% redemption fee that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions, including exchanges of shares held less than 30 days. The redemption fee is recorded as an increase in shareholder capital and is allocated among the share classes based on the relative net assets of each class. J. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. K. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. F-9 AIM Developing Markets Fund NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $500 million 0.975% - -------------------------------------------------------------------- Next $500 million 0.95% - -------------------------------------------------------------------- Next $500 million 0.925% ==================================================================== Over $1.5 billion 0.90% ___________________________________________________________________ ==================================================================== </Table> Through June 30, 2007, AIM has contractually agreed to waive advisory fees to the extent necessary so that the advisory fees payable by the Fund (based on the Fund's average daily net assets) do not exceed the annual rate of: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.935% - -------------------------------------------------------------------- Next $250 million 0.91% - -------------------------------------------------------------------- Next $500 million 0.885% - -------------------------------------------------------------------- Next $1.5 billion 0.86% - -------------------------------------------------------------------- Next $2.5 billion 0.835% - -------------------------------------------------------------------- Next $2.5 billion 0.81% - -------------------------------------------------------------------- Next $2.5 billion 0.785% - -------------------------------------------------------------------- Over $10 billion 0.76% ___________________________________________________________________ ==================================================================== </Table> AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C and Institutional Class shares to 1.75%, 2.50%, 2.50% and 1.50% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time audit to be used to offset future custodian expenses. Those credits are used to pay certain expenses incurred by the Fund. AIM did not waive fees and/or reimburse expenses during the period under this expense limitation. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the fund). Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the year ended October 31, 2006, AIM waived advisory fees of $272,130. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the year ended October 31, 2006, AMVESCAP reimbursed expenses of the Fund in the amount of $2,440. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the year ended October 31, 2006, AIM was paid $146,461. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the year ended October 31, 2006, the Fund paid AIS $1,437,072 for Class A, Class B and Class C share classes and $702 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to F-10 AIM Developing Markets Fund customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended October 31, 2006, the Class A, Class B and Class C shares paid $1,012,424, $546,731 and $434,351, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2006, ADI advised the Fund that it retained $230,814 in front-end sales commissions from the sale of Class A shares and $9,304, $67,529 and $28,586 from Class A, Class B and Class C shares, respectively, for CDSC imposed on redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The tables below show the transactions in and earnings from investments in affiliated money market funds for the year ended October 31, 2006. INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ----------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 5,814,306 $113,198,665 $(104,725,704) $ -- $14,287,267 $ 605,445 $ -- - ----------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class -- 40,638,909 (26,351,642) -- 14,287,267 217,285 -- - ----------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio-Institutional Class 5,814,306 80,294,705 (86,109,011) -- -- 390,426 -- =================================================================================================================================== Subtotal $11,628,612 $234,132,279 $(217,186,357) $ -- $28,574,534 $1,213,156 $ -- =================================================================================================================================== </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME* GAIN (LOSS) - ------------------------------------------------------------------------------------------------------------------------------ Liquid Assets Portfolio-Institutional Class $5,177,645 $127,292,459 $ (95,361,831) $ -- $37,108,273 $120,043 $ -- - ------------------------------------------------------------------------------------------------------------------------------ STIC Prime Portfolio-Institutional Class 5,177,645 127,292,459 (95,361,831) -- 37,108,273 120,761 -- ============================================================================================================================== Subtotal $10,355,290 $254,584,918 $(190,723,662) $ -- $74,216,546 $240,804 $ -- ============================================================================================================================== </Table> * Net of compensation to counterparties. INVESTMENTS IN OTHER AFFILIATES: The Investment Company Act of 1940 defines affiliates as those issuances in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The following is a summary of the transactions with affiliates for the year ended October 31, 2006 <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ----------------------------------------------------------------------------------------------------------------------------------- Contax Participacoes SA-ADR $ 108,868 $ -- $ (196,663) $ 87,795 $ -- $ -- $157,344 - ----------------------------------------------------------------------------------------------------------------------------------- Yantai North Andre Juice Co. Ltd.-Class H (cost $3,415,349) 733,201 1,986,331 -- 496,574 3,216,106 -- -- =================================================================================================================================== Subtotal $ 842,069 $ 1,986,331 $ (196,663) $584,369 $ 3,216,106 $ -- $157,344 =================================================================================================================================== Total Investments in Affiliates $22,825,971 $490,703,528 $(408,106,682) $584,369 $106,007,186 $1,453,960 $157,344 ___________________________________________________________________________________________________________________________________ =================================================================================================================================== </Table> NOTE 4--SECURITY TRANSACTIONS WITH AFFILIATED FUNDS The Fund is permitted to purchase or sell securities from or to certain other AIM Funds under specified conditions outlined in procedures adopted by the Board of Trustees of the Trust. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another fund F-11 AIM Developing Markets Fund or portfolio that is or could be considered an affiliate by virtue of having a common investment advisor (or affiliated investment advisors), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. Pursuant to these procedures, for the year ended October 31, 2006, the Fund engaged in securities purchases of $1,012,905. NOTE 5--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the year ended October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $91,793. NOTE 6--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the year ended October 31, 2006, the Fund paid legal fees of $5,009 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 7--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceed 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the year ended October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 8--PORTFOLIO SECURITIES LOANED The Fund may lend portfolio securities having a market value up to one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to any loss on the collateral invested. At October 31, 2006, securities with an aggregate value of $73,429,063 were on loan to brokers. The loans were secured by cash collateral of $74,216,547 received by the Fund and subsequently invested in affiliated money market funds. For the year ended October 31, 2006, the Fund received dividends on cash collateral investments of $240,804 for securities lending transactions, which are net of compensation to counterparties. F-12 AIM Developing Markets Fund NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the years ended October 31, 2006 and 2005 was as follows: <Table> <Caption> 2006 2005 - ---------------------------------------------------------------------------------- Distributions paid from ordinary income $2,002,925 $ -- __________________________________________________________________________________ ================================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - ---------------------------------------------------------------------------- Undistributed ordinary income $ 1,366,609 - ---------------------------------------------------------------------------- Unrealized appreciation -- investments 188,169,443 - ---------------------------------------------------------------------------- Temporary book/tax differences (28,935) - ---------------------------------------------------------------------------- Capital loss carryover (89,999,265) - ---------------------------------------------------------------------------- Shares of beneficial interest 537,493,466 ============================================================================ Total net assets $637,001,318 ____________________________________________________________________________ ============================================================================ </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales. The tax-basis unrealized appreciation (depreciation) on investments amount includes appreciation (depreciation) on foreign currencies of $(135,079). The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions. Under these limitation rules, the Fund is limited as of October 31, 2006 to utilizing $78,906,159 of capital loss carryforward in the fiscal year ended October 31, 2007. The Fund utilized $77,636,256 of capital loss carryforward in the current period to offset net realized capital gain for federal income tax purposes. The Fund has a capital loss carryforward as of October 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- October 31, 2007 $ 8,645,765 - ----------------------------------------------------------------------------- October 31, 2008 14,769,982 - ----------------------------------------------------------------------------- October 31, 2009 59,191,537 - ----------------------------------------------------------------------------- October 31, 2010 7,382,001 - ----------------------------------------------------------------------------- October 31, 2012 9,980 ============================================================================= Total capital loss carryforward $89,999,265 _____________________________________________________________________________ ============================================================================= </Table> * Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code. NOTE 10--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2006 was $391,268,685 and $238,664,830, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $196,514,711 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (8,210,189) ============================================================================== Net unrealized appreciation of investment securities $188,304,522 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $512,984,323. </Table> F-13 AIM Developing Markets Fund NOTE 11--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions and passive foreign investment companies transactions, on October 31, 2006, undistributed net investment income was decreased by $93,781 and undistributed net realized gain (loss) was increased by $93,781. This reclassification had no effect on the net assets of the Fund. NOTE 12--SHARE INFORMATION The Fund currently offers four different classes of shares: Class A, Class B, Class C and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ------------------------------------------------------------------------------------------------------------------------ YEAR ENDED OCTOBER 31, ---------------------------------------------------------- 2006(A) 2005 --------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT - ------------------------------------------------------------------------------------------------------------------------ Sold: Class A 11,696,334 $ 252,752,508 3,978,681 $ 62,313,747 - ------------------------------------------------------------------------------------------------------------------------ Class B 1,875,366 38,551,820 986,903 14,816,911 - ------------------------------------------------------------------------------------------------------------------------ Class C 3,330,928 69,840,874 930,346 13,543,724 - ------------------------------------------------------------------------------------------------------------------------ Institutional Class(b) 336,833 7,341,257 1,437 23,932 ======================================================================================================================== Issued as reinvestment of dividends: Class A 87,544 1,630,935 -- -- - ------------------------------------------------------------------------------------------------------------------------ Class B 4,342 79,163 -- -- - ------------------------------------------------------------------------------------------------------------------------ Class C 2,097 38,175 -- -- - ------------------------------------------------------------------------------------------------------------------------ Institutional Class(b) 124 2,313 -- -- ======================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 327,986 7,111,628 350,620 5,239,210 - ------------------------------------------------------------------------------------------------------------------------ Class B (336,300) (7,111,628) (358,220) (5,239,210) ======================================================================================================================== Reacquired:(c) Class A (6,796,226) (144,485,949) (4,100,354) (61,727,496) - ------------------------------------------------------------------------------------------------------------------------ Class B (1,005,717) (20,875,680) (647,485) (9,711,818) - ------------------------------------------------------------------------------------------------------------------------ Class C (1,255,931) (26,133,833) (676,864) (9,664,620) - ------------------------------------------------------------------------------------------------------------------------ Institutional Class(b) (4,416) (90,668) -- -- ======================================================================================================================== 8,262,964 $ 178,650,915 465,064 $ 9,594,380 ________________________________________________________________________________________________________________________ ======================================================================================================================== </Table> (a) There are three entities that are each record owners of more than 5% of the outstanding shares of the Fund and in the aggregate they own 25% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, AIM and or AIM affiliates including but not limited to services such as, securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially. (b) Institutional Class shares commenced sales on October 25, 2005. (c) Amount is net of redemption fees of $93,189, $12,401, $10,874 and $861 for Class A, Class B, Class C and Institutional Class shares, respectively, for the year ended October 31, 2006 and $32,296, $4,298, $1,389 and $0 for Class A, Class B, Class C and Institutional Class shares, respectively, for the year ended October 31, 2005. NOTE 13--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-14 AIM Developing Markets Fund NOTE 14--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ----------------------------------------------------------- YEAR ENDED OCTOBER 31, ----------------------------------------------------------- 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 16.81 $ 12.71 $ 10.52 $ 6.96 $ 6.32 - ------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.12 0.09 0.02 0.04 (0.01) - ------------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 6.98 4.01 2.19 3.52 0.74 ========================================================================================================================= Total from investment operations 7.10 4.10 2.21 3.56 0.73 ========================================================================================================================= Less dividends from net investment income (0.11) -- (0.02) -- (0.09) ========================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 -- -- ========================================================================================================================= Net asset value, end of period $ 23.80 $ 16.81 $ 12.71 $ 10.52 $ 6.96 _________________________________________________________________________________________________________________________ ========================================================================================================================= Total return(b) 42.45% 32.26% 21.05% 51.15% 11.37% _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $502,546 $265,583 $197,848 $209,221 $123,812 _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.74%(c) 1.83% 2.00% 2.00% 1.84% - ------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.80%(c) 1.98% 2.22% 2.33% 2.35% ========================================================================================================================= Ratio of net investment income (loss) to average net assets 0.57%(c) 0.62% 0.16% 0.44% (0.07)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Portfolio turnover rate 51% 40% 49% 100% 109% _________________________________________________________________________________________________________________________ ========================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $404,969,496. <Table> <Caption> CLASS B ------------------------------------------------------ YEAR ENDED OCTOBER 31, ------------------------------------------------------ 2006 2005 2004 2003 2002 - -------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 16.40 $ 12.48 $ 10.36 $ 6.89 $ 6.25 - -------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.04) (0.01) (0.04) (0.01) (0.05) - -------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 6.81 3.93 2.16 3.48 0.73 ==================================================================================================================== Total from investment operations 6.77 3.92 2.12 3.47 0.68 ==================================================================================================================== Less dividends from net investment income (0.04) -- -- -- (0.04) ==================================================================================================================== Redemption fees added to shares of beneficial interest 0.01 0.00 0.00 -- -- ==================================================================================================================== Net asset value, end of period $ 23.14 $ 16.40 $ 12.48 $ 10.36 $ 6.89 ____________________________________________________________________________________________________________________ ==================================================================================================================== Total return(b) 41.38% 31.41% 20.46% 50.36% 10.85% ____________________________________________________________________________________________________________________ ==================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $61,055 $34,456 $26,447 $30,111 $31,465 ____________________________________________________________________________________________________________________ ==================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.49%(c) 2.50% 2.52% 2.53% 2.38% - -------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.55%(c) 2.65% 2.74% 2.86% 2.89% ==================================================================================================================== Ratio of net investment income (loss) to average net assets (0.18)%(c) (0.05)% (0.36)% (0.08)% (0.61)% ____________________________________________________________________________________________________________________ ==================================================================================================================== Portfolio turnover rate 51% 40% 49% 100% 109% ____________________________________________________________________________________________________________________ ==================================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $54,673,097. F-15 AIM Developing Markets Fund NOTE 14--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C --------------------------------------------------- YEAR ENDED OCTOBER 31, --------------------------------------------------- 2006 2005 2004 2003 2002 - ----------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 16.38 $ 12.46 $10.34 $ 6.88 $ 6.25 - ----------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.04) (0.01) (0.04) (0.01) (0.05) - ----------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 6.81 3.93 2.16 3.47 0.72 ================================================================================================================= Total from investment operations 6.77 3.92 2.12 3.46 0.67 ================================================================================================================= Less dividends from net investment income (0.04) -- -- -- (0.04) ================================================================================================================= Redemption fees added to shares of beneficial interest 0.01 0.00 0.00 -- -- ================================================================================================================= Net asset value, end of period $ 23.12 $ 16.38 $12.46 $10.34 $ 6.88 _________________________________________________________________________________________________________________ ================================================================================================================= Total return(b) 41.43% 31.46% 20.50% 50.29% 10.69% _________________________________________________________________________________________________________________ ================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $65,416 $12,327 $6,222 $4,361 $2,557 _________________________________________________________________________________________________________________ ================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.49%(c) 2.50% 2.52% 2.53% 2.38% - ----------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.55%(c) 2.65% 2.74% 2.86% 2.89% ================================================================================================================= Ratio of net investment income (loss) to average net assets (0.18)%(c) (0.05)% (0.36)% (0.08)% (0.61)% _________________________________________________________________________________________________________________ ================================================================================================================= Portfolio turnover rate 51% 40% 49% 100% 109% _________________________________________________________________________________________________________________ ================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $43,435,122. <Table> <Caption> INSTITUTIONAL CLASS ---------------------------------- OCTOBER 25, 2005 (DATE SALES YEAR ENDED COMMENCED) TO OCTOBER 31, OCTOBER 31, 2006 2005 - ------------------------------------------------------------------------------------------------ Net asset value, beginning of period $16.81 $16.64 - ------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income(a) 0.24 0.00 - ------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 6.98 0.17 ================================================================================================ Total from investment operations 7.22 0.17 ================================================================================================ Less dividends from net investment income (0.13) -- ================================================================================================ Redemption fees added to shares of beneficial interest 0.01 0.00 ================================================================================================ Net asset value, end of period $23.91 $16.81 ________________________________________________________________________________________________ ================================================================================================ Total return(b) 43.20% 1.02% ________________________________________________________________________________________________ ================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $7,984 $ 24 ________________________________________________________________________________________________ ================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.23%(c) 1.34%(d) - ------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 1.28%(c) 1.45%(d) ================================================================================================ Ratio of net investment income to average net assets 1.07%(c) 1.11%(d) ________________________________________________________________________________________________ ================================================================================================ Portfolio turnover rate(e) 51% 40% ________________________________________________________________________________________________ ================================================================================================ </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $3,276,560. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-16 AIM Developing Markets Fund NOTE 15--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor - -Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. F-17 AIM Developing Markets Fund NOTE 15--LEGAL PROCEEDINGS--(CONTINUED) At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-18 AIM Developing Markets Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Developing Markets Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Developing Markets Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2006 by correspondence with the custodian, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP December 20, 2006 Houston, Texas F-19 AIM Developing Markets Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION Of ordinary dividends paid to shareholders during the Fund's tax year ended October 31, 2006, 0% is eligible for the dividends received deduction for corporations. For its tax year ended October 31, 2006 the Fund designates 100%, or the maximum amount allowable, of its dividend distributions as qualified dividend income. Your actual amount of qualified dividend income for the calendar year will be reported in your Form 1099-DIV. You should consult your tax advisor regarding treatment of the amounts. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS For its tax year ended October 31, 2006, the Fund designates 1.80%, or the maximum amount allowable, of its dividend distributions as qualified interest income exempt from U.S. income tax for non-resident alien shareholders. Your actual amount of qualified interest income for the calendar year will be reported in your Form 1042-S mailing. You should consult your tax advisor regarding treatment of the amounts. The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended January 31, 2006, April 30, 2006 and July 31, 2006 and October 31, 2006 are 99.67%, 99.04%, 99.08% and 99.62%, respectively. F-20 AIM Developing Markets Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-21 TRUSTEES AND OFFICERS--(CONTINUED) AIM Developing Markets Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers Suite 100 11 Greenway Plaza Inc. LLP Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street Houston, TX 77046-1173 Suite 100 Suite 2900 Houston, TX 77046-1173 Houston, TX 77002-5678 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-22 [eDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/eDELIVERY GRAPHIC] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent quarter-end. send you an e-mail notification containing links to these Mutual funds distributed by A I M Distributors, Inc. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment WHY SIGN UP? Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary Register for eDelivery to: of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets under o reduce the amount of paper you receive. management as of October 31, 2006. o gain access to your documents faster by not waiting for the CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND mail. EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND o view your documents online anytime at your convenience. READ IT CAREFULLY BEFORE INVESTING. o save the documents to your personal computer or print them out for your records. AIMinvestments.com DVM-AR-1 A I M Distributors, Inc. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. [YOUR GOALS. OUR SOLUTIONS.] --Registered Trademark-- Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- FIXED INCOME AIM ENHANCED SHORT BOND FUND Short-Term Taxable Annual Report to Shareholders o October 31, 2006 Investment Grade Table of Contents Supplemental Information .......... 2 Letters to Shareholders ........... 3 Performance Summary ............... 5 Management Discussion ............. 5 Fund Expenses ..................... 7 Long-term Fund Performance ........ 8 Approval of Advisory Agreement .... 10 Schedule of Investments ........... F-1 Financial Statements .............. F-5 Notes to Financial Statements ..... F-7 Financial Highlights .............. F-15 Auditor's Report .................. F-17 [COVER GLOBE IMAGE] Tax Disclosures ................... F-18 Trustees and Officers ............. F-19 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Enhanced Short Bond Fund AIM ENHANCED SHORT BOND FUND SEEKS TO PROVIDE TOTAL RETURN. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES o The prices of and the income generated o The Fund is not managed to track the by securities held by the Fund may performance of any particular index, o Class R shares are available only to decline in response to certain factors, including the indexes defined here, and certain retirement plans. Please see the including some directly involving the consequently, the performance of the prospectus for more information. companies and governments whose Fund may deviate significantly from the securities are owned by the Fund. These performance of the indexes. PRINCIPAL RISKS OF INVESTING IN factors include general economic and THE FUND market conditions, regional or global o A direct investment cannot be made in economic instability and currency and an index. Unless otherwise indicated, o Foreign securities have additional interest rate fluctuations. index results include reinvested risks, including exchange rate changes, dividends, and they do not reflect sales political and economic upheaval, the o The Fund may invest in mortgage and charges. Performance of an index of relative lack of information about these asset-backed securities. These funds reflects fund expenses; companies, relatively low market securities are subject to prepayment or performance of a market index does not. liquidity and the potential lack of call risk, which is the risk that strict financial and accounting controls payments from borrowers may be received OTHER INFORMATION and standards. earlier or later than expected due to changes in the rate at which the o The returns shown in management's o The Fund may invest in debt securities underlying loans are prepaid. discussion of Fund performance are based such as notes and bonds that carry on net asset values calculated for interest rate risk and credit risk. ABOUT INDEXES USED IN THIS REPORT shareholder transactions. Generally accepted accounting principles require o The Fund may use enhanced investment o The unmanaged LEHMAN BROTHERS U.S. adjustments to be made to the net assets techniques such as leveraging and AGGREGATE BOND INDEX (the Lehman of the Fund at period end for financial derivatives. Leveraging entails special Aggregate), which represents the U.S. reporting purposes, and as such, the net risks such as magnifying changes in the investment-grade fixed-rate bond market asset values for shareholder value of the portfolio's securities. (including government and corporate transactions and the returns based on Derivatives are subject to counter party securities, mortgage pass-through those net asset values may differ from risk--the risk that the other party will securities and asset-backed securities), the net asset values and returns not complete the transaction with the is compiled by Lehman Brothers, a global reported in the Financial Highlights. Fund. investment bank. o Industry classifications used in this o There is no guarantee that the o The U.S. THREE-MONTH LONDON INTERBANK report are generally according to the investment techniques and risk analyses OFFERED RATE (LIBOR) is the interest Global Industry Classification Standard, used by the Fund's managers will produce rate the world's most creditworthy banks which was developed by and is the the desired results. charge one another for large loans. It exclusive property and a service mark of is used worldwide as a base interest Morgan Stanley Capital International o The Fund is subject to rate for loans to major corporations. Inc. and Standard & Poor's. currency/exchange rate risk since it may buy or sell currencies other than the o The unmanaged LIPPER SHORT INVESTMENT o The Board of Trustees of AIM U.S. dollar. GRADE FUNDS INDEX is an equally weighted Investment Funds, on behalf of AIM representation of the 30 largest funds Enhanced Short Bond Fund, has approved o The Fund may invest in lower quality that make up the Lipper Short Investment changing the fund's name to "AIM LIBOR debt securities, commonly known as "junk Grade Debt category. These funds invest Alpha Fund," effective February 28, bonds." Compared to higher quality debt primarily in investment grade debt 2007. securities, junk bonds involve greater issues with dollar- weighted average risk of default or price changes due to maturities of less than three years. o Effective January 1, 2007: The Fund changes in credit quality of the issuer generally declares dividends monthly and because they are generally unsecured and pays dividends, if any, monthly. because they may be subordinated to other creditors' claims. Credit ratings of junk bonds do not necessarily reflect Continued on page 9 their actual market risk. ================================================================================ ======================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND FUND NASDAQ SYMBOLS PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class A Shares EASBX ================================================================================ Class C Shares CESBX NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE Class R Shares RESBX AIMinvestments.com ======================================== 2 AIM Enhanced Short Bond Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that many investors may see the value of their investments [TAYLOR increase this year. Global equity markets, collectively, PHOTO] recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same Philip Taylor period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments --Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Enhanced Short Bond Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed [CROCKETT its comprehensive review* of each fund's advisory agreement PHOTO] with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be positive about AIM's management and strategic direction. Bruce L. Crockett Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Enhanced Short Bond Fund Management's discussion In constructing the Fund's portfolio, of Fund performance we employ both top-down and bottom-up analysis. Top-down analysis takes into ===================================================================================== account general economic and market PERFORMANCE SUMMARY trends while bottom-up analysis involves an evaluation of securities on an For the period from the Fund's inception on March 31, 2006, through October individual basis. Our goal is to 31, 2006, AIM Enhanced Short Bond Fund, excluding applicable sales charges, outperform the Fund's style-specific underperformed the Fund's broad market and style-specific indexes. Most of this index through an analysis of a variety underperformance was the result of the Fund's defensive duration positioning, of alpha sources (specific factors especially during the third quarter of 2006. In addition, the currency affecting the return on investments management detracted incrementally from the Fund's total return because of long relative to a benchmark), including high positions in the Japanese yen and the South African rand. yield, emerging market, country and currency risks. Your Fund's performance appears on pages 8 and 9. We also will consider macroeconomic FUND VS. INDEXES and sector level factors such as Cumulative total returns, 3/31/06-10/31/06, excluding applicable sales charges. economic or political conditions, If sales charges were included, returns would be lower. monetary policy and emerging market trends. Factors we take into consideration in selecting an individual Class A Shares 1.82% security for the portfolio include cash Class C Shares 1.67 flow coverage, revenue growth, stability Class R Shares 1.67 of credit ratings and business margin Lehman Brothers U.S. Aggregate Bond Index (Broad Market Index) 4.41 conditions. U.S. Three-Month London Interbank Offered Rate (Style-Specific Index) 3.14 Lipper Short Investment Grade Funds Index (Peer Group Index) 3.14 We will consider selling a particular security when there is a change in risk SOURCE: LIPPER INC. factors relative to its potential ===================================================================================== return. HOW WE INVEST MARKET CONDITIONS AND YOUR FUND AIM Enhanced Short Bond Fund's objective structured securitized debt securities, Economic activity had slowed by the end is to provide total return. The Fund such as asset-backed securities and both of the reporting period, the result of seeks to meet this objective by residential and commercial two years of tightening by the U.S. attempting to exceed the return of the mortgage-backed securities. In managing Federal Reserve Board (the Fed), record U.S. Three-Month LIBOR. the portfolio, we may use synthetic and oil prices and a slowing housing market. derivative instruments, such as swaps Gross domestic product (GDP), the We invest in a diversified portfolio (including interest rate, currency, broadest measure of economic activity, of domestic and foreign government and total return and credit default swaps), advanced at an annualized rate of 2.6% corporate debt securities, including put and call options, futures contracts in the second quarter, down from the securities of emerging markets. We may and forward currency contracts. exceptionally strong 5.6% annualized also invest in growth (continued) =============================================================== =============================================================== PORTFOLIO COMPOSITION TOP 10 FIXED-INCOME ISSUERS* By industry 1. Poland Government Bond (Poland) 4.1% Consumer Receivables 25.8% 2. Residential Asset Securities Corp. 3.3 Collateralized Mortgage Obligations 11.9 3. Countrywide Asset-Backed Ctfs. 3.1 Diversified Banks 4.6 4. Washington Mutual Master Note Trust 2.9 Investment Banking & Brokerage 4.2 5. Wells Fargo Mortgage Backed Securities Trust 2.8 Sovereign Debt 4.1 6. Credit Suisse (USA) Inc. 2.7 Regional Banks 3.9 7. ConocoPhillips Australia Funding Co. 2.4 Consumer Finance 3.8 8. SLM Corp. 2.3 Thrifts & Mortgage Finance 3.3 9. Structured Asset Securities Corp. 2.3 Other Industries, Each with Less than 3% of Total 10. ACE Securities Corp. 2.2 Net Assets 36.2 Money Market Funds Plus Other Assets Less Liabilities 2.2 Total Net Assets $52.22 million The Fund's holdings are subject to change, and there is no Total Number of Holdings* 92 assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. =============================================================== =============================================================== 5 AIM Enhanced Short Bond Fund rate recorded in the first quarter. asset-backed securities (ABS), as they Kenneth R. Bowling Early estimates suggested that GDP appeared to be attractive from a Chartered Financial slowed to an annualized rate of 2.2% for valuation perspective. In general, [BOWLING Analyst, portfolio the third quarter. investment grade corporate bonds also PHOTO] manager, is a portfolio benefited from continued stable economic manager of AIM Enhanced On June 29, the Fed announced its and credit fundamentals, strong foreign Short Bond Fund. Mr. 17th consecutive interest rate increase demand and decreased volatility in the Bowling has been with the Fund's and raised the federal funds target rate equity markets, particularly during the advisor's worldwide fixed income by 25 basis points (0.25%) to 5.25%. second part of the reporting period. As division since 1993. Prior to assuming However, signs of a cooling U.S. economy a result, the Fund's sizable positions his current position, he served as prompted investors to conclude that the in these two segments of the bond market division's director of investment need for further near-term interest rate were beneficial to performance. strategy. He earned a B.S. in mechanical hikes was diminishing. In line with engineering and an M.S. in engineering these expectations, the Fed kept its Changes in currency exchange rates from the University of Louisville. target for the federal funds rate continued to represent an important unchanged at 5.25% for two consecutive driver of the Fund's performance over meetings in August and September. the past several months. The Fund was James F. Guenther long the yen versus the U.S. dollar. [GUENTHER Chartered Financial The rally in the bond market during This positioning was detrimental, as the PHOTO] Analyst, portfolio the past few months was driven by economic growth in Japan showed signs of manager, is co-portfolio evidence of a weakening economy and softening, and the timing and magnitude manager of AIM Enhanced indications that inflation was well of any further rate hikes by the Bank of Short Bond Fund. Mr. under control. The general upward trend Japan remained questionable. Generally, Guenther joined the Fund's advisor in in bond yields, which had been evident an economic slowdown leads to a decrease 1992. Prior to assuming his current for the first part of the year, came to in the interest rates, which generally duties, he worked at two investment an end in late June. Both long-term and results in a fall in the exchange rate research firms. Mr. Guenther earned a short-term yields dropped significantly of national currency. The Fund also B.S. in business administration from by the end of this reporting period as maintained long positions in the South Western Michigan University and attended the market participants saw inflation as African rand. The rand's movements the DePaul University of Law. a lessening threat. against the U.S. dollar are often influenced by the direction of gold and In international markets, solid gains platinum due to South Africa's position Stephen M. Johnson in most European markets were adversely as the world's largest producer of gold, Chartered Financial affected by a stronger U.S. dollar platinum and diamonds. The Fund's [JOHNSON Analyst, portfolio during the past few months. Emerging currency exposure to the South African PHOTO] manager, is co-portfolio markets provided excellent results for rand detracted from performance as the manager of AIM Enhanced the past five months, while Japan U.S. dollar continued to exhibit Short Bond Fund. Mr. produced modestly negative returns. strength during the last several months. Johnson began his investment career in 1986 and joined the Fund's advisor in We began this reporting period with a IN CLOSING 1991. He previously worked as a trader bearish outlook for global fixed income at another investment firm and a markets. Our analysis indicated that Thank you for your continued investment portfolio manager at a major bank. He inflation-adjusted bond yields were too in AIM Enhanced Short Bond Fund. earned a B.S. in petroleum engineering low, particularly on the longer maturity from the University of Kansas and a end of the yield curve. Consequently, we THE VIEWS AND OPINIONS EXPRESSED IN M.B.A. from Rice University. entered the period with a short fixed MANAGEMENT'S DISCUSSION OF FUND income position from a duration PERFORMANCE ARE THOSE OF A I M ADVISORS, perspective, reflecting our belief that INC. THESE VIEWS AND OPINIONS ARE J. Richard Robben bond prices were overvalued. As the SUBJECT TO CHANGE AT ANY TIME BASED ON Chartered Financial period progressed, yields dropped in FACTORS SUCH AS MARKET AND ECONOMIC [ROBBEN Analyst, senior portfolio fixed income markets, sending bond CONDITIONS. THESE VIEWS AND OPINIONS MAY PHOTO] manager, is co-portfolio prices higher. Thus, the Fund's short NOT BE RELIED UPON AS INVESTMENT ADVICE manager of AIM Enhanced duration position had a negative impact OR RECOMMENDATIONS, OR AS AN OFFER FOR A Short Bond Fund. Mr. on performance on an absolute basis PARTICULAR SECURITY. THE INFORMATION IS Robben has been with the Fund's during the reporting period. NOT A COMPLETE ANALYSIS OF EVERY ASPECT advisor's worldwide fixed income OF ANY MARKET, COUNTRY, INDUSTRY, division since 1996. He served as the On a more positive note, the Fund's SECURITY OR THE FUND. STATEMENTS OF FACT division's director of information spread management generally added value ARE FROM SOURCES CONSIDERED RELIABLE, technology before beginning his throughout the period. Spread refers to BUT A I M ADVISORS, INC. MAKES NO investment career in 2002. He earned a the difference in yield between bonds of REPRESENTATION OR WARRANTY AS TO THEIR B.S. in business administration from similar maturities but differing credit COMPLETENESS OR ACCURACY. ALTHOUGH Bellarmine University. In addition to qualities. HISTORICAL PERFORMANCE IS NO GUARANTEE various technology-related designations, OF FUTURE RESULTS, THESE INSIGHTS MAY Mr. Robben has served on the board of Throughout the reporting period, the HELP YOU UNDERSTAND OUR INVESTMENT the CFA Society of Louisville since majority of our bond positions were held MANAGEMENT PHILOSOPHY. 2003. in corporate and asset-backed securities of both fixed rate and floating rate See important Fund and index FOR A PRESENTATION OF YOUR FUND'S bonds. We favored collateralized disclosures on the inside front cover. PERFORMANCE, PLEASE SEE PAGES 8 AND 9. securities, particularly the U.S. 6 AIM Enhanced Short Bond Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE estimate the expenses that you paid over The hypothetical account values and the period. Simply divide your account expenses may not be used to estimate the As a shareholder of the Fund, you incur value by $1,000 (for example, an $8,600 actual ending account balance or two types of costs: (1) transaction account value divided by $1,000 = 8.6), expenses you paid for the period. You costs, which may include sales charges then multiply the result by the number may use this information to compare the (loads) on purchase payments or in the table under the heading entitled ongoing costs of investing in the Fund contingent deferred sales charges on "Actual Expenses Paid During Period" to and other funds. To do so, compare this redemptions, and redemption fees, if estimate the expenses you paid on your 5% hypothetical example with the 5% any; and (2) ongoing costs, including account during this period. hypothetical examples that appear in the management fees; distribution and/or shareholder reports of the other funds. service (12b-1) fees; and other Fund HYPOTHETICAL EXAMPLE FOR COMPARISON expenses. This example is intended to PURPOSES Please note that the expenses shown help you understand your ongoing costs in the table are meant to highlight your (in dollars) of investing in the Fund The table below also provides ongoing costs only and do not reflect and to compare these costs with ongoing information about hypothetical account any transaction costs, such as sales costs of investing in other mutual values and hypothetical expenses based charges (loads) on purchase payments, funds. The example is based on an on the Fund's actual expense ratio and contingent deferred sales charges on investment of $1,000 invested at the an assumed rate of return of 5% per year redemptions, and redemption fees, if beginning of the period and held for the before expenses, which is not the Fund's any. Therefore, the hypothetical entire period May 1, 2006, through actual return. The Fund's actual information is useful in comparing October 31, 2006. cumulative total returns at net asset ongoing costs only, and will not help value after expenses for the six months you determine the relative total costs ACTUAL EXPENSES ended October 31, 2006, appear in the of owning different funds. In addition, table "Cumulative Total Returns" on if these transaction costs were The table below provides information page 9. included, your costs would have been about actual account values and actual higher. expenses. You may use the information in this table, together with the amount you invested, to ==================================================================================================================================== ACTUAL HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,011.90 $4.41 $1,020.82 $4.43 0.87% C 1,000.00 1,009.70 5.67 1,019.56 5.70 1.12 R 1,000.00 1,009.70 5.67 1,019.56 5.70 1.12 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM Enhanced Short Bond Fund Your Fund's performance RESULTS OF A $10,000 INVESTMENT Fund and index data from 3/31/06 ==================================================================================================================================== [MOUNTAIN CHART] AIM ENHANCED AIM ENHANCED AIM ENHANCED LEHMAN BROTHERS U.S. THREE-MONTH LIPPER SHORT SHORT BOND FUND SHORT BOND FUND SHORT BOND FUND U.S. AGGREGATE LONDON INTERBANK INVESTMENT GRADE DATE -CLASS A SHARES -CLASS C SHARES -CLASS R SHARES BOND INDEX OFFERED RATE BOND FUNDS INDEX 3/31/06 $9750 $10000 $10000 $10000 $10000 $10000 4/06 9809 10069 10069 9982 10038 10031 5/06 9810 10058 10058 9971 10084 10047 6/06 9805 10060 10050 9992 10128 10063 7/06 9842 10086 10086 10127 10175 10138 8/06 9840 10092 10082 10283 10222 10212 9/06 9867 10108 10108 10373 10266 10268 10/06 9924 10167 10167 10441 10314 10314 ==================================================================================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee management fees; performance of a market comparable future results. index does not. Performance shown in the chart and table(s) does not reflect The data shown in the chart include deduction of taxes a shareholder would reinvested distributions, applicable pay on Fund distributions or sale of sales charges, Fund expenses and Fund shares. Performance of the indexes management fees. Index results include does not reflect the effects of taxes. reinvested dividends, but they do not reflect sales charges. Performance of an index of funds reflects fund expenses and 8 AIM Enhanced Short Bond Fund ======================================== ======================================== ======================================== CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 1.19% Inception (3/31/06) -0.76% CLASS A SHARES Class C Shares 0.97 Inception (3/31/06) -1.34% Class R Shares 0.97 CLASS C SHARES ======================================== Inception (3/31/06) 1.67% CLASS C SHARES Inception (3/31/06) 1.10% CLASS R SHARES Inception (3/31/06) 1.67% CLASS R SHARES Inception (3/31/06) 1.10% ======================================== ======================================== THE PERFORMANCE DATA QUOTED REPRESENT INVESTMENT RETURN AND PRINCIPAL VALUE REFLECT A 0.75% CDSC THAT MAY BE IMPOSED PAST PERFORMANCE AND CANNOT GUARANTEE WILL FLUCTUATE SO THAT YOU MAY HAVE A ON A TOTAL REDEMPTION OF RETIREMENT PLAN COMPARABLE FUTURE RESULTS; CURRENT GAIN OR LOSS WHEN YOU SELL SHARES. ASSETS WITHIN THE FIRST YEAR. PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE VISIT AIMinvestments.com FOR THE CLASS A SHARE PERFORMANCE REFLECTS THE PERFORMANCE OF THE FUND'S SHARE MOST RECENT MONTH-END PERFORMANCE. THE MAXIMUM 2.50% SALES CHARGE. CLASS C CLASSES WILL DIFFER PRIMARILY DUE TO PERFORMANCE FIGURES REFLECT REINVESTED SHARES DO NOT HAVE A FRONT-END SALES DIFFERENT SALES CHARGE STRUCTURES AND DISTRIBUTIONS, CHANGES IN NET ASSET CHARGE OR A CDSC; THEREFORE, PERFORMANCE CLASS EXPENSES. VALUE AND THE EFFECT OF THE MAXIMUM QUOTED IS AT NET ASSET VALUE. CLASS R SALES CHARGE UNLESS OTHERWISE STATED. SHARES DO NOT HAVE A FRONT-END SALES HAD THE ADVISOR NOT WAIVED FEES CHARGE; RETURNS SHOWN ARE AT NET ASSET AND/OR REIMBURSED EXPENSES, PERFORMANCE VALUE AND DO NOT WOULD HAVE BEEN LOWER. Continued from inside front cover The Fund provides a complete list of its Copies of the Fund's Forms N-Q may be Client Services department at holdings four times in each fiscal year, reviewed and copied at the SEC Public 800-959-4246 or on the AIM Web site, at the quarter-ends. For the second and Reference Room in Washington, D.C. You AIMinvestments.com. On the home page, fourth quarters, the lists appear in the can obtain information on the operation scroll down and click on AIM Funds Proxy Fund's semiannual and annual reports to of the Public Reference Room, including Policy. The information is also shareholders. For the first and third information about duplicating fee available on the SEC Web site, sec.gov. quarters, the Fund files the lists with charges, by calling 202-942-8090 or the Securities and Exchange Commission 800-732-0330,or by electronic request at Information regarding how the Fund voted (SEC) on Form N-Q. The most recent list the following e-mail address: proxies related to its portfolio of portfolio holdings is available at publicinfo@sec.gov. The SEC file numbers securities during the 12 months ended AIMinvestments.com. From our home page, for the Fund are 811-05426 and June 30, 2006, is available at our Web click on Products & Performance, then 033-19338. site. Go to AIMinvestments.com, access Mutual Funds, then Fund Overview. Select the About Us tab, click on Required your Fund from the drop-down menu and A description of the policies and Notices and then click on Proxy Voting click on Complete Quarterly Holdings. procedures that the Fund uses to Activity. Next, select the Fund from the Shareholders can also look up the Fund's determine how to vote proxies relating drop-down menu. The information is also Forms N-Q on the SEC Web site at to portfolio securities is available available on the SEC Web site, sec.gov. sec.gov. without charge, upon request, from our 9 AIM Enhanced Short Bond Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the "Board") of other investment personnel to ensure o Breakpoints and economies of scale. AIM Investment Funds (the "Trust") that such individuals are competent and The Board reviewed the structure of the oversees the management of AIM Enhanced able to carry out their responsibilities Fund's advisory fee under the Advisory Short Bond Fund (the "Fund") and, as under the Advisory Agreement. Overall Agreement, noting that it contains two required by law, determines whether to breakpoints. The Board reviewed the approve the Fund's advisory agreement o Overall performance of AIM. Not level of the Fund's advisory fees, and with A I M Advisors, Inc. ("AIM"). Based applicable because this is a new Fund. noted that such fees, as a percentage of upon the recommendation of the However, the Board considered the overall the Fund's net assets, would decrease as Investments Committee of the Board, at a performance of AIM in providing investment net assets increase because the Advisory meeting held on February 1, 2006, the advisory and portfolio administrative Agreement includes breakpoints. The Board, including all of the independent services to other mutual funds advised by Board noted that, because this is a new trustees, approved the initial advisory AIM and concluded that such performance Fund and the way in which the advisory agreement (the "Advisory Agreement") was satisfactory. fee breakpoints have been structured, between the Fund and AIM for an initial the Fund has yet to benefit from the period ending June 30, 2007. o Fees relative to those clients of AIM breakpoints. The Board concluded that with comparable investment strategies. the Fund's fee levels under the Advisory The Board considered the factors The Board reviewed the advisory fee rate Agreement therefore would reflect discussed below in evaluating the for the Fund under the Advisory economies of scale at higher asset fairness and reasonableness of the Agreement. The Board compared effective levels and that it was not necessary to Advisory Agreement at the meeting on contractual advisory fee rates at a change the advisory fee breakpoints in February 1, 2006 and as part of the common asset level and noted that this the Fund's advisory fee schedule. Board's ongoing oversight of the Fund. rate was higher than the advisory fee In their deliberations, the Board and rate for one mutual fund advised by the o Investments in affiliated money market the independent trustees did not Advisor with investment strategies funds. The Board also took into account identify any particular factor that was comparable to those of the Fund. The the fact that uninvested cash and cash controlling, and each trustee attributed Board noted that AIM has agreed to limit collateral from securities lending different weights to the various the Fund's total annual operating arrangements (collectively, "cash factors. expenses, as discussed below. Based on balances") of the Fund may be invested this review, the Board concluded that in money market funds advised by AIM The discussion below serves as a the advisory fee rate under the Advisory pursuant to the terms of an SEC summary of the material factors and the Agreement was fair and reasonable. exemptive order. The Board found that conclusions with respect thereto that the Fund may realize certain benefits formed the basis for the Board's o Fees relative to those of comparable upon investing cash balances in AIM approval of the Advisory Agreement. funds with other advisors. The Board advised money market funds, including a After consideration of all of the reviewed the advisory fee rate for the higher net return, increased liquidity, factors below and based on its informed Fund under the Advisory Agreement. The increased diversification or decreased business judgment, the Board determined Board compared effective contractual transaction costs. The Board also found that the Advisory Agreement is in the advisory fee rates at a common asset that the Fund will not receive reduced best interests of the Fund and its level and noted that the Fund's rate was services if it invests its cash balances shareholders and that the compensation above the median rate of the funds in such money market funds. The Board to AIM under the Advisory Agreement is advised by other advisors with noted that, to the extent the Fund fair and reasonable and would have been investment strategies comparable to invests in affiliated money market obtained through arm's length those of the Fund that the Board funds, AIM has voluntarily agreed to negotiations. reviewed. The Board noted that AIM has waive a portion of the advisory fees it agreed to limit the Fund's total annual receives from the Fund attributable to o The nature and extent of the advisory operating expenses, as discussed below. such investment. The Board further services to be provided by AIM. The The Board also considered the fact that determined that the proposed securities Board reviewed the services to be AIM set the proposed advisory fees for lending program and related procedures provided by AIM under the Advisory the Fund based upon the median effective with respect to the lending Fund is in Agreement. Based on such review, the management fee rate (comprised of the best interests of the lending Fund Board concluded that the range of advisory fees plus, in some cases, and its respective shareholders. The services to be provided by AIM under the administrative fees) at various asset Board therefore concluded that the Advisory Agreement was appropriate. The levels of competitor mutual funds with investment of cash collateral received investment strategies comparable to in connection with the securities o The quality of services to be provided those of the Fund. Based on this review, lending program in the money market by AIM. The Board reviewed the credentials the Board concluded that the advisory funds according to the procedures is in and experience of the officers and fee rate for the Fund under the Advisory the best interests of the lending Fund employees of AIM who will provide Agreement was fair and reasonable. and its respective shareholders. investment advisory services to the Fund. In reviewing the qualifications of o Expense limitations and fee waivers. o Profitability of AIM and its AIM to provide investment advisory The Board noted that AIM has affiliates. The Board reviewed services, the Board reviewed the contractually agreed to waive fees information concerning the profitability qualifications of AIM's investment and/or limit expenses of the Fund of AIM's (and its affiliates') personnel and considered such issues as through June 30, 2007 in an amount investment advisory and other activities AIM's portfolio and product review necessary to limit total annual and its financial condition. The Board process, various back office support operating expenses to a specified considered the overall profitability of functions provided by AIM and AIM's percentage of average daily net assets AIM. The Board noted that AIM's equity and fixed income trading for each class of the Fund. The Board operations remain profitable, although operations. Based on the review of these considered the contractual nature of increased expenses in recent years have and other factors, the Board concluded this fee waiver/expense limitation and reduced AIM's profitability. Based on that the quality of services to be noted that it remains in effect until the review of the profitability of AIM's provided by AIM was appropriate. June 30, 2007. The Board considered the and its affiliates' investment advisory effect this fee waiver/expense and other activities and its financial o The performance of the Fund relative limitation would have on the Fund's condition, the Board concluded that the to comparable funds. Not applicable estimated expenses and concluded that compensation to be paid by the Fund to because this is a new Fund. the levels of fee waivers/expense AIM under its Advisory Agreement was not limitations for the Fund were fair and excessive. o The performance of the Fund relative reasonable. to indices. Not applicable because this is a new Fund. o Meeting with the Fund's portfolio managers and investment personnel. The Board intends to meet periodically with the Fund's portfolio managers and/or (continued) 10 AIM Enhanced Short Bond Fund o Benefits of soft dollars to AIM. The APPROVAL OF SUB-ADVISORY AGREEMENT o Overall performance of the Board considered the benefits realized Sub-Advisor. Not applicable because this by AIM as a result of brokerage The Board oversees the management of the is a new Fund. However, the Board transactions executed through "soft Fund and, as required by law, determines considered the overall performance of dollar" arrangements. Under these whether to approve the Fund's the Sub-Advisor in providing investment arrangements, brokerage commissions paid sub-advisory agreement. Based upon the advisory services to other mutual funds by the Fund and/or other funds advised recommendation of the Investments advised by AIM and concluded that such by AIM are used to pay for research and Committee of the Board, at a meeting performance was satisfactory. execution services. This research is held on February 1, 2006, the Board, used by AIM in making investment including all of the independent o Fees relative to those clients of the decisions for the Fund. The Board trustees, approved the sub-advisory Sub-Advisor with comparable investment concluded that such arrangements were agreement (the "Sub-Advisory Agreement") strategies. The Board reviewed the appropriate. between INVESCO Institutional (N.A.), sub-advisory fee rate for the Fund under Inc. (the "Sub-Advisor") and AIM with the Sub-Advisory Agreement. The Board o AIM's financial soundness in light of respect to the Fund for an initial compared effective contractual fee rates the Fund's needs. The Board considered period ending June 30, 2007. at a common asset level and noted that whether AIM is financially sound and has this rate was lower than the median the resources necessary to perform its The Board considered the factors advisory fee rate for eight obligations under the Advisory discussed below in evaluating the institutional/separately managed Agreement, and concluded that AIM has fairness and reasonableness of the accounts advised by the Sub-Advisor with the financial resources necessary to Sub-Advisory Agreement at the meeting on investment strategies comparable to fulfill its obligations under the February 1, 2006 and as part of the those of the Fund. The Board noted that Advisory Agreement. Board's ongoing oversight of the Fund. AIM has agreed to limit the Fund's total In their deliberations, the Board and annual operating expenses, as discussed o Historical relationship between the the independent trustees did not below. The Board also considered the Fund and AIM. In determining whether to identify any particular factor that was services to be provided by the approve the Advisory Agreement for the controlling, and each trustee attributed Sub-Advisor pursuant to the Sub-Advisory Fund, the Board also considered the different weights to the various Agreement and the services to be current relationship between AIM and the factors. provided by AIM pursuant to the Advisory Trust, as well as the Board's knowledge Agreement, as well as the allocation of of AIM's operations, and concluded that The discussion below serves as a fees between AIM and the Sub-Advisor it was beneficial to maintain the discussion of the material factors and pursuant to the Sub-Advisory Agreement. current relationship, in part, because the conclusions with respect thereto The Board noted that the sub-advisory of such knowledge. The Board also that formed the basis for the Board's fees have no direct effect on the Fund reviewed the general nature of the approval of the Sub-Advisory Agreement. or its shareholders, as they are paid by non-investment advisory services After consideration of all of the AIM to the Sub-Advisor, and that AIM and currently performed by AIM and its factors below and based on its informed the Sub-Advisor are affiliates. Based on affiliates for the Trust, such as business judgment, the Board determined this review, the Board concluded that administrative, transfer agency and that the Sub-Advisory Agreement is in the sub-advisory fee rate under the distribution services, and the fees the best interests of the Fund and its Sub-Advisory Agreement was fair and received by AIM and its affiliates for shareholders. reasonable. performing such services. In addition to reviewing such services, the trustees o The nature and extent of the advisory o Profitability of AIM and its also considered the organizational services to be provided by the affiliates. The Board reviewed structure employed by AIM and its Sub-Advisor. The Board reviewed the information concerning the profitability affiliates to provide those services. services to be provided by the of AIM's (and its affiliates') Based on the review of these and other Sub-Advisor under the Sub-Advisory investment advisory and other activities factors, the Board concluded that AIM Agreement. Based on such review, the and its financial condition. The Board and its affiliates were qualified to Board concluded that the range of considered the overall profitability of provide non-investment advisory services services to be provided by the AIM. The Board noted that AIM's to the Fund, including administrative, Sub-Advisor under the Sub-Advisory operations remain profitable, although transfer agency and distribution Agreement was appropriate. increased expenses in recent years have services. reduced AIM's profitability. Based on o The quality of services to be provided the review of the profitability of AIM's o Other factors and current trends. In by the Sub-Advisor. The Board reviewed and its affiliates' investment advisory determining whether to approve the the credentials and experience of the and other activities and its financial Advisory Agreement for the Fund, the officers and employees of the condition, the Board concluded that the Board considered the fact that AIM, Sub-Advisor who will provide investment compensation to be paid by the Fund to along with others in the mutual fund advisory services to the Fund. Based on AIM under its Advisory Agreement was not industry, is subject to regulatory the review of these and other factors, excessive. inquiries and litigation related to a the Board concluded that the quality of wide range of issues. The Board also services to be provided by the o The Sub-Advisor's financial soundness considered the governance and compliance Sub-Advisor was appropriate. in light of the Fund's needs. The Board reforms being undertaken by AIM and its considered whether the Sub-Advisor is affiliates, including maintaining an o The performance of the Fund relative financially sound and has the resources internal controls committee and to comparable funds. Not applicable necessary to perform its obligations retaining an independent compliance because this is a new Fund. under the Sub-Advisory Agreement, and consultant, and the fact that AIM has concluded that the Sub-Advisor has the undertaken to cause the Fund to operate o The performance of the Fund relative financial resources necessary to fulfill in accordance with certain governance to indices. Not applicable because this its obligations under the Sub-Advisory policies and practices. The Board is a new Fund. Agreement. concluded that these actions indicated a good faith effort on the part of AIM to o Meetings with the Fund's portfolio adhere to the highest ethical standards, managers and investment personnel. The and determined that the current Board intends to meet periodically with regulatory and litigation environment to the Fund's portfolio managers and/or which AIM is subject should not prevent other investment personnel to ensure the Board from approving the Advisory that such individuals are competent and Agreement for the Fund. able to carry out their responsibilities under the Sub-Advisory Agreement. 11 Supplement to Annual Report dated 10/31/06 AIM Enhanced Short Bond Fund =================================== Institutional Class Shares CUMULATIVE TOTAL RETURNS PLEASE NOTE THAT PAST PERFORMANCE IS NOT For periods ended 10/31/06 INDICATIVE OF FUTURE RESULTS. MORE RECENT The following information has been prepared RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. to provide Institutional Class shareholders Inception (3/31/06) 1.97% ALL RETURNS ASSUME REINVESTMENT OF with a performance overview specific to 6 Months 1.22 DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND their holdings. Institutional Class shares PRINCIPAL VALUE WILL FLUCTUATE SO YOUR are offered exclusively to institutional =================================== SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR investors, including defined contribution LESS THAN THEIR ORIGINAL COST. SEE FULL plans that meet certain criteria. CUMULATIVE TOTAL RETURNS REPORT FOR INFORMATION ON COMPARATIVE For periods ended 9/30/06, most BENCHMARKS. PLEASE CONSULT YOUR FUND recent calendar quarter-end PROSPECTUS FOR MORE INFORMATION. FOR THE MOST CURRENT MONTH-END PERFORMANCE, PLEASE CALL Inception (3/31/06) 1.35% 800-451-4246 OR VISIT AIMINVESTMENTS.COM. 6 Months 1.35 =================================== INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NET ASSET VALUE (NAV). PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. HAD THE ADVISOR NOT WAIVED FEES AND/OR REIMBURSED EXPENSES, PERFORMANCE WOULD HAVE BEEN LOWER. ============================================== NASDAQ SYMBOL IAESX ============================================== Over for information on your Fund's expenses. ==================================================================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ==================================================================================== FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM ESB-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to Paid During Period" to estimate the so, compare this 5% hypothetical example with compare these costs with ongoing costs of expenses you paid on your account the 5% hypothetical examples that appear in investing in other mutual funds. The example during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for Please note that the expenses shown in the entire period May 1, 2006, through October comparison purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,012.20 $3.14 $1,022.08 $3.16 0.62% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM ESB-INS-1 A I M Distributors, Inc. AIM Enhanced Short Bond Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- U.S. DOLLAR DENOMINATED BONDS & NOTES-52.65% AUTO PARTS & EQUIPMENT-1.92% Johnson Controls, Inc., Sr. Floating Rate Notes, 5.60%, 01/17/08(a)(b) $1,000,000(c) $ 1,001,416 ============================================================================ BROADCASTING & CABLE TV-2.40% Intelsat Bermuda Ltd. (Bermuda), Sr. Gtd. Notes, 9.25%, 06/15/16 (Acquired 09/12/06-10/12/06; Cost $249,094)(a)(d) 235,000 250,862 - ---------------------------------------------------------------------------- Viacom Inc., Sr. Unsec. Floating Rate Global Notes, 5.74%, 06/16/09(a)(b) 1,000,000(c) 1,004,039 ============================================================================ 1,254,901 ============================================================================ CONSUMER FINANCE-3.84% American Express Centurion Bank, Floating Rate Notes, 5.48%, 12/17/09(a)(b) 800,000 802,727 - ---------------------------------------------------------------------------- SLM Corp.-Series A, Floating Rate Medium Term Notes, 5.59%, 07/25/08(a)(b) 1,200,000 1,203,345 ============================================================================ 2,006,072 ============================================================================ DEPARTMENT STORES-0.95% Dillard's, Inc., Notes, 7.13%, 08/01/18(a) 500,000 498,750 ============================================================================ DIVERSIFIED BANKS-4.59% ATF Bank (Kazakhstan), Sr. Notes, 9.00%, 05/11/16 (Acquired 10/26/06; Cost $245,750)(a)(d) 250,000 246,480 - ---------------------------------------------------------------------------- HSBC Bank USA N.A., Sr. Floating Rate Global Notes, 5.53%, 06/10/09(a)(b) 750,000 750,651 - ---------------------------------------------------------------------------- Floating Rate Global Notes, 5.52%, 12/14/09(a)(b) 250,000 250,554 - ---------------------------------------------------------------------------- Wachovia Bank N.A., Sr. Floating Rate Notes, 5.46%, 12/02/10(a)(b) 450,000 450,605 - ---------------------------------------------------------------------------- Wells Fargo & Co., Floating Rate Global Notes, 5.49%, 09/15/09(a)(b) 200,000 200,446 - ---------------------------------------------------------------------------- Sr. Unsec. Floating Rate Global Notes, 5.45%, 03/23/10(a)(b) 500,000 500,545 ============================================================================ 2,399,281 ============================================================================ DIVERSIFIED CAPITAL MARKETS-2.69% Credit Suisse (USA) Inc., Floating Rate Global Notes, 5.61%, 08/15/10(a)(b) 700,000 701,996 - ---------------------------------------------------------------------------- Sr. Unsec. Floating Rate Global Notes, 5.58%, 03/02/11(a)(b) 700,000 701,495 ============================================================================ 1,403,491 ============================================================================ </Table> <Table> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- <Caption> ELECTRICAL COMPONENTS & EQUIPMENT-1.82% Avago Technologies Finance Pte/Avago Technologies US/Avago Technologies Wireless (Singapore), Sr. Sub Notes, 11.88%, 12/01/15 (Acquired 09/29/06; Cost $445,000)(a)(d) $ 400,000 $ 442,000 - ---------------------------------------------------------------------------- NXP B.V./NXP Funding LLC (Netherlands), Sr. Sec. Floating Rate Notes, 8.12%, 10/15/13 (Acquired 10/05/06; Cost $500,000)(a)(b)(d) 500,000 506,928 ============================================================================ 948,928 ============================================================================ FOOD RETAIL-0.49% Supervalu Inc., Sr. Medium Term Notes, 7.50%, 11/15/14(a) 250,000 255,000 ============================================================================ HEALTH CARE FACILITIES-1.12% Impress Holdings B.V. (Netherlands), Sr. Sec. Floating Rate Bonds, 8.51%, 09/15/13 (Acquired 09/15/06; Cost $575,000)(a)(b)(d) 575,000 582,411 ============================================================================ HOMEBUILDING-1.92% Centex Corp.-Series E, Sr. Floating Rate Medium Term Notes, 5.74%, 08/01/07(a)(b) 1,000,000 1,001,174 ============================================================================ INTEGRATED OIL & GAS-2.40% ConocoPhillips Australia Funding Co., Sr. Unsec. Gtd. Floating Rate Notes, 5.47%, 04/09/09(a)(b) 1,250,000 1,251,570 ============================================================================ INTEGRATED TELECOMMUNICATION SERVICES-2.88% BellSouth Corp., Sr. Unsec. Floating Rate Notes, 5.53%, 11/15/07(a)(b) 1,000,000 1,001,450 - ---------------------------------------------------------------------------- Deutsche Telekom International Finance B.V., Gtd. Floating Rate Global Notes, 5.57%, 03/23/09(a)(b) 500,000 501,441 ============================================================================ 1,502,891 ============================================================================ INVESTMENT BANKING & BROKERAGE-4.22% Bear Stearns Cos., Inc. (The), Sr. Unsec. Unsub. Floating Rate Medium Term Global Notes, 5.61%, 01/31/11(a)(b) 250,000 250,727 - ---------------------------------------------------------------------------- Series B, Floating Rate Medium Term Notes, 5.63%, 02/08/08(a)(b) 500,000 500,808 - ---------------------------------------------------------------------------- Goldman Sachs Group Inc., Floating Rate Global Notes, 5.66%, 06/28/10(a)(b) 400,000 402,294 - ---------------------------------------------------------------------------- Lehman Brothers Holdings Inc., Floating Rate Medium Term Notes, 5.60%, 12/23/10(a)(b) 600,000 601,704 - ---------------------------------------------------------------------------- Merrill Lynch & Co., Inc., Sr. Unsec. Floating Rate Medium Term Notes, 5.47%, 01/30/09(a)(b) 450,000 450,486 ============================================================================ 2,206,019 ============================================================================ </Table> F-1 AIM Enhanced Short Bond Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- MOVIES & ENTERTAINMENT-0.47% Corp. Interamericana de Entretenimiento, S.A. de C.V. (Mexico), Sr. Unsec. Notes, 8.88%, 06/14/15 (Acquired 08/31/06; Cost $244,625)(a)(d) $ 250,000 $ 245,000 ============================================================================ MULTI-LINE INSURANCE-1.92% American General Finance Corp.-Series I, Sr. Floating Rate Medium Term Notes, 5.43%, 06/27/07(a)(b) 150,000 150,126 - ---------------------------------------------------------------------------- ASIF Global Financing, Floating Rate Notes, 5.51%, 05/03/07 (Acquired 06/21/06-07/06/06; Cost $850,280)(a)(b)(d) 850,000 850,360 ============================================================================ 1,000,486 ============================================================================ MULTI-UTILITIES-0.44% PSEG Energy Holdings LLC, Sr. Unsec. Global Notes, 8.63%, 02/15/08(a) 224,000 232,512 ============================================================================ OIL & GAS EXPLORATION & PRODUCTION-0.48% Whiting Petroleum Corp., Sr. Unsec. Gtd. Sub. Global Notes, 7.25%, 05/01/12(a) 250,000 249,375 ============================================================================ OTHER DIVERSIFIED FINANCIAL SERVICES-2.82% General Electric Co., Unsec. Floating Rate Global Notes, 5.43%, 12/09/08(a)(b) 200,000 200,125 - ---------------------------------------------------------------------------- MBNA Corp.-Series F, Floating Rate Medium Term Notes, 5.91%, 05/05/08(a)(b) 900,000 906,214 - ---------------------------------------------------------------------------- Residential Capital Corp., Sr. Global Notes, 6.50%, 04/17/13(a) 360,000 367,139 ============================================================================ 1,473,478 ============================================================================ PROPERTY & CASUALTY INSURANCE-1.92% Allstate Life Global Funding Trusts, Sec. Floating Rate Medium Term Notes, 5.42%, 11/14/07(a)(b) 1,000,000 1,000,893 ============================================================================ REGIONAL BANKS-3.88% BB&T Corp., Floating Rate Notes, 5.46%, 06/04/07(a) 675,000(c) 675,706 - ---------------------------------------------------------------------------- KeyBank N.A., Sr. Floating Rate Notes, 5.52%, 08/08/07(a) 675,000 675,005 - ---------------------------------------------------------------------------- National City Bank, Floating Rate Notes, 5.42%, 01/10/08(a) 675,000 675,625 ============================================================================ 2,026,336 ============================================================================ REINSURANCE-0.99% Swiss Re Capital I LP, Gtd. Sub. Notes, 6.85% (Acquired 10/17/06; Cost $516,620)(a)(d)(e) 500,000 517,385 ============================================================================ SPECIALIZED FINANCE-1.92% CIT Group, Inc., Sr. Floating Rate Global Notes, 5.76%, 11/03/10(a)(b) 1,000,000 1,003,887 ============================================================================ SPECIALIZED REIT'S-0.48% Host Hotels & Resorts LP, Sr. Notes, 6.88%, 11/01/14 (Acquired 10/27/06; Cost $248,113)(a)(d) 250,000 252,188 ============================================================================ </Table> <Table> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- <Caption> THRIFTS & MORTGAGE FINANCE-3.36% Countrywide Financial Corp.-Series B, Gtd. Floating Rate Medium Term Notes, 5.61%, 03/24/09(a)(b) $1,000,000 $ 1,001,979 - ---------------------------------------------------------------------------- Washington Mutual Bank F.A., Floating Rate Global Notes, 5.58%, 05/01/09(a)(b) 750,000 750,879 ============================================================================ 1,752,858 ============================================================================ TRADING COMPANIES & DISTRIBUTORS-0.43% Noble Group Ltd., Sr. Notes, 6.63%, 03/17/15 (Acquired 08/31/06; Cost $221,125)(a)(d) 250,000 224,780 ============================================================================ WIRELESS TELECOMMUNICATION SERVICES-2.30% Dobson Communications Corp., Sr. Global Notes, 8.88%, 10/01/13(a) 200,000 200,250 - ---------------------------------------------------------------------------- Vodafone Group PLC (United Kingdom), Floating Rate Global Notes, 5.73%, 06/15/11(a)(b) 1,000,000 1,001,379 ============================================================================ 1,201,629 ============================================================================ Total U.S. Dollar Denominated Bonds & Notes (Cost $27,442,350) 27,492,711 ============================================================================ ASSET-BACKED SECURITIES-37.70% ASSET-BACKED SECURITIES-CONSUMER RECEIVABLES-25.78% ACE Securities Corp., Series 2006-OP1, Class M1, Floating Rate Pass Through Ctfs., 5.60%, 04/25/36(a)(b) 300,000 300,305 - ---------------------------------------------------------------------------- Series 2006-ASP3, Class M1, Floating Rate Pass Through Ctfs., 5.60%, 06/25/36(a)(b) 821,000 821,831 - ---------------------------------------------------------------------------- Carrington Mortgage Loan Trust-Series 2006-RFC1, Class M1, Floating Rate Pass Through Ctfs., 5.59%, 05/25/36(a)(b) 500,000 500,307 - ---------------------------------------------------------------------------- Citigroup Mortgage Loan Trust, Inc.- Series 2006-WMC1, Class M2, Floating Rate Pass Through Ctfs., 5.73%, 12/25/35(a)(b) 150,000 150,685 - ---------------------------------------------------------------------------- Countrywide Asset-Backed Ctfs., Series 2006-8, Class M1, Floating Rate Pass Through Ctfs., 5.58%, 01/25/46(a)(b) 1,500,000 1,501,816 - ---------------------------------------------------------------------------- Series 2004-1, Class M2, Floating Rate Pass Through Ctfs., 5.87%, 03/25/34(a)(b) 125,000 125,666 - ---------------------------------------------------------------------------- Fremont Home Loan Trust-Series 2006-2, Class M1, Floating Rate Pass Through Ctfs., 5.64%, 02/25/36(a)(b) 140,000 140,086 - ---------------------------------------------------------------------------- JP Morgan Mortgage Acquisition Corp.- Series 2006-NC1, Class M2, Floating Rate Pass Through Ctfs., 5.66%, 04/25/36(a)(b) 150,000 150,147 - ---------------------------------------------------------------------------- Long Beach Mortgage Loan Trust-Series 2006-4, Class M1, Floating Rate Pass Through Ctfs., 5.62%, 05/25/36(a)(b) 500,000 500,497 - ---------------------------------------------------------------------------- Marriott Vacation Club Owner Trust-Series 2006-1A, Class A, Pass Through Ctfs., 5.74%, 04/20/28 (Acquired 05/23/06 Cost $815,348)(a)(d)(f) 815,360 827,354 - ---------------------------------------------------------------------------- </Table> F-2 AIM Enhanced Short Bond Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- ASSET-BACKED SECURITIES-CONSUMER RECEIVABLES-(CONTINUED) Morgan Stanley ABS Capital I, Series 2006-NC4, Class B1, Floating Rate Pass Through Ctfs., 6.17%, 06/25/36(a)(b) $ 500,000 $ 500,503 - ---------------------------------------------------------------------------- Series 2006-HE4, Class B1, Floating Rate Pass Through Ctfs., 6.17%, 06/25/36(a)(b) 400,000 400,245 - ---------------------------------------------------------------------------- Merrill Lynch Mortgage Investors, Inc.- Series 2006-AR1, Class M2, Floating Rate Pass Through Ctfs., 5.67%, 03/25/37(a)(b) 150,000 150,092 - ---------------------------------------------------------------------------- Residential Asset Securities Corp., Series 2006-KS9, Class M1S, Floating Rate Pass Through Ctfs., 5.57%, 11/25/36(b)(g) 1,000,000 1,000,000 - ---------------------------------------------------------------------------- Series 2006-EMX4, Class M1, Floating Rate Pass Through Ctfs., 5.60%, 06/25/36(a)(b) 600,000 600,601 - ---------------------------------------------------------------------------- Series 2006-EMX3, Class M2, Floating Rate Pass Through Ctfs., 5.67%, 04/25/36(a)(b) 100,000 100,208 - ---------------------------------------------------------------------------- SACO I Inc.-Series 2006-6, Class M1, Floating Rate Pass Through Ctfs., 5.62%, 06/25/36(a)(b) 400,000 400,372 - ---------------------------------------------------------------------------- Saxon Asset Securities Trust-Series 2006-1, Class M1, Floating Rate Pass Through Ctfs., 5.63%, 03/25/36(a)(b) 500,000 500,467 - ---------------------------------------------------------------------------- Securitized Asset Backed Receivables LLC, Trust- Series 2006-NC2, Class M1, Floating Rate Pass Through Ctfs., 5.60%, 03/25/36(a)(b) 500,000 500,944 - ---------------------------------------------------------------------------- Soundview Home Equity Loan Trust- Series 2006-OPT5, Class M1, Floating Rate Pass Through Ctfs., 5.58%, 07/25/36(a)(b) 750,000 750,682 - ---------------------------------------------------------------------------- Specialty Underwriting & Residential Finance, Series 2005-BC1, Class A1A, Floating Rate Pass Through Ctfs., 5.43%, 12/25/35(a)(b) 1,221 1,222 - ---------------------------------------------------------------------------- Series 2006-AB2, Class M1, Floating Rate Pass Through Ctfs., 5.59%, 06/25/37(a)(b) 600,000 600,592 - ---------------------------------------------------------------------------- Structured Asset Securities Corp. Series 2006-BC2, Class M1, Floating Rate Pass Through Ctfs., 5.63%, 09/25/36(a)(b) 1,200,000 1,201,249 - ---------------------------------------------------------------------------- Vanderbilt Mortgage Finance, Series 2002-C, Class A2, Pass Through Ctfs., 4.23%, 02/07/15(a) 29,864 29,770 - ---------------------------------------------------------------------------- Series 2002-C, Class A4, Pass Through Ctfs., 6.57%, 08/07/24(a) 105,000 109,382 - ---------------------------------------------------------------------------- Vanderbilt Mortgage and Finance, Inc.- Series 2002-B, Class A4, Pass Through Ctfs., 5.84%, 02/07/26(a) 80,000 81,026 - ---------------------------------------------------------------------------- Washington Mutual Master Note Trust- Series 2006-C2A, Class C2, Floating Rate Pass Through Ctfs., 5.82%, 08/15/15 (Acquired 08/15/06; Cost 1,500,000)(a)(b)(d)(f) 1,500,000 1,515,413 ============================================================================ 13,461,462 ============================================================================ COLLATERALIZED MORTGAGE OBLIGATIONS-11.92% Countrywide Alternative Loan Trust-Series 2006-OC4, Class M1, Floating Rate Pass Through Ctfs., 5.61%, 05/25/36(a)(b) 350,000 349,240 - ---------------------------------------------------------------------------- </Table> <Table> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- <Caption> COLLATERALIZED MORTGAGE OBLIGATIONS-(CONTINUED) Credit Suisse Mortgage Capital Ctfs.- Series 2006-TFLA, Class J, Floating Rate Pass Through Ctfs., 6.12%, 04/15/21 (Acquired 04/25/06; Cost $250,000)(a)(b)(d) $ 250,000 $ 250,225 - ---------------------------------------------------------------------------- Fannie Mae Interest STRIPS-Series 367, Class 2, Pass Through Ctfs., 5.50%, 01/25/36(a)(h) 472,565 115,114 - ---------------------------------------------------------------------------- Fannie Mae REMIC-Series 2003-112, Class FA, Floating Rate Pass Through Ctfs., 5.82%, 01/25/28(a)(b) 1,070,462 1,070,654 - ---------------------------------------------------------------------------- Freddie Mac REMIC-Series 2399, Class XF, Floating Rate Pass Through Ctfs., 6.27%, 01/15/32(a)(b) 566,648 578,664 - ---------------------------------------------------------------------------- JP Morgan Chase Commercial Mortgage Securities Corp.-Series 2005-FL1A, Class A1, Floating Rate Pass Through Ctfs., 5.43%, 02/15/19 (Acquired 05/31/06; Cost $306,652)(a)(b)(d) 306,700 306,900 - ---------------------------------------------------------------------------- Lehman Brothers Floating Rate Commercial Mortgage Trust-Series 2006-CCL, Class L, Floating Rate Pass Through Ctfs., 7.27%, 01/15/21 (Acquired 03/31/06; Cost $140,000)(a)(b)(d) 140,000 139,950 - ---------------------------------------------------------------------------- Morgan Stanley Capital I-Series 2006-IQ11, Class A4, Pass Through Ctfs., 5.95%, 10/15/42(a)(b) 1,000,000 1,037,753 - ---------------------------------------------------------------------------- Structured Adjustable Rate Mortgage Loan Trust- Series 2004-1, Class 3A1, Pass Through Ctfs., 5.29%, 02/25/34(a)(b) 914,114 934,473 - ---------------------------------------------------------------------------- Wells Fargo Mortgage Backed Securities Trust, Series 2004-I, Class 1A1, Pass Through Ctfs., 3.38%, 07/25/34(a)(b) 36,641 36,778 - ---------------------------------------------------------------------------- Series 2004-S, Class A1, Floating Rate Pass Through Ctfs., 3.54%, 09/25/34(a)(b) 1,449,528 1,402,895 ============================================================================ 6,222,646 ============================================================================ Total Asset-Backed Securities (Cost $19,587,910) 19,684,108 ============================================================================ NON U.S. DOLLAR DENOMINATED BONDS & NOTES-5.14% FRANCE-0.63% Belvedere S.A. (Distillers & Vintners), Sr. Sec. Floating Rate Bonds, 6.47%, 05/15/13 (Acquired 05/23/06; Cost $324,930)(a)(b)(d)(i) EUR 250,000 329,059 ============================================================================ GREECE-0.44% Antenna TV S.A. (Broadcasting & Cable TV), Sr. Notes, 7.25%, 02/15/15 (Acquired 08/04/06; Cost $225,386)(a)(d)(i) EUR 200,000 232,296 ============================================================================ POLAND-4.07% Poland Government Bond (Sovereign Debt)- Series DS1015, Bonds, 6.25%, 10/24/15(a)(i) PLN 6,000,000 2,122,533 ============================================================================ Total Non U.S. Dollar Denominated Bonds & Notes (Cost $2,588,791) 2,683,888 ============================================================================ </Table> F-3 AIM Enhanced Short Bond Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- U.S. MORTGAGE BACKED SECURITIES-1.81% FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-1.81% Federal National Mortgage Association, Floating Rate Pass Through Ctfs., 4.76%, 11/01/32 (Cost $945,133)(a)(b) $ 941,898 $ 946,204 ============================================================================ U.S. TREASURY SECURITIES-0.53% U.S. TREASURY BILLS-0.53% 4.98%, 11/30/06(h) 165,000(j) 164,339 - ---------------------------------------------------------------------------- 5.04%, 11/30/06(h) 40,000(j) 39,840 - ---------------------------------------------------------------------------- 4.93%, 11/30/06(h) 75,000(j) 74,699 ============================================================================ Total U.S. Treasury Securities (Cost $278,878) 278,878 ============================================================================ </Table> <Table> PRINCIPAL AMOUNT VALUE - ---------------------------------------------------------------------------- <Caption> <Caption> SHARES VALUE - ---------------------------------------------------------------------------- MONEY MARKET FUNDS-1.09% Liquid Assets Portfolio-Institutional Class(k) 283,701 $ 283,701 - ---------------------------------------------------------------------------- Premier Portfolio-Institutional Class(k) 283,701 283,701 ============================================================================ Total Money Market Funds (Cost $567,402) 567,402 ============================================================================ TOTAL INVESTMENTS-98.92% (Cost $51,410,464) 51,653,191 ============================================================================ OTHER ASSETS LESS LIABILITIES-1.08% 563,278 ============================================================================ NET ASSETS-100.00% $52,216,469 ____________________________________________________________________________ ============================================================================ </Table> Investment Abbreviations: <Table> Ctfs. - Certificates EUR - Euro Gtd. - Guaranteed PLN - Poland Zloty REIT - Real Estate Investment Trust REMIC - Real Estate Mortgage Investment Conduit Sec. - Secured Sr. - Senior STRIPS - Separately Traded Registered Interest and Principal Security Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated </Table> Notes to Schedule of Investments: (a) In accordance with the procedures established by the Board of Trustees, security fair valued based on an evaluated quote provided by an independent pricing service. The aggregate value of these securities at October 31, 2006 was $49,806,911, which represented 95.39% of the Fund's Net Assets. See Note 1A. (b) Interest or dividend rate is redetermined periodically. Rate shown is the rate in effect on October 31, 2006. (c) All or a portion of the principal balance was pledged as collateral to cover margin requirements for open credit default swap contracts. See Note 1L and Note 9. (d) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The aggregate value of these securities at October 31, 2006 was $7,719,591, which represented 14.78% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (e) Perpetual bond with no specified maturity date. (f) Security considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. The aggregate value of these securities considered illiquid at October 31, 2006 was $2,342,767, which represented 4.49% of the Fund's Net Assets. (g) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The value of this security at October 31, 2006 represented 1.92% of the Fund's Net Assets. See Note 1A. (h) Security traded on a discount basis. The interest rate shown represents the discount rate at the time of purchase by the Fund. (i) Foreign denominated security. Principal amount is denominated in currency indicated. (j) All or a portion of the principal balance was pledged as collateral to cover margin requirements for open futures contracts. See Note 1K and Note 8. (k) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Enhanced Short Bond Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $50,843,062) $51,085,789 - ----------------------------------------------------------- Investments in affiliated money market funds (cost $567,402) 567,402 =========================================================== Total investments (cost $51,410,464) 51,653,191 =========================================================== Foreign currencies, at value (cost $665,060) 652,053 - ----------------------------------------------------------- Receivables for: Fund shares sold 278,423 - ----------------------------------------------------------- Dividends and Interest 338,510 - ----------------------------------------------------------- Fund expenses absorbed 29,734 - ----------------------------------------------------------- Unrealized appreciation on credit default swap transactions 2,867 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 1,188 - ----------------------------------------------------------- Other assets 49,279 =========================================================== Total assets 53,005,245 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 504,488 - ----------------------------------------------------------- Fund shares reacquired 88,256 - ----------------------------------------------------------- Dividends 25,907 - ----------------------------------------------------------- Foreign currency contracts 19,065 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 1,188 - ----------------------------------------------------------- Variation margin 37,949 - ----------------------------------------------------------- Accrued distribution fees 14,756 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 972 - ----------------------------------------------------------- Accrued transfer agent fees 3,721 - ----------------------------------------------------------- Accrued operating expenses 92,474 =========================================================== Total liabilities 788,776 =========================================================== Net assets applicable to shares outstanding $52,216,469 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $52,495,594 - ----------------------------------------------------------- Undistributed net investment income 57,303 - ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and credit default swap transactions (535,767) - ----------------------------------------------------------- Unrealized appreciation of investment securities, foreign currencies, foreign currency contracts, futures contracts and credit default swap transactions 199,339 =========================================================== $52,216,469 ___________________________________________________________ =========================================================== NET ASSETS: Class A $32,979,858 ___________________________________________________________ =========================================================== Class C $17,652,566 ___________________________________________________________ =========================================================== Class R $ 770,614 ___________________________________________________________ =========================================================== Institutional Class $ 813,431 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 3,327,518 ___________________________________________________________ =========================================================== Class C 1,780,498 ___________________________________________________________ =========================================================== Class R 77,753 ___________________________________________________________ =========================================================== Institutional Class 82,078 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 9.91 - ----------------------------------------------------------- Offering price per share (Net asset value of $9.91 divided by 97.50%) $ 10.16 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 9.91 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 9.91 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 9.91 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-5 AIM Enhanced Short Bond Fund STATEMENT OF OPERATIONS For the period March 31, 2006 (date operations commenced) through October 31, 2006 <Table> INVESTMENT INCOME: Interest $1,089,893 - ------------------------------------------------------------------------ Dividends from affiliated money market funds 27,046 ======================================================================== Total investment income 1,116,939 ======================================================================== EXPENSES: Advisory fees 94,052 - ------------------------------------------------------------------------ Administrative services fees 29,452 - ------------------------------------------------------------------------ Custodian fees 9,816 - ------------------------------------------------------------------------ Distribution fees: Class A 31,057 - ------------------------------------------------------------------------ Class C 75,614 - ------------------------------------------------------------------------ Class R 2,250 - ------------------------------------------------------------------------ Transfer agent fees -- A, C and R 13,780 - ------------------------------------------------------------------------ Transfer agent fees -- Institutional 15 - ------------------------------------------------------------------------ Trustees' and officer's fees and benefits 8,332 - ------------------------------------------------------------------------ Registration and filing fees 48,865 - ------------------------------------------------------------------------ Professional services fees 69,618 - ------------------------------------------------------------------------ Other 19,970 ======================================================================== Total expenses 402,821 ======================================================================== Less: Fees waived, expenses reimbursed and expense offset arrangements (206,524) ======================================================================== Net expenses 196,297 ======================================================================== Net investment income 920,642 ======================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FUTURES CONTRACTS, FOREIGN CURRENCY CONTRACTS AND CREDIT DEFAULT SWAP AGREEMENTS: Net realized gain (loss) from: Investment securities 73,539 - ------------------------------------------------------------------------ Foreign currencies (23,962) - ------------------------------------------------------------------------ Foreign currency contracts (9,096) - ------------------------------------------------------------------------ Futures contracts (561,683) - ------------------------------------------------------------------------ Credit default swap agreements (12,855) ======================================================================== (534,057) ======================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities 242,727 - ------------------------------------------------------------------------ Foreign currencies (12,937) - ------------------------------------------------------------------------ Foreign currency contracts (19,065) - ------------------------------------------------------------------------ Futures contracts (14,253) - ------------------------------------------------------------------------ Credit default swap agreements 2,867 ======================================================================== 199,339 ======================================================================== Net gain (loss) from investment securities, foreign currencies, futures contracts, foreign currency contracts and credit default swap agreements (334,718) ======================================================================== Net increase in net assets resulting from operations $ 585,924 ________________________________________________________________________ ======================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-6 AIM Enhanced Short Bond Fund STATEMENT OF CHANGES IN NET ASSETS For the period March 31, 2006 (date operations commenced) through October 31, 2006 <Table> <Caption> 2006 - ------------------------------------------------------------------------- OPERATIONS: Net investment income $ 920,642 - ------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts, futures contracts and credit default swap transactions (534,057) - ------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities, foreign currencies, foreign currency contracts, futures contracts and credit default swap transactions 199,339 ========================================================================= Net increase in net assets resulting from operations 585,924 ========================================================================= Distributions to shareholders from net investment income: Class A (549,765) - ------------------------------------------------------------------------- Class C (313,343) - ------------------------------------------------------------------------- Class R (19,482) - ------------------------------------------------------------------------- Institutional Class (22,539) ========================================================================= Decrease in net assets resulting from distributions (905,129) ========================================================================= Share transactions-net: Class A 33,155,600 - ------------------------------------------------------------------------- Class C 17,781,875 - ------------------------------------------------------------------------- Class R 777,650 - ------------------------------------------------------------------------- Institutional Class 820,549 ========================================================================= Net increase in net assets resulting from share transactions 52,535,674 ========================================================================= Net increase in net assets 52,216,469 ========================================================================= NET ASSETS: Beginning of period -- ========================================================================= End of period (including undistributed net investment income of $57,303) $52,216,469 _________________________________________________________________________ ========================================================================= </Table> NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Enhanced Short Bond Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund commenced operations on March 31, 2006. The Fund's investment objective is to provide total return. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). F-7 AIM Enhanced Short Bond Fund Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates realized and unrealized capital gains and losses to a class based on the relative net assets of each class. The Fund allocates income to a class based on the relative value of the settled shares of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income are declared daily and paid monthly. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. F-8 AIM Enhanced Short Bond Fund Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. J. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. K. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are received or made depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts. Risks may exceed amounts recognized in the Statement of Assets and Liabilities. L. SWAP AGREEMENTS -- The Fund may enter into various swap transactions, including interest rate, index, currency exchange rate and credit default swap contracts ("CDS") for investment purposes or to manage interest rate, currency or credit risk. Interest rate, index, and currency exchange rate swap agreements are two-party contracts entered into primarily to exchange the returns (or differentials in rates of returns) earned or realized on particular predetermined investments or instruments. The gross returns to be exchanged or "swapped" between the parties are calculated with respect to a notional amount, i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate, in a particular foreign currency, or in a "basket" of securities representing a particular index. A CDS is an agreement between two parties ("Counterparties") to exchange the credit risk of an issuer. A buyer of a CDS is said to buy protection by paying a fixed payment over the life of the agreement to the seller of the CDS. If a defined credit event occurs (such as payment default or bankruptcy), the Fund as a protection buyer would cease paying its fixed payment, the Fund would deliver the corresponding bonds, or other similar bonds issued by the same reference entity to the seller, and the seller would pay the full notional value, or the "par value", of the referenced obligation to the Fund. A seller of a CDS is said to sell protection and thus would receive the fixed payment stream. If a credit event occurs, the Fund as a protection seller would cease to receive the fixed payment stream, the Fund would pay the buyer the full notional value of the referenced obligation, and the Fund would receive the corresponding bonds or similar bonds issued by the same reference entity. If no credit event occurs, the Fund receives the fixed payment over the life of the agreement. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure on the notional amount of the CDS. Because the CDS is a bilateral agreement between Counterparties, the transaction can alternatively be settled by a cash payment in the case of a credit event. F-9 AIM Enhanced Short Bond Fund Changes in the value of swap agreements are recognized as unrealized gains (losses) in the Statement of Operations by "marking to market" on a daily basis to reflect the value of the swap agreement at the end of each trading day. The Fund accrues for the fixed payments on swap agreements on a daily basis with the net amount accrued recorded as a component of realized gain (loss) on the Statement of Operations. A liquidation payment received or made at the termination of a swap agreement is recorded as realized gain (loss) on the Statement of Operations. The Fund segregates liquid securities having a value at least equal to the amount of the potential obligation of a Fund under any swap transaction. Entering into these agreements involves, to varying degrees, lack of liquidity and elements of credit, market, and counterparty risk in excess of amounts recognized on the Statement of Assets and Liabilities. M. COLLATERAL -- To the extent the Fund has pledged or segregated a security as collateral and that security is subsequently sold, it is the Fund's practice to replace such collateral no later than the next business day. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $1 billion 0.45% - -------------------------------------------------------------------- Next $4 billion 0.425% - -------------------------------------------------------------------- Over $5 billion 0.40% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and INVESCO Institutional (N.A.), Inc. ("INVESCO"), AIM pays INVESCO 40% of the amount of AIM's compensation on sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class C, Class R and Institutional Class shares to 0.85%, 1.10%(after distribution fee waivers), 1.10% and 0.60% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the only expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time credit to be used to offset future custodian expenses. These credits are used to pay certain expenses incurred by the Fund. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM waived fees of $94,051 and reimbursed fund level expenses of $58,476 and reimbursed class level expenses of $7,787, $4,740, $282 and $15 for Class A, Class C, Class R and Institutional Class shares, respectively. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM was paid $29,452. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI") a fee for providing transfer agency and shareholder services to the Fund and reimburse AISI for certain expenses incurred by AISI in the course of providing such services. AISI may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AISI to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid AISI $13,780 for Class A, Class C and Class R share classes and $15 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class C, Class R and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class C shares and 0.50% of the average daily net assets of Class R shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Effective March 31, 2006, ADI has contractually agreed to waive F-10 AIM Enhanced Short Bond Fund 0.50% of the Rule 12b-1 plan fees on Class C shares through June 30, 2007. Pursuant to the Plans, for the period March 31, 2006 (date operations commenced) to October 31, 2006, the Class A, Class C and Class R shares paid $31,057, $37,807 and $2,250, respectively after ADI waived Class C shares fees of $37,807. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the period March 31, 2006 (date operations commenced) to October 31, 2006, ADI advised the Fund that it retained $9,569 in front-end sales commissions from the sale of Class A shares and $1,204, $349 and $0 from Class A, Class C and Class R shares, respectively, for CDSC imposed upon redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period March 31, 2006 (date operations commenced) to October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 03/31/06 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ -- $11,205,808 $(10,922,107) $ -- $283,701 $13,515 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class -- 11,205,808 (10,922,107) -- 283,701 13,531 -- ================================================================================================================================== Total Investments in Affiliates $ -- $22,411,616 $(21,844,214) $ -- $567,402 $27,046 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $3,366. NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid legal fees of $574 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. F-11 AIM Enhanced Short Bond Fund Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 7--FOREIGN CURRENCY CONTRACTS <Table> <Caption> OPEN FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO UNREALIZED SETTLEMENT ---------------------------------- VALUE APPRECIATION DATE DELIVER RECEIVE 10/31/06 (DEPRECIATION) - --------------------------------------------------------------------------------------------------------------------------------- 11/27/06 PLN 5,926,290 USD 1,939,231 $1,958,296 $(19,065) _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> <Table> Currency Abbreviations: PLN - Poland Zloty USD - U.S. Dollar </Table> NOTE 8--FUTURES CONTRACTS On October 31, 2006, $280,000 principal amount of U.S. Treasury obligations were pledged as collateral to cover margin requirements for open futures contracts. <Table> <Caption> OPEN FUTURES CONTRACTS AT PERIOD END - -------------------------------------------------------------------------------------------------------------------------- UNREALIZED NUMBER OF MONTH/ VALUE APPRECIATION CONTRACT CONTRACTS COMMITMENT 10/31/06 (DEPRECIATION) - -------------------------------------------------------------------------------------------------------------------------- Euro-Bund 14 Dec-06/Short $(2,105,314) $ 10,252 - -------------------------------------------------------------------------------------------------------------------------- Euro FX Currency 4 Dec-06/Short (639,800) 2,563 - -------------------------------------------------------------------------------------------------------------------------- U.S. Treasury 5 Year Notes 18 Dec-06/Short (1,900,125) (15,508) - -------------------------------------------------------------------------------------------------------------------------- U.S. Treasury 10 Year Notes 35 Dec-06/Short (3,787,656) (11,560) ========================================================================================================================== $(8,432,895) $(14,253) __________________________________________________________________________________________________________________________ ========================================================================================================================== </Table> NOTE 9--CREDIT DEFAULT SWAP AGREEMENTS On October 31, 2006, $2,275,000 principal amount of corporate obligations were pledged as collateral to cover margin requirements for open sell credit default swap contracts. <Table> <Caption> OPEN CREDIT DEFAULT SWAP AGREEMENTS AT PERIOD-END - --------------------------------------------------------------------------------------------------------------------------------- NOTIONAL UNREALIZED BUY/SELL PAY/RECEIVE EXPIRATION AMOUNT APPRECIATION COUNTERPARTY REFERENCE ENTITY PROTECTION FIXED RATE DATE (000) (DEPRECIATION) - --------------------------------------------------------------------------------------------------------------------------------- Lehman Brothers, Inc. ALLTEL Corp. Buy 0.43% 12/20/2011 $500 $ 1,349 - --------------------------------------------------------------------------------------------------------------------------------- Lehman Brothers, Inc. CenturyTel, Inc. Buy 0.69% 12/20/2011 $500 1,115 - --------------------------------------------------------------------------------------------------------------------------------- Liberty Media Lehman Brothers, Inc. LLC Buy 1.60% 12/20/2011 $500 1,735 - --------------------------------------------------------------------------------------------------------------------------------- Lehman Brothers, Inc. Embarq Corp. Sell 0.77% 12/20/2011 $500 (1,332) ================================================================================================================================= $ 2,867 _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> F-12 AIM Enhanced Short Bond Fund NOTE 10--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the period March 31, 2006 (date operations commenced) to October 31, 2006 was as follows: <Table> <Caption> 2006 - ------------------------------------------------------------------------ Distributions paid from ordinary income $905,129 ________________________________________________________________________ ======================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - --------------------------------------------------------------------------- Undistributed ordinary income $ 42,114 - --------------------------------------------------------------------------- Unrealized appreciation -- investments 240,042 - --------------------------------------------------------------------------- Temporary book/tax differences (1,009) - --------------------------------------------------------------------------- Capital loss carryforward (560,272) - --------------------------------------------------------------------------- Shares of beneficial interest 52,495,594 =========================================================================== Total net assets $52,216,469 ___________________________________________________________________________ =========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to the tax recognition of unrealized gains and losses on certain futures contracts. The tax-basis net unrealized appreciation on investments includes appreciation (depreciation) on foreign currencies of $(12,937) and foreign futures contracts of $10,252. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation, foreign currency contracts and credit default swap transactions. Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions. The Fund has a capital loss carryforward as of October 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- October 31, 2014 $560,272 _____________________________________________________________________________ ============================================================================= </Table> * Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code. NOTE 11--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the period March 31, 2006 (date operations commenced) to October 31, 2006 was $87,760,456 and $37,233,131, respectively. During the same period, purchases and sales of U.S. Treasury obligations were $2,087,352 and $2,088,178. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $259,493 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (16,766) ============================================================================== Net unrealized appreciation of investment securities $242,727 ______________________________________________________________________________ ============================================================================== Investments have the same cost for tax and financial statement purposes. </Table> F-13 AIM Enhanced Short Bond Fund NOTE 12--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of costs incurred during the startup period of the Fund, paydowns on mortgage backed securities, credit default swaps, foreign currency and futures contracts transactions, on October 31, 2006, undistributed net investment income was increased by $41,790, undistributed net realized gain (loss) was decreased by $1,710 and shares of beneficial interest decreased by $40,080. This reclassification had no effect on the net assets of the Fund. NOTE 13--SHARE INFORMATION The Fund currently offers four different classes of shares: Class A, Class C, Class R and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class C, Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares and Class R shares are subject to CDSC. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ---------------------------------------------------------------------------------------- FOR THE PERIOD MARCH 31, 2006 (DATE OPERATIONS COMMENCED) THROUGH OCTOBER 31, 2006(a) -------------------------- SHARES AMOUNT - ---------------------------------------------------------------------------------------- Sold: Class A 4,287,199 $ 42,676,674 - ---------------------------------------------------------------------------------------- Class C 2,840,515 28,308,929 - ---------------------------------------------------------------------------------------- Class R 75,793 758,168 - ---------------------------------------------------------------------------------------- Institutional Class 79,811 798,010 ======================================================================================== Issued as reinvestment of dividends: Class A 48,420 480,236 - ---------------------------------------------------------------------------------------- Class C 25,321 251,240 - ---------------------------------------------------------------------------------------- Class R 1,960 19,482 - ---------------------------------------------------------------------------------------- Institutional Class 2,267 22,539 ======================================================================================== Reacquired: Class A (1,008,101) (10,001,310) - ---------------------------------------------------------------------------------------- Class C (1,085,338) (10,778,294) ======================================================================================== 5,267,847 $ 52,535,674 ________________________________________________________________________________________ ======================================================================================== </Table> (a) There are four entities that are record owners of more than 5% of the outstanding shares of the Fund and in the aggregate they own 41% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially. NOTE 14--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-14 AIM Enhanced Short Bond Fund NOTE 15--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> INSTITUTIONAL CLASS A CLASS C CLASS R CLASS ---------------- ---------------- ---------------- ---------------- MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS COMMENCED) TO COMMENCED) TO COMMENCED) TO COMMENCED) TO OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2006 2006 2006 2006 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 10.00 $ 10.00 $10.00 $10.00 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income(a) 0.26 0.25 0.25 0.28 - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) (0.08) (0.09) (0.09) (0.09) ================================================================================================================================= Total from investment operations 0.18 0.16 0.16 0.19 ================================================================================================================================= Less dividends from net investment income (0.27) (0.25) (0.25) (0.28) ================================================================================================================================= Net asset value, end of period $ 9.91 $ 9.91 $ 9.91 $ 9.91 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 1.82% 1.67% 1.67% 1.97% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $32,980 $17,653 $ 771 $ 813 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements(c) 0.87% 1.12% 1.12% 0.61% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements(c) 1.66% 2.41% 1.91% 1.34% ================================================================================================================================= Ratio of net investment income to average net assets(c) 4.49% 4.24% 4.24% 4.75% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(d) 134% 134% 134% 134% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges, if any, and is not annualized for periods less than one year. (c) Ratios are annualized and based on average daily net assets of $21,089,996, $12,836,741, $764,137 and $791,158 for Class A, Class C, Class R and Institutional Class shares, respectively. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. NOTE 16--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor -- Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. F-15 AIM Enhanced Short Bond Fund NOTE 16--LEGAL PROCEEDINGS--(CONTINUED) Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-16 AIM Enhanced Short Bond Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Enhanced Short Bond Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Enhanced Short Bond Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, and the results of its operations, the changes in its net assets and the financial highlights for the period March 31, 2006 (date operations commenced) through October 31, 2006, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2006 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-17 AIM Enhanced Short Bond Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION Of ordinary dividends paid to shareholders during the Fund's tax year ended October 31, 2006, 0% is eligible for the dividends received deduction for corporations. For its tax year ended October 31, 2006, the Fund designates 0%, or the maximum amount allowable of its dividend distributions as qualified dividend income. Your actual amount of qualified dividend income for the calendar year will be reported in your Form 1099-DIV. You should consult your tax advisor regarding treatment of the amounts. REQUIRED STATE INCOME TAX INFORMATION Of the ordinary dividends paid, 0.60% was derived from U.S. Treasury Obligations. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS For its tax year ended October 31, 2006, the Fund designates 35.80%, or the maximum amount allowable, of its dividend distributions as qualified interest income exempt from U.S. income tax for non-resident alien shareholders. Your actual amount of qualified interest income for the calendar year will be reported in your Form 1042-S mailing. You should consult your tax advisor regarding treatment of the amounts. The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended April 30, 2006, July 31, 2006 and October 31, 2006 are, 98.82%, 98.60% and 99.64%, respectively. F-18 AIM Enhanced Short Bond Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-19 TRUSTEES AND OFFICERS--(CONTINUED) AIM Enhanced Short Bond Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General N/A Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers INVESCO Institutional Suite 100 11 Greenway Plaza Inc. LLP (N.A.), Inc. Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street One Midtown Plaza Houston, TX 77046-1173 Suite 100 Suite 2900 1360 Peachtree Street, Houston, TX 77046-1173 Houston, TX 77002-5678 N.E. Atlanta, GA 30309 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-20 [eDelivery GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent send you an e-mail notification containing links to these quarter-end. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. Mutual funds distributed by A I M Distributors, Inc. WHY SIGN UP? A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment Register for eDelivery to: Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary o reduce the amount of paper you receive. of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets o gain access to your documents faster by not waiting for under management as of October 31, 2006. the mail. o view your documents online anytime at your convenience. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND o save the documents to your personal computer or print EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM them out for your records. FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND READ IT CAREFULLY BEFORE INVESTING. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com ESB-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.]--Registered Trademark-- - -------------------------------------------------------------------------------- Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management [AIM INVESTMENTS LOGO APPEARS HERE] Plans Accounts --Registered Trademark-- - -------------------------------------------------------------------------------- SECTOR EQUITY AIM GLOBAL HEALTH CARE FUND Sectors Annual Report to Shareholders o October 31, 2006 Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments........... F-1 Financial Statements ............. F-4 Notes to Financial Statements .... F-7 Financial Highlights ............. F-15 Auditor's Report ................. F-19 [COVER GLOBE IMAGE] Tax Disclosures .................. F-20 Trustees and Officers ............ F-21 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Global Health Care Fund AIM GLOBAL HEALTH CARE FUND SEEKS LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES Fund will have favorable IPO investment o A direct investment cannot be made in opportunities. an index. Unless otherwise indicated, o Class B shares are not available as an index results include reinvested investment for retirement plans o The value of the Fund's shares is dividends, and they do not reflect sales maintained pursuant to Section 401 of particularly vulnerable to factors charges. Performance of an index of the Internal Revenue Code, including affecting the health care industry, such funds reflects fund expenses; 401(k) plans, money purchase pension as substantial government regulation. performance of a market index does not. plans and profit sharing plans. Plans Government regulation may affect the that had existing accounts invested in demand for products and services offered OTHER INFORMATION Class B shares prior to September 30, by health care companies. Also, the 2003, will continue to be allowed to products and services offered by health o Industry classifications used in this make additional purchases. care companies may be subject to rapid report are generally according to the obsolescence caused by scientific Global Industry Classification Standard, o Investor Class shares are closed to advances and technological innovations. which was developed by and is the most investors. For more information on These factors can cause the Fund's exclusive property and a service mark of who may continue to invest in Investor shares to rise and fall more than the Morgan Stanley Capital International Class shares, please see the prospectus. value of shares of a fund that invests Inc. and Standard & Poor's. more broadly. PRINCIPAL RISKS OF INVESTING IN THE FUND o The returns shown in management's ABOUT INDEXES USED IN THIS REPORT discussion of Fund performance are based o Foreign securities have additional on net asset values calculated for risks, including exchange rate changes, o The unmanaged MSCI WORLD shareholder transactions. Generally political and economic upheaval, the INDEX--service mark-- is a group of accepted accounting principles require relative lack of information about these global securities tracked by Morgan adjustments to be made to the net assets companies, relatively low market Stanley Capital International. of the Fund at period end for financial liquidity and the potential lack of reporting purposes, and as such, the net strict financial and accounting controls o The MSCI WORLD HEALTH CARE INDEX, a asset values for shareholder and standards. subset of the MSCI World Index, includes transactions and the returns based on health care securities from developed those net asset values may differ from o Investing in emerging markets involves countries. The unmanaged MSCI World the net asset values and returns greater risks than investing in more Index tracks the performance of reported in the Financial Highlights. established markets. Risks for emerging approximately 50 countries covered by markets include risks relating to the Morgan Stanley Capital International The Fund provides a complete list of its relatively smaller size and lesser that are considered developed markets. holdings four times in each fiscal year, liquidity of these markets, high at the quarter-ends. For the second and inflation rates, adverse political o The unmanaged LIPPER HEALTH/ fourth quarters, the lists appear in the developments and lack of timely BIOTECHNOLOGY FUNDS INDEX represents an Fund's semiannual and annual reports to information. average of the 30 largest health and shareholders. For the first and third biotechnology funds tracked by Lipper quarters, the Fund files the lists with o Prices of equity securities change in Inc., an independent mutual fund the Securities and Exchange Commission response to many factors including the performance monitor. (SEC) on Form N-Q. The most recent list historical and prospective earnings of of portfolio holdings is available at the issuer, the value of its assets, o The unmanaged STANDARD & POOR'S AIMinvestments.com. From our home page, general economic conditions, interest COMPOSITE INDEX OF 500 STOCKS (the S&P click on Products & Performance, then rates, investor perceptions and market 500--Registered Trademark-- Index) is an Mutual Funds, then Fund Overview. Select liquidity. index of common stocks frequently used your Fund from the drop-down menu and as a general measure of U.S. stock click on Complete Quarterly Holdings. o The prices of initial public offering market performance. Shareholders can also look up the Fund's (IPO) securities may go up and down more Forms N-Q on the SEC Web site at than prices of equity securities of o The Fund is not managed to track the sec.gov. Copies of the Fund's Forms N-Q companies with longer trading histories. performance of any particular index, may be reviewed and copied at the SEC In addition, companies offering including the indexes defined here, and Public Reference Room in Washington, securities in IPOs may have less consequently, the performance of the D.C. You can obtain information on the experienced management or limited Fund may deviate significantly from the operation of the Public Reference Room, operating histories. There can be no performance of the indexes. including information about duplicating assurance that the fee charges, by calling 202-942-8090 or 800-732-0330, or by electronic request at the following e-mail address: publicinfo@sec.gov. Continued on page 9 ================================================================================ ======================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND FUND NASDAQ SYMBOLS PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class A Shares GGHCX ========================================================================= Class B Shares GTHBX NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE Class C Shares GTHCX AIMinvestments.com Investor Class Shares GTHIX ======================================== 2 AIM Global Health Care Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that [TAYLOR many investors may see the value of their investments PHOTO] increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, Philip Taylor the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Global Health Care Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be [CROCKETT positive about AIM's management and strategic direction. PHOTO] Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management Bruce L. Crockett organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Global Health Care Fund Management's discussion o Diversifying across industries. of Fund performance o Monitoring political trends that could ====================================================================================== negatively affect a specific industry. PERFORMANCE SUMMARY We may sell a holding when: The fiscal year ended October 31, 2006, was a mixed year for health care stocks. The Fund underperformed the S&P 500 Index for the fiscal year due to the strong o We identify a more attractive returns in the broad market over the period. While the Fund performed largely in investment opportunity. line with its peer group, our strategy caused us to underperform the MSCI World Health Care Index due primarily to an underweight position in large-cap o We see a deterioration of a company's pharmaceutical stocks. It is important to know that the benchmark is over 60% fundamentals. weighted in pharmaceuticals while the Fund is more diversified. o A company fails to capitalize on a Your Fund's long-term performance appears on pages 8 and 9. market opportunity. FUND VS. INDEXES o A change in management occurs. Total returns, 10/31/05-10/31/06, excluding applicable sales charges. If sales charges were included, returns would be lower. o A stock's price target has been met. Class A Shares 8.31% MARKET CONDITIONS AND YOUR FUND Class B Shares 7.52 Class C Shares 7.51 The economy has enjoyed several years of Investor Shares 8.35 economic growth fueled by a low interest MSCI World Index (Broad Market Index) 21.32 rate environment, a strong real estate MSCI World Health Care Index (Style-Specific Index) 13.53 market and resilient consumer spending. Lipper Health/Biotechnology Funds Index (Peer Group Index) 8.71 However, in the past year, we have begun to see a moderation of economic growth SOURCE: LIPPER INC. as the U.S. Federal Reserve Board (the ====================================================================================== Fed) raised short-term interest rates 17 times since June 2004 before pausing at HOW WE INVEST services. We look for companies that are 5.25%. Although the current level of financially healthy and, in our opinion, interest rates is low by historical We seek health care stocks of all market likely to sustain their profitability. standards, a five-fold increase over a capitalizations from around the world We assess the long-term commercial two-year period can potentially affect that we believe are attractively priced potential of each company's current and the economy. and have the potential to benefit from prospective products, especially long-term earnings and cash flow growth. products that fill otherwise unfilled Gross domestic product, a measure of market segments. economic growth, has slowed to 2.2% in We typically invest in four broad the third quarter of 2006 compared to segments of the health care sector: We seek to manage risk by generally: the average from the fourth quarter of pharmaceuticals, biotechnology, medical 2002 to the first quarter 2006 of 3.6%. technology and health o Limiting the size of investment in a Additionally, inflation, as measured by single position. the consumer price index, was at an annualized rate of 3.4% for September 2006, which is in line with the inflation rate for (continued) ======================================== ======================================== ========================================= PORTFOLIO COMPOSITION TOP FIVE COUNTRIES* TOP 10 EQUITY HOLDINGS* By industry 1. United States 76.6% 1. Roche Holding A.G. (Switzerland) 5.6% Pharmaceuticals 35.8% 2. Switzerland 9.7 2. Novartis A.G.-ADR (Switzerland) 4.1 Biotechnology 22.0 3. France 3.5 3. Johnson & Johnson 4.0 Health Care Equipment 12.6 4. United Kingdom 2.1 4. Pfizer Inc. 3.5 Health Care Services 7.2 5. Japan 2.0 5. Amgen Inc. 3.4 Managed Health Care 7.2 6. Genzyme Corp. 3.0 Life Sciences Tools & Services 6.1 Total Net Assets $1.46 billion 7. Gilead Sciences, Inc. 3.0 Other Industries, Each Less Than 8. Medco Health Solutions, Inc. 2.7 2.0% of Portfolio 5.9 Total Number of Holdings* 97 9. Wyeth 2.5 Money Market Funds Plus 10. UnitedHealth Group Inc. 2.0 Other Assets Less Liabilities 3.2 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ======================================== ======================================== ========================================= 5 AIM Global Health Care Fund 2005. Despite a moderating economic position in MEDTRONIC, a company that Derek M. Taner environment, the labor force has develops and manufactures therapeutic Chartered Financial remained intact with the unemployment medical devices for chronic diseases, as [TANER Analyst, portfolio rate at 4.4% as of October 31, 2006. we saw fundamentals in implantable PHOTO] manager, is manager Overall, we believed the economic cardiac defibrillator growth of AIM Global Health outlook remained positive although deteriorate. Care Fund. Mr. Taner growth has slowed to a more subdued began his investment career in 1993 with level than what we have seen in the past We maintained our foreign exposure another employer, where he worked as a several years. with moderate weightings in Japan, fixed income analyst, assistant France, Germany, UK and Switzerland. We portfolio manager and manager of a Large-cap pharmaceuticals was the reduced our Japanese holdings due to health care fund. Mr. Taner joined AIM best performing sector for the fiscal profit-taking and increased our position in 2005. He earned a bachelor of science year. Sentiment has improved after four in U.S. equities as we identified degree in accounting and an M.B.A. from years of underperformance due to attractive buying opportunities in the the Hass School of Business at the improving growth rates driven by cost region. University of California at Berkeley. restructurings, less patent expirations and improving product pipelines. ROCHE At the close of the fiscal year, Assisted by the Global Health Care Team HOLDING, a Swiss drug company with very economic indicators showed that the few expiring patents, experienced strong economy had slowed, which tended to sales of its cancer drug, Avastin. The favor defensive growth sectors such as company remained our top performing health care. Historically, the health stock due to its significant ownership care sector has performed well in an of GENENTECH, the biotech company that environment of decelerating earnings developed Avastin. The company continued growth for the broader market. Moreover, to perform well and showed positive health care was one of the better profit margin improvement. performing sectors in the past two quarters when the yield curve has been SHIRE PLC, a specialty pharmaceutical completely inverted. This is the company focused in areas of central environment at the close of the fiscal nervous system, gastrointestinal and year. We continued to balance growth human genetic therapies, contributed to prospects with valuation to determine Fund performance for the fiscal year. the optimal portfolio structure. The stock rose due to the patent settlement for its largest product, IN CLOSING Adderall XR. Furthermore, the company has a solid pipeline with new products We would like to thank any new in process for FDA approval. shareholders who joined the Fund during the period and thank existing UNITEDHEALTH, a U.S. health care shareholders for their continued insurer, detracted from performance for commitment to AIM Global Health Care the fiscal year. The stock was trimmed Fund. due largely to uncertainty surrounding the options scandal at the company. THE VIEWS AND OPINIONS EXPRESSED IN Important to note is that the company MANAGEMENT'S DISCUSSION OF FUND remains a leader in the managed care PERFORMANCE ARE THOSE OF A I M ADVISORS, area with solid assets and sound INC. THESE VIEWS AND OPINIONS ARE fundamentals. SUBJECT TO CHANGE AT ANY TIME BASED ON FACTORS SUCH AS MARKET AND ECONOMIC MERGE TECHNOLOGIES, a health care CONDITIONS. THESE VIEWS AND OPINIONS MAY software and IT services company, also NOT BE RELIED UPON AS INVESTMENT ADVICE detracted from performance for the OR RECOMMENDATIONS, OR AS AN OFFER FOR A period. The company allegedly PARTICULAR SECURITY. THE INFORMATION IS misrepresented prior financial NOT A COMPLETE ANALYSIS OF EVERY ASPECT performance resulting in the replacement OF ANY MARKET, COUNTRY, INDUSTRY, of the entire senior management team. We SECURITY OR THE FUND. STATEMENTS OF FACT sold the position as a result of these ARE FROM SOURCES CONSIDERED RELIABLE, events. BUT A I M ADVISORS, INC. MAKES NO REPRESENTATION OR WARRANTY AS TO THEIR During the fiscal year, we trimmed COMPLETENESS OR ACCURACY. ALTHOUGH MEDCO HEALTH SOLUTIONS, the largest HISTORICAL PERFORMANCE IS NO GUARANTEE pharmacy-benefit manager, as the stock OF FUTURE RESULTS, THESE INSIGHTS MAY appreciated from the purchase price, and HELP YOU UNDERSTAND OUR INVESTMENT we invested in new attractive MANAGEMENT PHILOSOPHY. opportunities. We also sold our See important fund and index disclosures on the inside front cover. FOR A PRESENTATION OF YOUR FUND'S LONG-TERM PERFORMANCE, PLEASE SEE PAGES 8 AND 9. 6 AIM Global Health Care Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE estimate the expenses that you paid over The hypothetical account values and the period. Simply divide your account expenses may not be used to estimate the As a shareholder of the Fund, you incur value by $1,000 (for example, an $8,600 actual ending account balance or two types of costs: (1) transaction account value divided by $1,000 = 8.6), expenses you paid for the period. You costs, which may include sales charges then multiply the result by the number may use this information to compare the (loads) on purchase payments or in the table under the heading entitled ongoing costs of investing in the fund contingent deferred sales charges on "Actual Expenses Paid During Period" to and other Funds. To do so, compare this redemptions, and redemption fees, if estimate the expenses you paid on your 5% hypothetical example with the 5% any; and (2) ongoing costs, including account during this period. hypothetical examples that appear in the management fees; distribution and/or shareholder reports of the other funds. service (12b-1) fees; and other Fund HYPOTHETICAL EXAMPLE FOR expenses. This example is intended to COMPARISON PURPOSES Please note that the expenses shown help you understand your ongoing costs in the table are meant to highlight your (in dollars) of investing in the Fund The table below also provides ongoing costs only and do not reflect and to compare these costs with ongoing information about hypothetical account any transaction costs, such as sales costs of investing in other mutual values and hypothetical expenses based charges (loads) on purchase payments, funds. The example is based on an on the Fund's actual expense ratio and contingent deferred sales charges on investment of $1,000 invested at the an assumed rate of return of 5% per year redemptions, and redemption fees, if beginning of the period and held for the before expenses, which is not the Fund's any. Therefore, the hypothetical entire period May 1, 2006, through actual return. The Fund's actual information is useful in comparing October 31, 2006. cumulative total returns at net asset ongoing costs only, and will not help value after expenses for the six months you determine the relative total costs ACTUAL EXPENSES ended October 31, 2006, appear in the of owning different funds. In addition, table "Cumulative Total Returns" on page if these transaction costs were The table below provides information 9. included, your costs would have been about actual account values and actual higher. expenses. You may use the information in this table, together with the amount you invested, to ==================================================================================================================================== ACTUAL HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,024.60 $6.28 $1,019.00 $6.26 1.23% B 1,000.00 1,020.70 10.08 1,015.22 10.06 1.98 C 1,000.00 1,020.70 10.08 1,015.22 10.06 1.98 Investor 1,000.00 1,024.90 6.28 1,019.00 6.26 1.23 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM Global Health Care Fund Your Fund's long-term performance RESULTS OF A $10,000 INVESTMENT Index data from 7/31/89, Fund data from 8/7/89 =============================================================================== [MOUNTAIN CHART] DATE AIM GLOBAL HEALTH FUND MSCI WORLD -CLASS A SHARES INDEX 7/31/89 $10000 8/89 $9533 9756 9/89 9574 10028 10/89 9780 9692 11/89 10120 10076 12/89 10286 10397 1/90 9822 9909 2/90 9830 9481 3/90 10103 8906 4/90 10103 8775 5/90 11197 9696 6/90 11495 9624 7/90 11520 9709 8/90 10758 8797 9/90 10326 7867 10/90 10633 8598 11/90 11354 8454 12/90 11635 8628 1/91 12409 8940 2/91 13438 9765 3/91 14212 9474 4/91 13924 9545 5/91 14621 9759 6/91 13941 9153 7/91 14927 9582 8/91 15301 9549 9/91 15455 9797 10/91 16399 9952 11/91 15779 9516 12/91 18375 10205 1/92 18134 10013 2/92 17379 9838 3/92 16215 9371 4/92 15197 9499 5/92 15557 9874 6/92 14949 9540 7/92 15557 9561 8/92 15171 9790 9/92 14828 9697 10/92 14940 9432 11/92 15881 9597 12/92 15889 9672 1/93 15323 9701 2/93 13337 9928 3/93 13525 10501 4/93 13610 10985 5/93 14423 11235 6/93 14466 11138 7/93 14081 11364 8/93 14184 11883 9/93 14749 11660 10/93 15289 11979 11/93 15443 11298 12/93 16302 11848 1/94 17410 12627 2/94 16714 12461 3/94 15622 11921 4/94 15588 12287 5/94 15527 12315 6/94 14695 12278 7/94 15314 12509 8/94 16894 12883 9/94 16885 12542 10/94 16835 12895 11/94 16422 12333 12/94 16350 12450 1/95 16877 12260 2/95 17201 12436 3/95 17754 13032 4/95 17311 13483 5/95 17247 13596 6/95 17524 13588 7/95 18625 14265 8/95 18977 13944 9/95 19891 14347 10/95 20168 14118 11/95 21241 14606 12/95 22394 15029 1/96 23541 15298 2/96 24235 15388 3/96 24708 15641 4/96 24898 16006 5/96 25319 16016 6/96 24129 16094 7/96 21931 15522 8/96 23731 15697 9/96 25490 16309 10/96 24837 16419 11/96 24996 17336 12/96 27736 17055 1/97 28670 17258 2/97 28865 17453 3/97 25448 17104 4/97 24069 17660 5/97 28319 18747 6/97 28639 19679 7/97 29117 20582 8/97 29493 19202 9/97 32628 20242 10/97 31887 19173 11/97 31068 19509 12/97 29949 19744 1/98 29527 20291 2/98 32016 21660 3/98 32061 22571 4/98 32574 22788 5/98 32063 22499 6/98 32893 23030 7/98 32729 22990 8/98 27404 19920 9/98 29168 20269 10/98 30391 22098 11/98 32412 23409 12/98 35474 24549 1/99 36652 25083 2/99 35476 24412 3/99 38612 25425 4/99 37782 26424 5/99 36875 25455 6/99 38276 26638 7/99 38322 26555 8/99 37479 26504 9/99 35110 26243 10/99 36195 27604 11/99 38157 28377 12/99 37428 30670 1/00 38128 28910 2/00 39726 28985 3/00 39610 30985 4/00 39179 29671 5/00 40609 28916 6/00 44219 29886 7/00 45134 29041 8/00 47296 29983 9/00 50559 28385 10/00 50125 27906 11/00 53122 26208 12/00 56920 26628 1/01 54581 27141 2/01 57425 24844 3/01 52021 23208 4/01 54325 24919 5/01 54847 24594 6/01 59992 23820 7/01 59416 23502 8/01 58768 22371 9/01 56488 20396 10/01 55578 20786 11/01 58402 22012 12/01 59611 22148 1/02 58007 21475 2/02 55118 21286 3/02 58282 22267 4/02 57641 21469 5/02 57238 21504 6/02 53260 20196 7/02 51358 18492 8/02 51060 18523 9/02 48834 16484 10/02 47936 17699 11/02 47936 18650 12/02 46095 17744 1/03 45348 17203 2/03 43144 16902 3/03 43550 16846 4/03 45091 18339 5/03 48406 19383 6/03 49945 19716 7/03 49815 20115 8/03 48874 20547 9/03 50926 20670 10/03 51527 21895 11/03 53130 22226 12/03 55977 23618 1/04 57819 23997 2/04 58311 24399 3/04 57646 24237 4/04 56896 23741 5/04 56276 23939 6/04 57070 24449 7/04 55592 23651 8/04 56320 23755 9/04 56038 24204 10/04 56425 24796 11/04 57001 26099 12/04 61105 27095 1/05 58819 26485 2/05 58819 27324 3/05 57302 26796 4/05 58201 26210 5/05 59680 26676 6/05 60127 26907 7/05 63272 27846 8/05 64430 28056 9/05 65139 28785 10/05 63686 28087 11/05 65272 29022 12/05 66427 29665 1/06 69031 30990 2/06 70198 30944 3/06 69797 31624 4/06 67327 32585 5/06 64903 31472 6/06 64572 31462 7/06 65540 31659 8/06 67854 32480 9/06 68098 32868 10/06 68899 34074 =============================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee chart and table(s) does not reflect during the early years shown in the comparable future results. deduction of taxes a shareholder would chart. The vertical axis, the one that pay on Fund distributions or sale of indicates the dollar value of an The data shown in the chart include Fund shares. Performance of the indexes investment, is constructed with each reinvested distributions, applicable does not reflect the effects of taxes. segment representing a percent change in sales charges, Fund expenses and the value of the investment. In this management fees. Index results include This chart, which is a logarithmic chart, each segment represents a reinvested dividends, but they do not chart, presents the fluctuations in the doubling, or 100% change, in the value reflect sales charges. Performance of an value of the Fund and its indexes. We of the investment. In other words, the index of funds reflects fund expenses believe that a logarithmic chart is more space between $10,000 and $20,000 is the and management fees; performance of a effective than other types of charts in same size as the space between $20,000 market index does not. Performance shown illustrating changes in value and $40,000, and so on. in the 8 AIM Global Health Care Fund ======================================== ======================================== ======================================== AVERAGE ANNUAL TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 2.46% Inception (8/7/89) 11.85% CLASS A SHARES Class B Shares 2.07 10 Years 10.12 Inception (8/7/89) 11.83% Class C Shares 2.07 5 Years 3.24 10 Years 9.70 Investor Class Shares 2.49 1 Year 2.37 5 Years 2.64 ======================================== 1 Year -1.20 CLASS B SHARES Inception (4/1/93) 12.51% CLASS B SHARES 10 Years 10.31 Inception (4/1/93) 12.49% 5 Years 3.46 10 Years 9.87 1 Year 2.52 5 Years 2.86 1 Year -1.25 CLASS C SHARES Inception (3/1/99) 8.50% CLASS C SHARES 5 Years 3.81 Inception (3/1/99) 8.43% 1 Year 6.51 5 Years 3.21 1 Year 2.75 INVESTOR CLASS SHARES 10 Years 10.75% Investor Class Shares 5 Years 4.42 10 Years 10.32% 1 Year 8.35 5 Years 3.80 1 Year 4.51 ======================================== ======================================= INVESTOR CLASS SHARES' INCEPTION DATE IS CANNOT GUARANTEE COMPARABLE FUTURE PERFORMANCE REFLECTS THE APPLICABLE JULY 15, 2005. RETURNS SINCE THAT DATE RESULTS; CURRENT PERFORMANCE MAY BE CONTINGENT DEFERRED SALES CHARGE (CDSC) ARE HISTORICAL RETURNS. ALL OTHER LOWER OR HIGHER. PLEASE VISIT FOR THE PERIOD INVOLVED. THE CDSC ON RETURNS ARE BLENDED RETURNS OF AIMinvestments.com FOR THE MOST RECENT CLASS B SHARES DECLINES FROM 5% HISTORICAL INVESTOR CLASS SHARE MONTH-END PERFORMANCE. PERFORMANCE BEGINNING AT THE TIME OF PURCHASE TO 0% PERFORMANCE AND RESTATED CLASS A SHARE FIGURES REFLECT REINVESTED AT THE BEGINNING OF THE SEVENTH YEAR. PERFORMANCE (FOR PERIODS PRIOR TO THE DISTRIBUTIONS, CHANGES IN NET ASSET THE CDSC ON CLASS C SHARES IS 1% FOR THE INCEPTION DATE OF INVESTOR CLASS SHARES) VALUE AND THE EFFECT OF THE MAXIMUM FIRST YEAR AFTER PURCHASE. INVESTOR AT NET ASSET VALUE, WHICH RESTATED SALES CHARGE UNLESS OTHERWISE STATED. CLASS SHARES DO NOT HAVE A FRONT-END PERFORMANCE WILL REFLECT THE RULE 12b-1 INVESTMENT RETURN AND PRINCIPAL VALUE SALES CHARGE OR A CDSC; THEREFORE, FEES APPLICABLE TO CLASS A SHARES FOR WILL FLUCTUATE SO THAT YOU MAY HAVE A PERFORMANCE IS AT NET ASSET VALUE. THE PERIOD USING BLENDED RETURNS. CLASS GAIN OR LOSS WHEN YOU SELL SHARES. A SHARES' INCEPTION DATE IS AUGUST 7, THE PERFORMANCE OF THE FUND'S SHARE 1989. CLASS A SHARE PERFORMANCE REFLECTS CLASSES WILL DIFFER PRIMARILY DUE TO THE MAXIMUM 5.50% SALES CHARGE, AND DIFFERENT SALES CHARGE STRUCTURES AND THE PERFORMANCE DATA QUOTED CLASS B AND CLASS C SHARE CLASS EXPENSES. REPRESENT PAST PERFORMANCE AND Continued from inside front cover The SEC file numbers for the Fund are On the home page, scroll down and click click on Proxy Voting Activity. Next, 811-05426 and 033-19338. on AIM Funds Proxy Policy. The select the Fund from the drop-down menu. information is also available on the SEC The information is also available on the A description of the policies and Web site, sec.gov. SEC Web site, sec.gov. procedures that the Fund uses to determine how to vote proxies relating Information regarding how the Fund voted to portfolio securities is available proxies related to its portfolio without charge, upon request, from our securities during the 12 months ended Client Services department at June 30, 2006, is available at our Web 800-959-4246 or on the AIM Web site, site. Go to AIMinvestments.com, access AIMinvestments.com. the About Us tab, click on Required Notices and then 9 AIM Global Health Care Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees of AIM Investment services to be provided by AIM under the whether to continue the Advisory Funds (the "Board") oversees the Advisory Agreement was appropriate and Agreement for the Fund, the Board management of AIM Global Health Care that AIM currently is providing services concluded that no changes should be made Fund (the "Fund") and, as required by in accordance with the terms of the to the Fund and that it was not law, determines annually whether to Advisory Agreement. necessary to change the Fund's portfolio approve the continuance of the Fund's management team at this time. Although advisory agreement with A I M Advisors, o The quality of services to be provided the independent written evaluation of Inc. ("AIM"). Based upon the by AIM. The Board reviewed the the Fund's Senior Officer (discussed recommendation of the Investments credentials and experience of the below) only considered Fund performance Committee of the Board, at a meeting officers and employees of AIM who will through the most recent calendar year, held on June 27, 2006, the Board, provide investment advisory services to the Board also reviewed more recent Fund including all of the independent the Fund. In reviewing the performance, which did not change their trustees, approved the continuance of qualifications of AIM to provide conclusions. the advisory agreement (the "Advisory investment advisory services, the Board Agreement") between the Fund and AIM for considered such issues as AIM's o Meeting with the Fund's portfolio another year, effective July 1, 2006. portfolio and product review process, managers and investment personnel. With various back office support functions respect to the Fund, the Board is The Board considered the factors provided by AIM and AIM's equity and meeting periodically with such Fund's discussed below in evaluating the fixed income trading operations. Based portfolio managers and/or other fairness and reasonableness of the on the review of these and other investment personnel and believes that Advisory Agreement at the meeting on factors, the Board concluded that the such individuals are competent and able June 27, 2006 and as part of the Board's quality of services to be provided by to continue to carry out their ongoing oversight of the Fund. In their AIM was appropriate and that AIM responsibilities under the Advisory deliberations, the Board and the currently is providing satisfactory Agreement. independent trustees did not identify services in accordance with the terms of any particular factor that was the Advisory Agreement. o Overall performance of AIM. The Board controlling, and each trustee attributed considered the overall performance of different weights to the various o The performance of the Fund relative AIM in providing investment advisory and factors. to comparable funds. The Board reviewed portfolio administrative services to the the performance of the Fund during the Fund and concluded that such performance One responsibility of the independent past one, three and five calendar years was satisfactory. Senior Officer of the Fund is to manage against the performance of funds advised the process by which the Fund's proposed by other advisors with investment o Fees relative to those clients of AIM management fees are negotiated to ensure strategies comparable to those of the with comparable investment strategies. that they are negotiated in a manner Fund. The Board noted that the Fund's The Board reviewed the effective which is at arms' length and reasonable. performance was below the median advisory fee rate (before waivers) for To that end, the Senior Officer must performance of such comparable funds for the Fund under the Advisory Agreement. either supervise a competitive bidding the one and three year periods and above The Board noted that this rate was (i) process or prepare an independent such median performance for the five below the effective advisory fee rate written evaluation. The Senior Officer year period. The Board noted that AIM (before waivers) for a mutual fund has recommended an independent written has recently made changes to the Fund's advised by AIM with investment evaluation in lieu of a competitive portfolio management team, which need strategies comparable to those of the bidding process and, upon the direction more time to be evaluated before a Fund; (ii) above the effective of the Board, has prepared such an conclusion can be made that the changes sub-advisory fee rates for four offshore independent written evaluation. Such have addressed the Fund's funds advised and sub-advised by AIM written evaluation also considered under-performance. Based on this review affiliates with investment strategies certain of the factors discussed below. and after taking account of all of the comparable to those of the Fund, In addition, as discussed below, the other factors that the Board considered although the total advisory fees for two Senior Officer made a recommendation to in determining whether to continue the such offshore funds were comparable to the Board in connection with such Advisory Agreement for the Fund, the or above those for the Fund; and (iii) written evaluation. Board concluded that no changes should comparable to the effective sub-advisory be made to the Fund and that it was not fee rates for two variable insurance The discussion below serves as a necessary to change the Fund's portfolio funds sub-advised by an AIM affiliate summary of the Senior Officer's management team at this time. Although and offered to insurance company independent written evaluation and the independent written evaluation of separate accounts with investment recommendation to the Board in the Fund's Senior Officer (discussed strategies comparable to those of the connection therewith, as well as a below) only considered Fund performance Fund, although the total advisory fees discussion of the material factors and through the most recent calendar year, for such variable insurance funds were the conclusions with respect thereto the Board also reviewed more recent Fund comparable to those for the Fund. The that formed the basis for the Board's performance, which did not change their Board noted that AIM has agreed to waive approval of the Advisory Agreement. conclusions. advisory fees of the Fund and to limit After consideration of all of the the Fund's total annual operating factors below and based on its informed o The performance of the Fund relative expenses, as discussed below. Based on business judgment, the Board determined to indices. The Board reviewed the this review, the Board concluded that that the Advisory Agreement is in the performance of the Fund during the past the advisory fee rate for the Fund under best interests of the Fund and its one, three and five calendar years the Advisory Agreement was fair and shareholders and that the compensation against the performance of the Lipper reasonable. to AIM under the Advisory Agreement is Health/Biotech Fund Index. The Board fair and reasonable and would have been noted that the Fund's performance was o Fees relative to those of comparable obtained through arm's length below the performance of such Index for funds with other advisors. The Board negotiations. the one and three year periods and above reviewed the advisory fee rate for the such Index for the five year period. The Fund under the Advisory Agreement. The Unless otherwise stated, information Board noted that AIM has recently made Board compared effective contractual presented below is as of June 27, 2006 changes to the Fund's portfolio advisory fee rates at a common asset and does not reflect any changes that management team, which need more time to level at the end of the past calendar may have occurred since June 27, 2006, be evaluated before a conclusion can be year and noted that the Fund's rate was including but not limited to changes to made that the changes have addressed the below the median rate of the funds the Fund's performance, advisory fees, Fund's under-performance. Based on this advised by other advisors with expense limitations and/or fee waivers. review and after taking account of all investment strategies comparable to of the other factors that the Board those of the Fund that the Board o The nature and extent of the advisory considered in determining reviewed. The Board noted that AIM has services to be provided by AIM. The agreed to waive advisory fees of the Board reviewed the services to be Fund and to limit provided by AIM under the Advisory Agreement. Based on such review, the Board concluded that the range of (continued) 10 AIM Global Health Care Fund the Fund's total annual operating higher net return, increased liquidity, advised by AIM are used to pay for expenses, as discussed below. Based on increased diversification or decreased research and execution services. This this review, the Board concluded that transaction costs. The Board also found research may be used by AIM in making the advisory fee rate for the Fund under that the Fund will not receive reduced investment decisions for the Fund. The the Advisory Agreement was fair and services if it invests its cash balances Board concluded that such arrangements reasonable. in such money market funds. The Board were appropriate. noted that, to the extent the Fund o Expense limitations and fee waivers. invests uninvested cash in affiliated o AIM's financial soundness in light of The Board noted that AIM has money market funds, AIM has voluntarily the Fund's needs. The Board considered contractually agreed to waive advisory agreed to waive a portion of the whether AIM is financially sound and has fees of the Fund through December 31, advisory fees it receives from the Fund the resources necessary to perform its 2009 to the extent necessary so that the attributable to such investment. The obligations under the Advisory advisory fees payable by the Fund do not Board further determined that the Agreement, and concluded that AIM has exceed a specified maximum advisory fee proposed securities lending program and the financial resources necessary to rate, which maximum rate includes related procedures with respect to the fulfill its obligations under the breakpoints and is based on net asset lending Fund is in the best interests of Advisory Agreement. levels. The Board considered the the lending Fund and its respective contractual nature of this fee waiver shareholders. The Board therefore o Historical relationship between the and noted that it remains in effect concluded that the investment of cash Fund and AIM. In determining whether to until December 31, 2009. The Board noted collateral received in connection with continue the Advisory Agreement for the that AIM has voluntarily agreed to waive the securities lending program in the Fund, the Board also considered the fees and/or limit expenses of the Fund money market funds according to the prior relationship between AIM and the in an amount necessary to limit total procedures is in the best interests of Fund, as well as the Board's knowledge annual operating expenses to a specified the lending Fund and its respective of AIM's operations, and concluded that percentage of average daily net assets shareholders. it was beneficial to maintain the for each class of the Fund. The Board current relationship, in part, because considered the voluntary nature of this o Independent written evaluation and of such knowledge. The Board also fee waiver/expense limitation and noted recommendations of the Fund's Senior reviewed the general nature of the that it can be terminated at any time by Officer. The Board noted that, upon non-investment advisory services AIM without further notice to investors. their direction, the Senior Officer of currently performed by AIM and its The Board considered the effect these the Fund, who is independent of AIM and affiliates, such as administrative, fee waivers/expense limitations would AIM's affiliates, had prepared an transfer agency and distribution have on the Fund's estimated expenses independent written evaluation in order services, and the fees received by AIM and concluded that the levels of fee to assist the Board in determining the and its affiliates for performing such waivers/expense limitations for the Fund reasonableness of the proposed services. In addition to reviewing such were fair and reasonable. management fees of the AIM Funds, services, the trustees also considered including the Fund. The Board noted that the organizational structure employed by o Breakpoints and economies of scale. the Senior Officer's written evaluation AIM and its affiliates to provide those The Board reviewed the structure of the had been relied upon by the Board in services. Based on the review of these Fund's advisory fee under the Advisory this regard in lieu of a competitive and other factors, the Board concluded Agreement, noting that it includes six bidding process. In determining whether that AIM and its affiliates were breakpoints. The Board reviewed the to continue the Advisory Agreement for qualified to continue to provide level of the Fund's advisory fees, and the Fund, the Board considered the non-investment advisory services to the noted that such fees, as a percentage of Senior Officer's written evaluation and Fund, including administrative, transfer the Fund's net assets, have decreased as the recommendation made by the Senior agency and distribution services, and net assets increased because the Officer to the Board that the Board that AIM and its affiliates currently Advisory Agreement includes breakpoints. consider whether the advisory fee are providing satisfactory The Board noted that, due to the Fund's waivers for certain equity AIM Funds, non-investment advisory services. asset levels at the end of the past including the Fund, should be calendar year and the way in which the simplified. The Board concluded that it o Other factors and current trends. The advisory fee breakpoints have been would be advisable to consider this Board considered the steps that AIM and structured, the Fund has yet to fully issue and reach a decision prior to the its affiliates have taken over the last benefit from the breakpoints. The Board expiration date of such advisory fee several years, and continue to take, in noted that AIM has contractually agreed waivers. order to improve the quality and to waive advisory fees of the Fund efficiency of the services they provide through December 31, 2009 to the extent o Profitability of AIM and its to the Funds in the areas of investment necessary so that the advisory fees affiliates. The Board reviewed performance, product line payable by the Fund do not exceed a information concerning the profitability diversification, distribution, fund specified maximum advisory fee rate, of AIM's (and its affiliates') operations, shareholder services and which maximum rate includes breakpoints investment advisory and other activities compliance. The Board concluded that and is based on net asset levels. The and its financial condition. The Board these steps taken by AIM have improved, Board concluded that the Fund's fee considered the overall profitability of and are likely to continue to improve, levels under the Advisory Agreement AIM, as well as the profitability of AIM the quality and efficiency of the therefore reflect economies of scale and in connection with managing the Fund. services AIM and its affiliates provide that it was not necessary to change the The Board noted that AIM's operations to the Fund in each of these areas, and advisory fee breakpoints in the Fund's remain profitable, although increased support the Board's approval of the advisory fee schedule. expenses in recent years have reduced continuance of the Advisory Agreement AIM's profitability. Based on the review for the Fund. o Investments in affiliated money market of the profitability of AIM's and its funds. The Board also took into account affiliates' investment advisory and the fact that uninvested cash and cash other activities and its financial collateral from securities lending condition, the Board concluded that the arrangements, if any (collectively, compensation to be paid by the Fund to "cash balances") of the Fund may be AIM under its Advisory Agreement was not invested in money market funds advised excessive. by AIM pursuant to the terms of an SEC exemptive order. The Board found that o Benefits of soft dollars to AIM. The the Fund may realize certain benefits Board considered the benefits realized upon investing cash balances in AIM by AIM as a result of brokerage advised money market funds, including a transactions executed through "soft dollar" arrangements. Under these arrangements, brokerage commissions paid by the Fund and/or other funds 11 AIM Global Health Care Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------------ DOMESTIC COMMON STOCKS-76.53% BIOTECHNOLOGY-21.41% Altus Pharmaceuticals Inc.(a) 158,074 $ 2,605,059 - ------------------------------------------------------------------------------ Amgen Inc.(a) 646,300 49,060,633 - ------------------------------------------------------------------------------ Arena Pharmaceuticals, Inc.(a) 249,846 3,810,151 - ------------------------------------------------------------------------------ Array BioPharma Inc.(a) 444,107 4,361,131 - ------------------------------------------------------------------------------ Biogen Idec Inc.(a) 500,886 23,842,173 - ------------------------------------------------------------------------------ BioMarin Pharmaceutical Inc.(a) 229,102 3,672,505 - ------------------------------------------------------------------------------ Celgene Corp.(a) 159,114 8,503,052 - ------------------------------------------------------------------------------ Cubist Pharmaceuticals, Inc.(a) 326,221 7,264,942 - ------------------------------------------------------------------------------ Genentech, Inc.(a) 181,740 15,138,942 - ------------------------------------------------------------------------------ Genzyme Corp.(a) 658,462 44,452,770 - ------------------------------------------------------------------------------ Gilead Sciences, Inc.(a) 637,543 43,926,713 - ------------------------------------------------------------------------------ Human Genome Sciences, Inc.(a) 704,412 9,403,900 - ------------------------------------------------------------------------------ InterMune, Inc.(a)(b) 174,945 3,866,284 - ------------------------------------------------------------------------------ Keryx Biopharmaceuticals, Inc.(a) 257,414 3,614,092 - ------------------------------------------------------------------------------ Mannkind Corp.(a)(b) 179,040 3,625,560 - ------------------------------------------------------------------------------ Medarex, Inc.(a) 413,074 5,336,916 - ------------------------------------------------------------------------------ MedImmune, Inc.(a) 68,819 2,204,961 - ------------------------------------------------------------------------------ Myogen, Inc.(a) 231,276 12,095,735 - ------------------------------------------------------------------------------ Myriad Genetics, Inc.(a) 144,240 3,878,614 - ------------------------------------------------------------------------------ OSI Pharmaceuticals, Inc.(a) 91,975 3,520,803 - ------------------------------------------------------------------------------ Panacos Pharmaceuticals Inc.(a) 596,617 4,092,793 - ------------------------------------------------------------------------------ PDL BioPharma Inc.(a) 617,936 13,056,988 - ------------------------------------------------------------------------------ Theravance, Inc.(a) 138,521 4,357,871 - ------------------------------------------------------------------------------ United Therapeutics Corp.(a)(b) 284,214 17,010,208 - ------------------------------------------------------------------------------ Vertex Pharmaceuticals Inc.(a) 324,099 13,158,419 - ------------------------------------------------------------------------------ ZymoGenetics, Inc.(a) 417,753 6,704,936 ============================================================================== 312,566,151 ============================================================================== DRUG RETAIL-0.82% CVS Corp. 379,329 11,903,344 ============================================================================== HEALTH CARE DISTRIBUTORS-0.88% PSS World Medical, Inc.(a) 641,296 12,902,876 ============================================================================== HEALTH CARE EQUIPMENT-12.57% Baxter International Inc. 350,840 16,128,115 - ------------------------------------------------------------------------------ Biomet, Inc. 310,117 11,734,827 - ------------------------------------------------------------------------------ Cytyc Corp.(a) 1,014,716 26,808,797 - ------------------------------------------------------------------------------ Dexcom Inc.(a) 760,328 6,690,886 - ------------------------------------------------------------------------------ Hospira, Inc.(a) 390,556 14,196,711 - ------------------------------------------------------------------------------ Mentor Corp. 462,067 21,624,735 - ------------------------------------------------------------------------------ NxStage Medical, Inc.(a)(b) 796,891 5,841,211 - ------------------------------------------------------------------------------ Respironics, Inc.(a) 524,200 18,514,744 - ------------------------------------------------------------------------------ St. Jude Medical, Inc.(a) 298,343 10,248,082 - ------------------------------------------------------------------------------ </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------------ <Caption> HEALTH CARE EQUIPMENT-(CONTINUED) Thoratec Corp.(a) 575,245 $ 9,060,109 - ------------------------------------------------------------------------------ Varian Medical Systems, Inc.(a) 238,400 13,078,624 - ------------------------------------------------------------------------------ Wright Medical Group, Inc.(a) 437,018 10,798,715 - ------------------------------------------------------------------------------ Zimmer Holdings, Inc.(a) 261,079 18,800,299 ============================================================================== 183,525,855 ============================================================================== HEALTH CARE SERVICES-7.25% DaVita, Inc.(a) 452,957 25,197,998 - ------------------------------------------------------------------------------ Express Scripts, Inc.(a) 210,314 13,401,208 - ------------------------------------------------------------------------------ HMS Holdings Corp.(a)(c) 697,959 9,589,957 - ------------------------------------------------------------------------------ Medco Health Solutions, Inc.(a) 748,199 40,028,646 - ------------------------------------------------------------------------------ Omnicare, Inc. 168,405 6,379,181 - ------------------------------------------------------------------------------ Quest Diagnostics Inc. 225,904 11,236,465 ============================================================================== 105,833,455 ============================================================================== HEALTH CARE SUPPLIES-0.62% Cooper Cos., Inc. (The) 157,601 9,082,546 ============================================================================== HEALTH CARE TECHNOLOGY-1.09% Eclipsys Corp.(a) 506,262 10,727,692 - ------------------------------------------------------------------------------ TriZetto Group, Inc. (The)(a) 301,083 5,145,508 ============================================================================== 15,873,200 ============================================================================== INDUSTRIAL CONGLOMERATES-1.78% Tyco International Ltd. 884,484 26,030,364 ============================================================================== LIFE & HEALTH INSURANCE-0.69% Universal American Financial Corp.(a) 543,805 10,109,335 ============================================================================== LIFE SCIENCES TOOLS & SERVICES-5.45% Charles River Laboratories International, Inc.(a) 344,138 14,770,403 - ------------------------------------------------------------------------------ Dionex Corp.(a) 148,481 8,077,367 - ------------------------------------------------------------------------------ Fisher Scientific International Inc.(a) 102,816 8,803,106 - ------------------------------------------------------------------------------ Invitrogen Corp.(a) 208,884 12,117,361 - ------------------------------------------------------------------------------ Millipore Corp.(a) 15,710 1,013,766 - ------------------------------------------------------------------------------ Molecular Devices Corp.(a) 115,595 2,328,083 - ------------------------------------------------------------------------------ Pharmaceutical Product Development, Inc. 580,980 18,388,017 - ------------------------------------------------------------------------------ Thermo Electron Corp.(a) 203,382 8,718,986 - ------------------------------------------------------------------------------ Varian Inc.(a) 113,006 5,298,851 ============================================================================== 79,515,940 ============================================================================== MANAGED HEALTH CARE-7.20% Aetna Inc. 358,216 14,765,663 - ------------------------------------------------------------------------------ Aveta, Inc. (Acquired 12/21/05; Cost $9,929,723)(a)(d)(e) 735,535 12,504,095 - ------------------------------------------------------------------------------ Coventry Health Care, Inc.(a) 283,083 13,290,747 - ------------------------------------------------------------------------------ Health Net Inc.(a) 507,105 21,049,929 - ------------------------------------------------------------------------------ </Table> F-1 AIM Global Health Care Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------------ MANAGED HEALTH CARE-(CONTINUED) UnitedHealth Group Inc. 600,974 $ 29,315,512 - ------------------------------------------------------------------------------ WellPoint Inc.(a) 186,942 14,267,413 ============================================================================== 105,193,359 ============================================================================== PHARMACEUTICALS-16.77% Allergan, Inc. 209,604 24,209,262 - ------------------------------------------------------------------------------ Cadence Pharmaceuticals, Inc.(a) 372,454 3,575,558 - ------------------------------------------------------------------------------ Cypress Bioscience, Inc.(a) 512,317 4,037,058 - ------------------------------------------------------------------------------ Endo Pharmaceuticals Holdings Inc.(a) 234,947 6,705,387 - ------------------------------------------------------------------------------ Forest Laboratories, Inc.(a) 324,707 15,891,161 - ------------------------------------------------------------------------------ Johnson & Johnson 862,645 58,142,273 - ------------------------------------------------------------------------------ Lilly (Eli) and Co. 251,500 14,086,515 - ------------------------------------------------------------------------------ Medicines Co. (The)(a) 211,805 5,498,458 - ------------------------------------------------------------------------------ Pfizer Inc. 1,892,645 50,438,989 - ------------------------------------------------------------------------------ POZEN Inc.(a)(b) 248,481 4,132,239 - ------------------------------------------------------------------------------ Sepracor Inc.(a) 147,297 7,624,093 - ------------------------------------------------------------------------------ Warner Chilcott Ltd.-Class A(a) 716,017 9,451,424 - ------------------------------------------------------------------------------ Wyeth 706,922 36,074,230 - ------------------------------------------------------------------------------ Xenoport Inc.(a) 210,400 5,064,328 ============================================================================== 244,930,975 ============================================================================== Total Domestic Common Stocks (Cost $945,118,511) 1,117,467,400 ============================================================================== FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-20.28% AUSTRALIA-0.24% CSL Ltd. (Biotechnology)(f) 82,064 3,560,173 ============================================================================== CANADA-1.05% Cardiome Pharma Corp. (Pharmaceuticals)(a) 529,099 6,089,930 - ------------------------------------------------------------------------------ MDS Inc. (Life Sciences Tools & Services) 520,200 9,174,276 ============================================================================== 15,264,206 ============================================================================== FRANCE-3.53% Ipsen S.A. (Pharmaceuticals) (Acquired 12/06/05; Cost $15,863,951)(d)(f) 606,049 25,008,627 - ------------------------------------------------------------------------------ Sanofi-Aventis (Pharmaceuticals)(f) 313,000 26,585,039 ============================================================================== 51,593,666 ============================================================================== GERMANY-1.27% Merck KGaA (Pharmaceuticals) 175,391 18,490,861 ============================================================================== JAPAN-2.02% Eisai Co., Ltd. (Pharmaceuticals)(f) 328,500 16,773,207 - ------------------------------------------------------------------------------ Shionogi & Co., Ltd. (Pharmaceuticals)(b)(f) 636,850 12,735,627 ============================================================================== 29,508,834 ============================================================================== SPAIN-0.34% Grifols S.A. (Biotechnology) (Acquired 05/16/06 Cost $2,701,233)(a)(d)(f) 480,110 5,018,549 ============================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------------ <Caption> SWITZERLAND-9.70% Novartis A.G.-ADR (Pharmaceuticals) 978,109 $ 59,400,560 - ------------------------------------------------------------------------------ Roche Holding A.G. (Pharmaceuticals)(f) 470,758 82,269,351 ============================================================================== 141,669,911 ============================================================================== UNITED KINGDOM-2.13% AstraZeneca PLC-ADR (Pharmaceuticals) 221,602 13,008,037 - ------------------------------------------------------------------------------ Shire PLC-ADR (Pharmaceuticals) 328,714 18,029,963 ============================================================================== 31,038,000 ============================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $202,608,969) 296,144,200 ============================================================================== PREFERRED STOCKS-0.02% BIOTECHNOLOGY-0.01% Athersys Inc.-Series F, Conv. Pfd. (Acquired 04/17/00; Cost $5,000,000)(a)(d)(e)(g)(h) 416,667 235,293 - ------------------------------------------------------------------------------ Ingenex, Inc.-Series B, Pfd. (Acquired 09/27/94; Cost $600,000)(a)(d)(e)(g)(h) 103,055 0 ============================================================================== 235,293 ============================================================================== PHARMACEUTICALS-0.01% BioImagene, Inc.-Series B-2, Pfd. (Acquired 05/24/01; Cost $1,350,000)(a)(d)(e)(g)(h) 93,867 94,336 ============================================================================== Total Preferred Stocks (Cost $6,950,000) 329,629 ============================================================================== MONEY MARKET FUNDS-1.43% Liquid Assets Portfolio-Institutional Class(i) 10,405,502 10,405,502 - ------------------------------------------------------------------------------ Premier Portfolio-Institutional Class(i) 10,405,502 10,405,502 ============================================================================== Total Money Market Funds (Cost $20,811,004) 20,811,004 ============================================================================== TOTAL INVESTMENTS (excluding investments purchased with cash collateral from securities loaned)-98.26% (Cost $1,175,488,484) 1,434,752,233 ============================================================================== INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES LOANED MONEY MARKET FUNDS-1.10% Liquid Assets Portfolio-Institutional Class(i)(j) 8,025,662 8,025,662 - ------------------------------------------------------------------------------ STIC Prime Portfolio-Institutional Class(i)(j) 8,025,662 8,025,662 ============================================================================== Total Money Market Funds (purchased with cash collateral from securities loaned) (Cost $16,051,324) 16,051,324 ============================================================================== TOTAL INVESTMENTS-99.36% (Cost $1,191,539,808) 1,450,803,557 ============================================================================== OTHER ASSETS LESS LIABILITIES-0.64% 9,296,489 ============================================================================== NET ASSETS-100.00% $1,460,100,046 ______________________________________________________________________________ ============================================================================== </Table> F-2 AIM Global Health Care Fund Investment Abbreviations: <Table> ADR - American Depositary Receipt Conv. - Convertible Pfd. - Preferred </Table> Notes to Schedule of Investments: (a) Non-income producing security. (b) All or a portion of this security was out on loan at October 31, 2006. (c) Affiliated company. The Investment Company Act of 1940 defines affiliates as those issuances in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The value of this security as of October 31, 2006 represented 0.66% of the Fund's Net Assets. See Note 3. (d) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The aggregate value of these securities at October 31, 2006 was $42,860,900, which represented 2.94% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (e) Security considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. The aggregate value of these securities considered illiquid at October 31, 2006 was $12,833,724, which represented 0.88% of the Fund's Net Assets. (f) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $171,950,573, which represented 11.78% of the Fund's Net Assets. See Note 1A. (g) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The aggregate value of these securities at October 31, 2006 was $329,629, which represented 0.02% of the Fund's Net Assets. See Note 1A. (h) Security is considered venture capital. (i) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. (j) The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower's return of the securities loaned. See Note 8. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM Global Health Care Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $1,152,860,973)* $1,404,351,272 - ------------------------------------------------------------ Investments in affiliates, at value (cost $38,678,835) 46,452,285 ============================================================ Total investments (cost $1,191,539,808) 1,450,803,557 ============================================================ Foreign currencies, at value (cost $518) 519 - ------------------------------------------------------------ Cash 1,715,290 - ------------------------------------------------------------ Receivables for: Investments sold 43,073,141 - ------------------------------------------------------------ Fund shares sold 619,096 - ------------------------------------------------------------ Dividends 502,534 - ------------------------------------------------------------ Foreign currency contracts outstanding 4,275,400 - ------------------------------------------------------------ Investment for trustee deferred compensation and retirement plans 210,751 - ------------------------------------------------------------ Other assets 27,508 ============================================================ Total assets 1,501,227,796 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 14,974,969 - ------------------------------------------------------------ Fund shares reacquired 8,472,978 - ------------------------------------------------------------ Trustee deferred compensation and retirement plans 301,787 - ------------------------------------------------------------ Collateral upon return of securities loaned 16,051,324 - ------------------------------------------------------------ Accrued distribution fees 430,296 - ------------------------------------------------------------ Accrued trustees' and officer's fees and benefits 2,875 - ------------------------------------------------------------ Accrued transfer agent fees 741,052 - ------------------------------------------------------------ Accrued operating expenses 152,469 ============================================================ Total liabilities 41,127,750 ============================================================ Net assets applicable to shares outstanding $1,460,100,046 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $1,072,248,155 - ------------------------------------------------------------ Undistributed net investment income (loss) (196,077) - ------------------------------------------------------------ Undistributed net realized gain from investment securities, foreign currencies and foreign currency contracts 124,513,802 - ------------------------------------------------------------ Unrealized appreciation of investment securities, foreign currencies and foreign currency contracts 263,534,166 ============================================================ $1,460,100,046 ____________________________________________________________ ============================================================ NET ASSETS: Class A $ 539,665,871 ____________________________________________________________ ============================================================ Class B $ 138,788,067 ____________________________________________________________ ============================================================ Class C $ 42,463,134 ____________________________________________________________ ============================================================ Investor Class $ 739,182,974 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 17,251,688 ____________________________________________________________ ============================================================ Class B 4,945,582 ____________________________________________________________ ============================================================ Class C 1,512,116 ____________________________________________________________ ============================================================ Investor Class 23,626,537 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 31.28 - ------------------------------------------------------------ Offering price per share (Net asset value of $31.28 divided by 94.50%) $ 33.10 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 28.06 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 28.08 ____________________________________________________________ ============================================================ Investor Class: Net asset value and offering price per share $ 31.29 ____________________________________________________________ ============================================================ </Table> * At October 31, 2006, securities with an aggregate value of $15,424,594 were on loan to brokers. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Global Health Care Fund STATEMENT OF OPERATIONS For the year ended October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $745,126) $ 9,396,462 - -------------------------------------------------------------------------- Dividends from affiliates (includes securities lending income of $296,727) 2,166,871 ========================================================================== Total investment income 11,563,333 ========================================================================== EXPENSES: Advisory fees 9,503,577 - -------------------------------------------------------------------------- Administrative services fees 379,812 - -------------------------------------------------------------------------- Custodian fees 204,615 - -------------------------------------------------------------------------- Distribution fees: Class A 1,393,021 - -------------------------------------------------------------------------- Class B 1,487,420 - -------------------------------------------------------------------------- Class C 452,253 - -------------------------------------------------------------------------- Investor Class 1,964,596 - -------------------------------------------------------------------------- Transfer agent fees 4,268,998 - -------------------------------------------------------------------------- Trustees' and officer's fees and benefits 43,786 - -------------------------------------------------------------------------- Other 524,759 ========================================================================== Total expenses 20,222,837 ========================================================================== Less: Fees waived, expenses reimbursed and expense offset arrangements (104,815) ========================================================================== Net expenses 20,118,022 ========================================================================== Net investment income (loss) (8,554,689) ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FOREIGN CURRENCY CONTRACTS AND OPTION CONTRACTS: Net realized gain (loss) from: Investment securities (includes net gains from securities sold to affiliates of $4,075,862) 143,887,046 - -------------------------------------------------------------------------- Foreign currencies 15,550 - -------------------------------------------------------------------------- Foreign currency contracts (4,356,776) ========================================================================== 139,545,820 ========================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities (9,650,044) - -------------------------------------------------------------------------- Foreign currencies 68,353 - -------------------------------------------------------------------------- Foreign currency contracts (9,570) - -------------------------------------------------------------------------- Option contracts written (175,192) ========================================================================== (9,766,453) ========================================================================== Net gain from investment securities, foreign currencies, foreign currency contracts and option contracts 129,779,367 ========================================================================== Net increase in net assets resulting from operations $121,224,678 __________________________________________________________________________ ========================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-5 AIM Global Health Care Fund STATEMENT OF CHANGES IN NET ASSETS For the years ended October 31, 2006 and 2005 <Table> <Caption> 2006 2005 - ---------------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (8,554,689) $ (7,152,220) - ---------------------------------------------------------------------------------------------- Net realized gain from investment securities, foreign currencies, foreign currency contracts and option contracts 139,545,820 50,260,671 - ---------------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities, foreign currencies, foreign currency contracts and option contracts (9,766,453) 67,462,270 ============================================================================================== Net increase in net assets resulting from operations 121,224,678 110,570,721 ============================================================================================== Distributions to shareholders from net realized gains: Class A (17,233,165) -- - ---------------------------------------------------------------------------------------------- Class B (5,229,262) -- - ---------------------------------------------------------------------------------------------- Class C (1,560,543) -- - ---------------------------------------------------------------------------------------------- Investor Class (24,873,030) -- ============================================================================================== Decrease in net assets resulting from distributions (48,896,000) -- ============================================================================================== Share transactions-net: Class A (40,904,171) (62,648,022) - ---------------------------------------------------------------------------------------------- Class B (20,671,331) (32,952,102) - ---------------------------------------------------------------------------------------------- Class C (4,768,512) (2,314,428) - ---------------------------------------------------------------------------------------------- Investor Class (107,480,024) 787,288,620 ============================================================================================== Net increase (decrease) in net assets resulting from share transactions (173,824,038) 689,374,068 ============================================================================================== Net increase (decrease) in net assets (101,495,360) 799,944,789 ============================================================================================== NET ASSETS: Beginning of year 1,561,595,406 761,650,617 ============================================================================================== End of year (including undistributed net investment income (loss) of $(196,077) and $(201,937), respectively) $1,460,100,046 $1,561,595,406 ______________________________________________________________________________________________ ============================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-6 AIM Global Health Care Fund NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Global Health Care Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently consists of multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net F-7 AIM Global Health Care Fund gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund and which are directly attributable to that class are charged to the operations of such class. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. J. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. K. COVERED CALL OPTIONS -- The Fund may write call options.. A call option gives the purchaser of such option the right to buy, and the writer (the Fund) the obligation to sell, the underlying security at the stated exercise price during the option period. Written call options are recorded as a liability in the Statement of Assets and Liabilities. The amount of the liability is subsequently "marked-to-market" to reflect the current market value of the option written. If a written call option expires on the stipulated expiration date, or if the Fund enters into a closing purchase transaction, the Fund realizes a gain (or a loss if the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a written option is exercised, the Fund realizes a gain or a loss from the sale of the underlying security and the proceeds of the sale are increased by the premium originally received. F-8 AIM Global Health Care Fund Realized gains and losses on these contracts are included in the Statement of Operations. A risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. Risks may exceed amounts recognized in the Statement of Assets and Liabilities. L. COLLATERAL -- To the extent the Fund has pledged or segregated a security as collateral and that security is subsequently sold, it is the Fund's practice to replace such collateral no later than the next business day. This practice does not apply to securities pledged as collateral for securities lending transactions. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $350 million 0.75% - -------------------------------------------------------------------- Next $350 million 0.65% - -------------------------------------------------------------------- Next $1.3 billion 0.55% - -------------------------------------------------------------------- Next $2 billion 0.45% - -------------------------------------------------------------------- Next $2 billion 0.40% - -------------------------------------------------------------------- Next $2 billion 0.375% - -------------------------------------------------------------------- Over $8 billion 0.35% ___________________________________________________________________ ==================================================================== </Table> AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds (excluding investments made in affiliated money market funds with cash collateral from securities loaned by the fund). Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the year ended October 31, 2006, AIM waived advisory fees of $10,004. At the request of the Trustees of the Trust, AMVESCAP PLC ("AMVESCAP") agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the year ended October 31, 2006, AMVESCAP reimbursed expenses of the Fund in the amount of $3,570. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the year ended October 31, 2006, AIM was paid $379,812. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the year ended October 31, 2006, the Fund paid AIS $4,268,998. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C and Investor Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Investor Class shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.25% of the average daily net assets of Investor Class shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Investor Class shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended October 31, 2006, the Class A, Class B, Class C and Investor Class shares paid $1,393,021, $1,487,420, $452,253 and $1,964,596, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2006, ADI advised the Fund that it retained $92,711 in front-end sales commissions from the sale of Class A shares and $805, $84,731 and $4,671 from Class A, Class B and Class C shares, respectively, for CDSC imposed on redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. F-9 AIM Global Health Care Fund NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant procedures approved by the Board of Trustees, to invest daily available cash balances and cash collateral from securities lending transactions in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The tables below show the transactions in and earnings from investments in affiliated money market funds for the year ended October 31, 2006. INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES AT PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ----------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio- Institutional Class $14,651,082 $342,077,818 $(346,323,398) $ -- $10,405,502 $ 934,143 $ -- - ----------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio- Institutional Class -- 104,576,664 (94,171,162) -- 10,405,502 462,977 -- - ----------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio- Institutional Class 14,651,082 255,091,953 (269,743,035) -- -- 473,024 -- =================================================================================================================================== Subtotal $29,302,164 $701,746,435 $(710,237,595) $ -- $20,811,004 $1,870,144 $ -- =================================================================================================================================== </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES AT PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 COST FROM SALES (DEPRECIATION) 10/31/06 INCOME* GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio- Institutional Class $ 87,949,707 $247,470,825 $(327,394,870) $ -- $ 8,025,662 $147,940 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio- Institutional Class 87,949,707 247,470,825 (327,394,870) -- 8,025,662 148,787 -- ================================================================================================================================== Subtotal $175,899,414 $494,941,650 $(654,789,740) $ -- $16,051,324 $296,727 $ -- ================================================================================================================================== </Table> * Net of compensation to counterparties. INVESTMENTS IN OTHER AFFILIATES: The Investment Company Act of 1940 defines affiliates as those issuances in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The following is a summary of the transactions with affiliates for the year ended October 31, 2006 <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ----------------------------------------------------------------------------------------------------------------------------------- HMS Holdings Corp. (cost $1,816,507) $ 13,492,400 $ -- $ (11,367,799) $700,948 $ 9,589,957 $ -- $6,764,408 =================================================================================================================================== Total Investments in Affiliates $218,693,978 $1,196,688,085 $(1,376,395,134) $700,948 $46,452,285 $2,166,871 $6,764,408 ___________________________________________________________________________________________________________________________________ =================================================================================================================================== </Table> NOTE 4--SECURITY TRANSACTIONS WITH AFFILIATED FUNDS The Fund is permitted to purchase or sell securities from or to certain other AIM Funds under specified conditions outlined in procedures adopted by the Board of Trustees of the Trust. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment advisor (or affiliated investment advisors), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. Pursuant to these procedures, for the year ended October 31, 2006, the Fund engaged in securities sales of $16,074,256, which resulted in net realized gains of $4,075,862, and securities purchases of $6,568,204. NOTE 5--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the year ended October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $91,241. F-10 AIM Global Health Care Fund NOTE 6--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the year ended October 31, 2006, the Fund paid legal fees of $8,907 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 7--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the year ended October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 8--PORTFOLIO SECURITIES LOANED The Fund may lend portfolio securities having a market value up to one-third of the Fund's total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds. It is the Fund's policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Fund could also experience delays and costs in gaining access to the collateral. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to any loss on the collateral invested. At October 31, 2006, securities with an aggregate value of $15,424,594 were on loan to brokers. The loans were secured by cash collateral of $16,051,324 received by the Fund and subsequently invested in affiliated money market funds. For the year ended October 31, 2006, the Fund received dividends on cash collateral investments of $296,727 for securities lending transactions, which are net of compensation to counterparties. F-11 AIM Global Health Care Fund NOTE 9--FOREIGN CURRENCY CONTRACTS <Table> <Caption> OPEN FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO SETTLEMENT -------------------------------------- VALUE UNREALIZED DATE DELIVER RECEIVE 10/31/06 APPRECIATION - --------------------------------------------------------------------------------------------------------------------------------- 11/08/06 GBP 15,520,000 USD 29,610,590 $ 29,607,353 $ 3,237 - --------------------------------------------------------------------------------------------------------------------------------- 11/08/06 EUR 53,250,000 USD 68,879,203 67,996,949 882,254 - --------------------------------------------------------------------------------------------------------------------------------- 11/08/06 CHF 177,000,000 USD 145,747,530 142,392,079 3,355,451 ================================================================================================================================= Total open foreign currency contracts $4,240,942 ================================================================================================================================= </Table> <Table> <Caption> CLOSED FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO -------------------------------------- VALUE REALIZED CLOSED DATE DELIVER RECEIVE 10/31/06 GAIN - --------------------------------------------------------------------------------------------------------------------------------- 08/15/06 USD 3,563,258 EUR 2,750,000 $ 3,528,800 $ 34,458 ================================================================================================================================= Total foreign currency contracts $4,275,400 _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> <Table> CHF - Swiss Franc EUR - Euro GBP - British Pound Sterling USD - U.S. Dollar </Table> NOTE 10--OPTION CONTRACTS WRITTEN <Table> <Caption> TRANSACTIONS DURING THE PERIOD - ------------------------------------------------------------------------------------ CALL OPTION CONTRACTS ---------------------- NUMBER OF PREMIUMS CONTRACTS RECEIVED - ------------------------------------------------------------------------------------ Beginning of period 600 $ 199,192 - ------------------------------------------------------------------------------------ Exercised (600) (199,192) ==================================================================================== End of period -- $ -- ____________________________________________________________________________________ ==================================================================================== </Table> NOTE 11--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the years October 31, 2006 and 2005 was as follows: <Table> <Caption> 2006 2005 - ----------------------------------------------------------------------------------- Distributions paid from long-term capital gain $48,896,000 $ -- ___________________________________________________________________________________ =================================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - ------------------------------------------------------------------------------ Undistributed long-term gain $ 138,569,904 - ------------------------------------------------------------------------------ Unrealized appreciation -- investments 249,478,064 - ------------------------------------------------------------------------------ Temporary book/tax differences (196,077) - ------------------------------------------------------------------------------ Shares of beneficial interest 1,072,248,155 ============================================================================== Total net assets $1,460,100,046 ______________________________________________________________________________ ============================================================================== </Table> F-12 AIM Global Health Care Fund The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales and the tax deferral of losses on certain option contracts. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $29,475. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. The Fund does not have a capital loss carryforward as of October 31, 2006. NOTE 12--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2006 was $1,245,371,171 and $1,465,816,975, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $269,852,086 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (20,403,497) ============================================================================== Net unrealized appreciation of investment securities $249,448,589 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $1,201,354,968. </Table> NOTE 13--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions, merger expenses and net operating losses, on October 31, 2006, undistributed net investment income (loss) was increased by $8,560,549, undistributed net realized gain was decreased by $15,550 and shares of beneficial interest decreased by $8,544,999. This reclassification had no effect on the net assets of the Fund. F-13 AIM Global Health Care Fund NOTE 14--SHARE INFORMATION The Fund currently consists of four different classes of shares: Class A, Class B, Class C and Investor Class. Investor Class shares of the Fund are offered only to certain grandfathered investors. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Investor Class shares are sold at net asset value. Under certain circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ------------------------------------------------------------------------------------------------------------------------ YEAR ENDED OCTOBER 31, ---------------------------------------------------------- 2006(A) 2005 --------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT - ------------------------------------------------------------------------------------------------------------------------ Sold: Class A 1,953,021 $ 59,888,031 1,946,091 $ 55,019,351 - ------------------------------------------------------------------------------------------------------------------------ Class B 450,233 12,430,712 537,747 13,820,503 - ------------------------------------------------------------------------------------------------------------------------ Class C 343,417 9,538,681 555,603 14,168,389 - ------------------------------------------------------------------------------------------------------------------------ Investor Class 1,056,376 32,328,843 369,060 11,047,153 ======================================================================================================================== Issued as reinvestment of dividends: Class A 537,542 16,276,764 -- -- - ------------------------------------------------------------------------------------------------------------------------ Class B 181,425 4,961,982 -- -- - ------------------------------------------------------------------------------------------------------------------------ Class C 53,848 1,473,808 -- -- - ------------------------------------------------------------------------------------------------------------------------ Investor Class 799,951 24,230,526 -- -- ======================================================================================================================== Issued in connection with acquisitions:(b) Class A -- -- 368,152 10,701,977 - ------------------------------------------------------------------------------------------------------------------------ Class B -- -- 117,495 3,103,206 - ------------------------------------------------------------------------------------------------------------------------ Class C -- -- 168,018 4,441,104 - ------------------------------------------------------------------------------------------------------------------------ Investor Class -- -- 28,635,830 832,396,790 ======================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 211,052 6,451,381 385,626 10,779,491 - ------------------------------------------------------------------------------------------------------------------------ Class B (234,284) (6,451,381) (423,694) (10,779,491) ======================================================================================================================== Reacquired: Class A (4,082,361) (123,520,347) (4,928,710) (139,148,841) - ------------------------------------------------------------------------------------------------------------------------ Class B (1,148,199) (31,612,644) (1,531,933) (39,096,320) - ------------------------------------------------------------------------------------------------------------------------ Class C (572,962) (15,781,001) (814,778) (20,923,921) - ------------------------------------------------------------------------------------------------------------------------ Investor Class (5,353,563) (164,039,393) (1,881,117) (56,155,323) ======================================================================================================================== (5,804,504) $(173,824,038) 23,503,390 $ 689,374,068 ________________________________________________________________________________________________________________________ ======================================================================================================================== </Table> (a) There is one entity that is record owner of more than 5% of the outstanding shares of the Fund and it owns 9% of the outstanding shares of the Fund. ADI has an agreement with this entity to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to this entity, which is considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as, securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by this entity are owned beneficially. (b) As of the opening of business on July 18, 2005, the Fund acquired all the net assets of AIM Health Sciences Fund pursuant to a plan of reorganization approved by the Trustees of the Fund on March 22, 2005 and by the shareholders of AIM Health Sciences Fund on June 28, 2005. The acquisition was accomplished by a tax free exchange of 29,289,495 shares of the Fund for 16,440,625 shares of AIM Health Sciences Fund shares outstanding as of the close of business on July 15, 2005. Each class of shares of AIM Health Sciences Fund was exchanged for the like class of shares of the Fund based on the relative net asset value of AIM Health Sciences Fund to the net asset value of the Fund on the close of business, July 15, 2005. AIM Health Sciences Fund's net assets as of the close of business on July 15, 2005 of $850,643,077, including $80,900,111 of unrealized appreciation, were combined with the net assets of the Fund immediately before the acquisition of $752,218,175. The combined aggregate net assets of the Fund subsequent to the reorganization were $1,602,861,252. NOTE 15--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-14 AIM Global Health Care Fund NOTE 16--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ----------------------------------------------------------------------------- YEAR ENDED OCTOBER 31, ----------------------------------------------------------------------------- 2006 2005 2004 2003 2002 - ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 29.77 $ 26.38 $ 24.09 $ 22.41 $ 29.93 - ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15) (0.18)(a) (0.17)(a) (0.13) (0.29)(a) - ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.59 3.57 2.46 1.81 (3.17) ======================================================================================================================= Total from investment operations 2.44 3.39 2.29 1.68 (3.46) ======================================================================================================================= Less distributions from net realized gains (0.93) -- -- -- (4.06) ======================================================================================================================= Net asset value, end of period $ 31.28 $ 29.77 $ 26.38 $ 24.09 $ 22.41 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 8.31% 12.85% 9.51% 7.50% (13.76)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $539,666 $554,679 $550,319 $536,746 $533,216 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.22%(c) 1.48% 1.89% 1.94% 1.86% - ----------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.22%(c) 1.60% 1.91% 1.94% 1.86% ======================================================================================================================= Ratio of net investment income (loss) to average net assets (0.46)%(c) (0.64)% (0.63)% (0.56)% (1.10)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate 83% 92% 64% 99% 153% _______________________________________________________________________________________________________________________ ======================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $557,208,445. <Table> <Caption> CLASS B ----------------------------------------------------------------------------- YEAR ENDED OCTOBER 31, ----------------------------------------------------------------------------- 2006 2005 2004 2003 2002 - ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 26.99 $ 24.08 $ 22.09 $ 20.66 $ 28.03 - ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.36) (0.33)(a) (0.27)(a) (0.23) (0.38)(a) - ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.36 3.24 2.26 1.66 (2.93) ======================================================================================================================= Total from investment operations 2.00 2.91 1.99 1.43 (3.31) ======================================================================================================================= Less distributions from net realized gains (0.93) -- -- -- (4.06) ======================================================================================================================= Net asset value, end of period $ 28.06 $ 26.99 $ 24.08 $ 22.09 $ 20.66 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 7.52% 12.08% 9.01% 6.92% (14.21)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $138,788 $153,766 $168,468 $179,646 $187,793 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.97%(c) 2.14% 2.39% 2.44% 2.36% - ----------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.97%(c) 2.26% 2.41% 2.44% 2.36% ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.21)%(c) (1.30)% (1.13)% (1.06)% (1.60)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate 83% 92% 64% 99% 153% _______________________________________________________________________________________________________________________ ======================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $148,741,953. F-15 AIM Global Health Care Fund NOTE 16--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C ------------------------------------------------------------------------ YEAR ENDED OCTOBER 31, ------------------------------------------------------------------------ 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 27.01 $ 24.09 $ 22.11 $ 20.67 $ 28.03 - ------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.36) (0.33)(a) (0.27)(a) (0.23) (0.38)(a) - ------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 2.36 3.25 2.25 1.67 (2.92) ================================================================================================================== Total from investment operations 2.00 2.92 1.98 1.44 (3.30) ================================================================================================================== Less distributions from net realized gains (0.93) -- -- -- (4.06) ================================================================================================================== Net asset value, end of period $ 28.08 $ 27.01 $ 24.09 $ 22.11 $ 20.67 __________________________________________________________________________________________________________________ ================================================================================================================== Total return(b) 7.51% 12.12% 8.95% 6.97% (14.18)% __________________________________________________________________________________________________________________ ================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $42,463 $45,591 $42,863 $43,482 $46,759 __________________________________________________________________________________________________________________ ================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.97%(c) 2.14% 2.39% 2.44% 2.36% - ------------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 1.97%(c) 2.26% 2.41% 2.44% 2.36% ================================================================================================================== Ratio of net investment income (loss) to average net assets (1.21)%(c) (1.30)% (1.13)% (1.06)% (1.60)% __________________________________________________________________________________________________________________ ================================================================================================================== Portfolio turnover rate 83% 92% 64% 99% 153% __________________________________________________________________________________________________________________ ================================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges. (c) Ratios are based on average daily net assets of $45,225,318. <Table> <Caption> INVESTOR CLASS ------------------------------- JULY 15, 2005 (DATE SALES YEAR ENDED COMMENCED) TO OCTOBER 31, OCTOBER 31, 2006 2005 - --------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 29.77 $ 28.95 - --------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.15) (0.04)(a) - --------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.60 0.86 ============================================================================================= Total from investment operations 2.45 0.82 ============================================================================================= Less distributions from net realized gains (0.93) -- ============================================================================================= Net asset value, end of period $ 31.29 $ 29.77 _____________________________________________________________________________________________ ============================================================================================= Total return(b) 8.35% 2.83% _____________________________________________________________________________________________ ============================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $739,183 $807,560 _____________________________________________________________________________________________ ============================================================================================= Ratio of expenses to average net assets 1.22%(c) 1.25%(d) ============================================================================================= Ratio of net investment income (loss) to average net assets (0.46)%(c) (0.41)%(d) _____________________________________________________________________________________________ ============================================================================================= Portfolio turnover rate(e) 83% 92% _____________________________________________________________________________________________ ============================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $785,838,302. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-16 AIM Global Health Care Fund NOTE 17--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor -- Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are F-17 AIM Global Health Care Fund NOTE 17--LEGAL PROCEEDINGS--(CONTINUED) providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-18 AIM Global Health Care Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Global Health Care Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Global Health Care Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2006 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-19 AIM Global Health Care Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION The Fund distributed long-term capital gains of $48,896,000 for the Fund's tax year ended October 31, 2006. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended January 31, 2006, April 30, 2006, July 31, 2006 and October 31, 2006 are 24.60%, 22.26%, 23.85% and 21.89%, respectively. F-20 AIM Global Health Care Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-21 TRUSTEES AND OFFICERS--(CONTINUED) AIM Global Health Care Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers Suite 100 11 Greenway Plaza Inc. LLP Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street Houston, TX 77046-1173 Suite 100 Suite 2900 Houston, TX 77046-1173 Houston, TX 77002-5678 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-22 [eDelivery GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will send Quarterly Performance Review for the most recent you an e-mail notification containing links to these documents. quarter-end. For security purposes, you will need to log in to your account to view your statements and tax forms. Mutual funds distributed by A I M Distributors, Inc. WHY SIGN UP? A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment Register for eDelivery to: Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary o reduce the amount of paper you receive. of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets o gain access to your documents faster by not waiting for the under management as of October 31, 2006. mail. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES o view your documents online anytime at your convenience. AND EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL o save the documents to your personal computer or print them out ADVISOR AND READ IT CAREFULLY BEFORE INVESTING. for your records. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com GHC-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.]--Registered Trademark-- - ------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] - ------------------------------------------------------------------------------ --Registered Trademark-- FIXED INCOME AIM International Bond Fund Intermediate-Term Taxable Investment Grade Annual Report to Shareholders o October 31, 2006 Table of Contents Supplemental Information............ 2 Letters to Shareholders............. 3 Performance Summary................. 5 Management Discussion............... 5 Fund Expenses....................... 7 Long-term Fund Performance.......... 8 Approval of Advisory Agreement...... 10 Schedule of Investments............. F-1 Financial Statements................ F-3 Notes to Financial Statements....... F-6 Financial Highlights................ F-13 Auditor's Report.................... F-15 Tax Disclosures..................... F-16 [COVER GLOBE IMAGE] Trustees and Officers............... F-17 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM International Bond Fund AIM INTERNATIONAL BOND FUND SEEKS TO PROVIDE TOTAL RETURN. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES to other creditors' claims. Credit o A direct investment cannot be made in ratings of junk bonds do not necessarily an index. Unless otherwise indicated, o Class B shares are not available as an reflect their actual market risk. index results include reinvested investment for retirement plans dividends, and they do not reflect sales maintained pursuant to Section 401 of o The prices of and the income generated charges. Performance of an index of the Internal Revenue Code, including by securities held by the Fund may funds reflects fund expenses; 401(k) plans, money purchase pension decline in response to certain factors, performance of a market index does not. plans and profit sharing plans, except including some directly involving the for plans that have existing accounts companies and governments whose OTHER INFORMATION invested in Class B shares. securities are owned by the Fund. These factors include general economic and o The returns shown in management's PRINCIPAL RISKS OF INVESTING IN market conditions, regional or global discussion of Fund performance are based THE FUND economic instability and currency and on net asset values calculated for interest rate fluctuations. shareholder transactions. Generally o Foreign securities have additional accepted accounting principles require risks, including exchange rate changes, o The Fund may invest in mortgage and adjustments to be made to the net assets political and economic upheaval, the asset-backed securities. These securities of the Fund at period end for financial relative lack of information about these are subject to prepayment or call risk, reporting purposes, and as such, the net companies, relatively low market which is the risk that payments from asset values for shareholder liquidity and the potential lack of borrowers may be received earlier or transactions and the returns based on strict financial and accounting controls later than expected due to changes in those net asset values may differ from and standards. the rate at which the underlying loans the net asset values and returns are prepaid. reported in the Financial Highlights. o The Fund may invest in debt securities such as notes and bonds that carry ABOUT INDEXES USED IN THIS REPORT o Industry classifications used in this interest rate risk and credit risk. report are generally according to the o The unmanaged LEHMAN BROTHERS GLOBAL Global Industry Classification Standard, o The Fund may use enhanced investment AGGREGATE EX U.S. INDEX provides a which was developed by and is the techniques such as leveraging and broad-based measure of the global exclusive property and a service mark of derivatives. Leveraging entails special investment-grade fixed income markets. Morgan Stanley Capital International risks such as magnifying changes in the The components of this index are the Inc. and Standard & Poor's. value of the portfolio's securities. Pan-European Aggregate and the Derivatives are subject to counter party Asia-Pacific Aggregate indexes. This o The Board of Trustees of AIM risk--the risk that the other party will index also includes Euro-Yen corporate Investment Funds, on behalf of AIM not complete the transaction with the bonds, Canadian government, agency and International Bond Fund, has approved Fund. corporate securities. It is compiled by changing the Fund's name to "AIM Lehman Brothers, a global investment International Total Return Fund," o There is no guarantee that the bank. effective February 28, 2007. investment techniques and risk analyses used by the Fund's managers will produce o The unmanaged LIPPER INTERNATIONAL o Effective January 1, 2007: The fund the desired results. INCOME FUNDS INDEX represents an average generally declares dividends quarterly of the performance of the 10 largest and pays dividends, if any, quarterly. o The Fund is subject to international income funds tracked by currency/exchange rate risk since it may Lipper Inc., an independent mutual fund The Fund provides a complete list of its buy or sell currencies other than the performance monitor. holdings four times in each fiscal year, U.S. dollar. at the quarter-ends. For the second and o The Fund is not managed to track the fourth quarters, the lists appear in the o The Fund may invest in lower quality performance of any particular index, Fund's semiannual and annual reports to debt securities, commonly known as "junk including the indexes defined here, and shareholders. For the first and third bonds." Compared to higher quality debt consequently, the performance of the quarters, the Fund files the lists with securities, junk bonds involve greater Fund may deviate significantly from the the Securities and Exchange Commission risk of default or price changes due to performance of the indexes. (SEC) on Form N-Q. The most recent list changes in credit quality of the issuer, of portfolio holdings is available at because they are generally unsecured and AIMinvestments.com. From our home page, because they may be subordinated click on Products & Performance, then Mutual Funds, then Fund Continued on page 9 ========================================== FUND NASDAQ SYMBOLS ====================================================================================== THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND Class A Shares AUBAX PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES Class B Shares AUBBX AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class C Shares AUBCX ====================================================================================== ========================================== NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIMinvestments.com 2 AIM International Bond Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark-- : We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. [TAYLOR As we approach the end of 2006, it seems likely that PHOTO] many investors may see the value of their investments increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, Philip Taylor the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark-- , we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long -term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /S/ PHILIP TAYLOR Philip Taylor President - AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM International Bond Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be positive about AIM's management and strategic direction. [CROCKETT Most importantly, AIM's investment management discipline PHOTO] has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management Bruce L. Crockett organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /S/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM International Bond Fund MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE The Fund seeks to outperform its benchmark through implementation of strategies associated with a variety of ====================================================================================== alpha sources (specific factors affecting the return in investments PERFORMANCE SUMMARY relative to an index), including high yield, emerging market, country and For the period from the Fund's inception on March 31, 2006, through October 31, currency risk. 2006, AIM International Bond Fund, excluding applicable sales charges, slightly underperformed the Lehman Brothers Global Aggregate ex U.S. Index (unhedged). In constructing the portfolio, we The majority of this underperformance came from the Fund's defensive duration consider macroeconomic and sector level positioning, especially during the third quarter of 2006, when longer maturity factors such as economic or political European and Japanese bonds outperformed significantly shorter maturity bonds. conditions, monetary policy and emerging market trends. Factors we take into Your Fund's performance appears on pages 8 and 9. consideration in selecting an individual security for the portfolio include cash FUND VS. INDEXES flow coverage, revenue growth, stability of credit ratings and business margin Cumulative total returns, 3/31/06-10/31/06, excluding applicable sales charges. conditions. If sales charges were included, returns would be lower. We will consider selling a particular Class A Shares 6.14% security when the risk factors relative Class B Shares 5.55 to its potential return materially Class C Shares 5.65 change. Lehman Brothers Global Aggregate ex U.S. Index (unhedged) (Broad Market and Style-specific Index) 6.39 MARKET CONDITIONS AND YOUR FUND Lipper International Income Funds Index (Peer Group Index) 4.33 Economic activity in the United States SOURCE: LIPPER INC., LEHMAN BROTHERS INC. slowed down as a result of two-year tightening by the U.S. Federal Reserve ====================================================================================== Board (the Fed), record nominal oil prices and a slowing housing market. HOW WE INVEST instruments, such as swaps (including U.S. gross domestic product (GDP), the interest rate, currency, and credit broadest measure of the U.S. economic Our goal is to provide total return. The default swaps), put and call options, activity, advanced at an annualized rate Fund seeks to meet this objective by futures and forward currency contracts. of 2.6% in the second quarter of 2006, attempting to exceed the return of the down from the exceptionally strong 5.6% Lehman Brothers Global Aggregate ex U.S. The Fund uses the Lehman Brothers annualized growth rate recorded in the Index (unhedged). Global Aggregate ex U.S. Index (unhedged) first quarter. The economic growth as a guide in structuring and selecting continued to slow in the third quarter, We invest in a diversified portfolio its investments by applying top-down with GDP growing at an annualized rate of foreign government and corporate debt and bottom-up analysis in portfolio of 2.2%, the weakest pace in three securities. We may also invest in construction. Top-down analysis takes years. structured securitized debt securities, into account general economic and market including asset-backed securities and trends while bottom-up analysis involves The economy in Japan maintained its both residential and commercial evaluation of securities on an moderate expansion as a result of strong mortgage-backed securities. In managing individual basis. corporate activity and growth of the portfolio, we may use synthetic and exports. Japan's GDP derivative (continued) ========================================== ========================================== ========================================== PORTFOLIO COMPOSITION TOP 5 COUNTRIES* TOP 10 ISSUERS* By security type 1. Germany 24.1% 1. Bundesobligation (Germany) 7.2% 2. United States of America 11.3 2. Bundesrepublik Deutschland Non-U.S. Dollar Denominated 3. Luxembourg 7.3 (Germany) 7.1 Bonds & Notes 87.7% 4. Poland 6.6 3. Poland Government (Poland) 6.5 U.S. Government Agency 5. Spain 5.2 4. Rabobank Nederland Securities 4.5 (Netherlands) 4.6 U.S. Dollar Denominated Total Net Assets $26.99 million 5. Caixa d'Estalvis de Catalunya Bonds & Notes 1.9 (Spain) 4.5 Money Market Funds and U.S. Total Number of Holdings 41 6. Federal National Mortgage Treasury Securities Plus Other Association (United States of Assets Less Liabilities 5.9 America) 4.5 7. European Investment Bank (Luxembourg) 4.5 8. Depfa ACS Bank (Ireland) 4.4 9. Landwirtschaftliche Rentenbank (Germany) 4.4 10. China Government (China) 4.2 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ========================================== ========================================== ========================================== 5 AIM International Bond Fund grew at annualized rate of 1.0% in the Fund's performance over the past several WARRANTY AS TO THEIR COMPLETENESS OR second quarter of 2006, a slightly months. During the first half of the ACCURACY. ALTHOUGH HISTORICAL faster rate than its initial estimate of reporting period, many of the world's PERFORMANCE IS NO GUARANTEE OF FUTURE 0.8%. The economic fundamentals in the fixed income markets posted mixed RESULTS, THESE INSIGHTS MAY HELP YOU euro area have improved significantly results. However, the weaker U.S. dollar UNDERSTAND OUR INVESTMENT MANAGEMENT since the beginning of this year. The helped to improve returns for U.S. PHILOSOPHY. release of second quarter GDP data investors as the record-setting U.S. showed 0.9% quarter-over-quarter growth, trade and budget deficit weighed on the See important Fund and index outpacing the United States, and the dollar. During the second part of the disclosures on the inside front cover. fastest growth since 2000. reporting period, the euro and yen depreciated relative to the U.S. dollar. Simon Chennell On June 29, the Fed announced its Our strategic overweight in the euro in 17th consecutive interest rate increase July and August and then a move to an Portfolio manager, is co-portfolio and raised the federal funds target rate underweight position in September manager of AIM International Bond Fund. by 25 basis points (0.25%) to 5.25%. benefited the Fund, but the Fund's Mr. Chennell began his investment career However, signs of a cooling U.S. economy currency position in the yen and Swiss in 1994 and joined the Fund's advisor in prompted investors to conclude that the franc detracted from currency-related 1996. After working in the institutional need for further interest rate hikes was returns for U.S. investors. client service area, he moved to the diminishing. In line with these fixed-income fund management group in expectations, the Fed kept its target An improving interest rate outlook 1999. Since 2001, he has focused on for the federal funds rate unchanged at and increased tolerance for risk were credit analysis, specializing in 5.25% for two consecutive meetings in reflected in the relatively stronger telecommunications, media, technology, August and September. returns of emerging markets debt. A basic resources and service market number of so-called "third-world" issuers. The Fed was not alone, as the nations have adopted policies helping to European Central Bank (ECB) has raised bring down their previously soaring Mark Dowding its interest rate for the 12-nation euro rates of inflation. Many positive zone five times since last December, developments have resulted, particularly Portfolio manager, is co-portfolio bringing it to 3.5% by the end of the in eastern Europe, as countries of this manager of AIM International Bond Fund. reporting period. In addition, the Bank region have reformed their financial As director of the advisor's U.K. and of Japan also changed course, first systems to qualify for inclusion in the Global Fixed Income group, he is ending the Quantitative Easing Policy, European Union. Specifically, in this responsible for managing multi-currency and then in July, raising rates 0.25% region the Fund maintained its exposure global fixed-income portfolios for from zero for the first time in six in Polish bonds, as we observed the retail and institutional clients. Mr. years. Polish economy growing rapidly over the Dowding joined the Fund's advisor in past few years. 2000; prior to that, he served as a Global bonds were weaker through the senior fixed-income fund manager at second quarter of 2006 as growth and The global high yield bond market has another investment firm. He earned a inflation expectations rose and the been one of the best performing sectors B.S. in economics from the University of market anticipated continued Fed rate so far this year. The returns of the Warwick. hikes. However, this situation reversed global high yield sector were driven by early in July with bonds performing its large exposure to the U.S. high Russel Matthews strongly through August and September as yield market. As we maintained our economists and analysts began to take underweight positions in higher yielding Portfolio manager, is co-portfolio note of the steep declines in house credits and emerging markets bonds, manager of AIM International Bond Fund. prices, and language from the Fed seemed these strategies had a neutral impact on Prior to joining the Fund's advisor in to indicate U.S. base rates would not performance. 2000, Mr. Matthews worked at another rise much further. asset management firm. He earned a B.A. IN CLOSING in economics and journalism from Rhodes With regard to our duration University, South Africa, and a management strategy, the Fund was Thank you for sharing our long-term postgraduate diploma in management from positioned defensively through most of investment horizon and for your The University of Cape Town. the period as we believed that continued investment in AIM inflation-adjusted yields in Europe and International Bond Fund. Lindsay Missen Japan were too low and set to rise. The Fund's short duration strategy put it at THE VIEWS AND OPINIONS EXPRESSED IN Portfolio manager, is co-portfolio a structural disadvantage in the third MANAGEMENT'S DISCUSSION OF FUND manager of AIM International Bond Fund. quarter of 2006, and overall had a PERFORMANCE ARE THOSE OF A I M ADVISORS, He specializes in the construction of slightly negative impact on performance. INC. THESE VIEWS AND OPINIONS ARE global fixed-income portfolios. Prior to SUBJECT TO CHANGE AT ANY TIME BASED ON joining the Fund's advisor in 1994, Mr. On a more positive note, overweight FACTORS SUCH AS MARKET AND ECONOMIC Missen worked at a bank and an asset positions in longer maturity bonds in CONDITIONS. THESE VIEWS AND OPINIONS MAY management firm in New Zealand. He Japan and Europe contributed positively NOT BE RELIED UPON AS INVESTMENT ADVICE earned a bachelor of management studies to the Fund's relative performance. OR RECOMMENDATIONS, OR AS AN OFFER FOR A degree from Waikato University in New PARTICULAR SECURITY. THE INFORMATION IS Zealand. Changes in currency exchange rates NOT A COMPLETE ANALYSIS OF EVERY ASPECT continued to represent a significant OF ANY MARKET, COUNTRY, INDUSTRY, driver of the SECURITY OR THE FUND. STATEMENTS OF FACT ARE FROM SOURCES CONSIDERED RELIABLE, BUT A I M ADVISORS, INC. MAKES NO For a presentation of your Fund's REPRESENTATION OR performance, please see pages 8 and 9. 6 4 AIM International Bond Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, The hypothetical account values and to estimate the expenses that you paid expenses may not be used to estimate the As a shareholder of the Fund, you incur over the period. Simply divide your actual ending account balance or two types of costs: (1) transaction account value by $1,000 (for example, an expenses you paid for the period. You costs, which may include sales charges $8,600 account value divided by $1,000 = may use this information to compare the (loads) on purchase payments or 8.6), then multiply the result by the ongoing costs of investing in the Fund contingent deferred sales charges on number in the table under the heading and other funds. To do so, compare this redemptions, and redemption fees, if entitled "Actual Expenses Paid During 5% hypothetical example with the 5% any; and (2) ongoing costs, including Period" to estimate the expenses you hypothetical examples that appear in the management fees; distribution and/or paid on your account during this period. shareholder reports of the other funds. service (12b-1) fees; and other Fund expenses. This example is intended to HYPOTHETICAL EXAMPLE FOR Please note that the expenses shown help you understand your ongoing costs COMPARISON PURPOSES in the table are meant to highlight your (in dollars) of investing in the Fund ongoing costs only and do not reflect and to compare these costs with ongoing The table below also provides any transaction costs, such as sales costs of investing in other mutual information about hypothetical account charges (loads) on purchase payments, funds. The example is based on an values and hypothetical expenses based contingent deferred sales charges on investment of $1,000 invested at the on the Fund's actual expense ratio and redemptions, and redemption fees, if beginning of the period and held for the an assumed rate of return of 5% per year any. Therefore, the hypothetical entire period May 1, 2006, through before expenses, which is not the Fund's information is useful in comparing October 31, 2006. actual return. The Fund's actual ongoing costs only, and will not help cumulative total returns at net asset you determine the relative total costs ACTUAL EXPENSES value after expenses for the six months of owning different funds. In addition, ended October 31, 2006, appear in the if these transaction costs were The table below provides information table "Cumulative Total Returns" on page included, your costs would have been about actual account values and actual 9. higher. expenses. You may use the information in this table, ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,019.90 $5.85 $1,019.41 $5.85 1.15% B 1,000.00 1,014.80 9.65 1,015.63 9.65 1.90 C 1,000.00 1,015.80 9.65 1,015.63 9.65 1.90 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the far-right table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM International Bond Fund YOUR FUND'S PERFORMANCE RESULTS OF A $10,000 INVESTMENT Fund and index data from 3/31/06 ==================================================================================================================================== [MOUNTAIN CHART] AIM INTERNATIONAL AIM INTERNATIONAL AIM INTERNATIONAL LEHMAN BROTHERS LIPPER INTERNATIONAL BOND FUND BOND FUND BOND FUND GLOBAL AGGREGATE INCOME FUNDS DATE -CLASS A SHARES -CLASS B SHARES -CLASS C SHARES EX-U.S. INDEX INDEX 3/31/06 $ 9525 $10000 $10000 $10000 $10000 4/06 9913 10400 10400 10324 10192 5/06 10064 10542 10542 10547 10262 6/06 9954 10419 10419 10400 10203 7/06 10024 10487 10487 10480 10263 8/06 10095 10555 10555 10577 10355 9/06 10013 10462 10462 10517 10304 10/06 10109 10055 10465 10639 10433 ==================================================================================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee include reinvested dividends, but they comparable future results. do not reflect sales charges. Performance of an index of funds The data shown in the chart include reflects fund expenses and management reinvested distributions, applicable fees; performance of a market index does sales charges, Fund expenses and not. Performance shown in the chart and management fees. Results for Class B table(s) does not reflect deduction of shares are calculated as if a taxes a shareholder would pay on Fund hypothetical shareholder had liquidated distributions or sale of Fund shares. his entire investment in the Fund at the Performance of the indexes does not close of the reporting period and paid reflect the effects of taxes. the applicable contingent deferred sales charges. Index results </Table> 8 ========================================== ========================================== ========================================== CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES CLASS A SHARES Class A Shares 1.99% Inception (3/31/06) 1.09% Inception (3/31/06) 0.12% Class B Shares 1.48 Class C Shares 1.58 CLASS B SHARES CLASS B SHARES Inception (3/31/06) 0.55% Inception (3/31/06) -0.37% CLASS C SHARES CLASS C SHARES Inception (3/31/06) 4.65% Inception (3/31/06) 3.63% ========================================== ========================================== ========================================== THE PERFORMANCE DATA QUOTED REPRESENT THAT YOU MAY HAVE A GAIN OR LOSS WHEN THE PERFORMANCE OF THE FUND'S SHARE PAST PERFORMANCE AND CANNOT GUARANTEE YOU SELL SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO COMPARABLE FUTURE RESULTS; CURRENT DIFFERENT SALES CHARGE STRUCTURES AND PERFORMANCE MAY BE LOWER OR HIGHER. CLASS A SHARE PERFORMANCE REFLECTS CLASS EXPENSES. PLEASE VISIT AIMINVESTMENTS.COM FOR THE THE MAXIMUM 4.75% SALES CHARGE, AND MOST RECENT MONTH-END PERFORMANCE. CLASS B AND CLASS C SHARE PERFORMANCE HAD THE ADVISOR NOT WAIVED FEES PERFORMANCE FIGURES REFLECT REINVESTED REFLECTS THE APPLICABLE CONTINGENT AND/OR REIMBURSED EXPENSES, PERFORMANCE DISTRIBUTIONS, CHANGES IN NET ASSET DEFERRED SALES CHARGE (CDSC) FOR THE WOULD HAVE BEEN LOWER. VALUE AND THE EFFECT OF THE MAXIMUM PERIOD INVOLVED. THE CDSC ON CLASS B SALES CHARGE UNLESS OTHERWISE STATED. SHARES DECLINES FROM 5% BEGINNING AT THE A REDEMPTION FEE OF 2% WILL BE INVESTMENT RETURN AND PRINCIPAL VALUE TIME OF PURCHASE TO 0% AT THE BEGINNING IMPOSED ON CERTAIN REDEMPTIONS OR WILL FLUCTUATE SO OF THE SEVENTH YEAR. THE CDSC ON CLASS C EXCHANGES OUT OF THE FUND WITHIN 30 DAYS SHARES IS 1% FOR THE FIRST YEAR AFTER OF PURCHASE. EXCEPTIONS TO THE PURCHASE. REDEMPTION FEE ARE LISTED IN THE FUND'S PROSPECTUS. Continued from inside front cover Overview. Select your Fund from the tronic request at the following e-mail AIM Funds Proxy Policy. The information drop-down menu and click on Complete address: publicinfo@sec.gov. The SEC is also available on the SEC Web site, Quarterly Holdings. Shareholders can file numbers for the Fund are 811-05426 sec.gov. also look up the Fund's Forms N-Q on the and 033-19338. SEC Web site at sec.gov. Copies of the Information regarding how the Fund voted Fund's Forms N-Q may be reviewed and A description of the policies proxies related to its portfolio copied at the SEC Public Reference Room and procedures that the Fund uses to securities during the 12 months ended in Washington, D.C. You can obtain determine how to vote proxies relating June 30, 2006, is available at our Web information on the operation of the to portfolio securities is available site. Go to AIMinvestments.com, access Public Reference Room, including without charge, upon request, from our the About Us tab, click on Required information about duplicating fee Client Services department at Notices and then click on Proxy Voting charges, by calling 202-942-8090 or 800-959-4246 or on the AIM Web site, Activity. Next, select the Fund from the 800-732-0330, or by elec- AIMinvestments.com. On the home page, drop-down menu. The information is also scroll down and click on available on the SEC Web site, sec.gov. 9 AIM International Bond Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the "Board") of other investment personnel to ensure to benefit from the breakpoints. The AIM Investment Funds (the "Trust") that such individuals are competent and Board concluded that the Fund's fee oversees the management of AIM able to carry out their responsibilities levels under the Advisory Agreement International Bond Fund (the "Fund") under the Advisory Agreement. therefore would reflect economies of and, as required by law, determines scale at higher asset levels and that it whether to approve the Fund's advisory o Overall performance of AIM. Not was not necessary to change the advisory agreement with A I M Advisors, Inc. applicable because this is a new Fund. fee breakpoints in the Fund's advisory ("AIM"). Based upon the recommendation However, the Board considered the fee schedule. of the Investments Committee of the overall performance of AIM in providing Board, at a meeting held on February 1, investment advisory and portfolio o Investments in affiliated money market 2006, the Board, including all of the administrative services to other mutual funds. The Board also took into account independent trustees, approved the funds advised by AIM and concluded that the fact that uninvested cash and cash initial advisory agreement (the such performance was satisfactory. collateral from securities lending "Advisory Agreement") between the Fund arrangements (collectively, "cash and AIM for an initial period ending o Fees relative to those clients of AIM balances") of the Fund may be invested June 30, 2007. with comparable investment strategies. in money market funds advised by AIM The Board noted that AIM does not serve pursuant to the terms of an SEC The Board considered the factors as an advisor to other mutual funds or exemptive order. The Board found that discussed below in evaluating the other clients with investment strategies the Fund may realize certain benefits fairness and reasonableness of the comparable to those of the Fund. upon investing cash balances in AIM Advisory Agreement at the meeting on advised money market funds, including a February 1, 2006 and as part of the o Fees relative to those of comparable higher net return, increased liquidity, Board's ongoing oversight of the Fund. funds with other advisors. The Board increased diversification or decreased In their deliberations, the Board and reviewed the advisory fee rate for the transaction costs. The Board also found the independent trustees did not Fund under the Advisory Agreement. The that the Fund will not receive reduced identify any particular factor that was Board compared effective contractual services if it invests its cash balances controlling, and each trustee attributed advisory fee rates at a common asset in such money market funds. The Board different weights to the various level and noted that the Fund's rate was noted that, to the extent the Fund factors. above the median rate of the funds invests in affiliated money market advised by other advisors with funds, AIM has voluntarily agreed to The discussion below serves as a investment strategies comparable to waive a portion of the advisory fees it summary of the material factors and the those of the Fund that the Board receives from the Fund attributable to conclusions with respect thereto that reviewed. The Board noted that AIM has such investment. The Board further formed the basis for the Board's agreed to limit the Fund's total annual determined that the proposed securities approval of the Advisory Agreement. operating expenses, as discussed below. lending program and related procedures After consideration of all of the The Board also considered the fact that with respect to the lending Fund is in factors below and based on its informed AIM set the proposed advisory fees for the best interests of the lending Fund business judgment, the Board determined the Fund based upon the median effective and its respective shareholders. The that the Advisory Agreement is in the management fee rate (comprised of Board therefore concluded that the best interests of the Fund and its advisory fees plus, in some cases, investment of cash collateral received shareholders and that the compensation administrative fees) at various asset in connection with the securities to AIM under the Advisory Agreement is levels of competitor mutual funds with lending program in the money market fair and reasonable and would have been investment strategies comparable to funds according to the procedures is in obtained through arm's length those of the Fund. Based on this review, the best interests of the lending Fund negotiations. the Board concluded that the advisory and its respective shareholders. fee rate for the Fund under the Advisory o The nature and extent of the advisory Agreement was fair and reasonable. o Profitability of AIM and its services to be provided by AIM. The affiliates. The Board reviewed Board reviewed the services to be o Expense limitations and fee waivers. information concerning the profitability provided by AIM under the Advisory The Board noted that AIM has of AIM's (and its affiliates') Agreement. Based on such review, the contractually agreed to waive fees investment advisory and other activities Board concluded that the range of and/or limit expenses of the Fund and its financial condition. The Board services to be provided by AIM under the through June 30, 2007 in an amount considered the overall profitability of Advisory Agreement was appropriate. necessary to limit total annual AIM. The Board noted that AIM's operating expenses to a specified operations remain profitable, although o The quality of services to be provided percentage of average daily net assets increased expenses in recent years have by AIM. The Board reviewed the for each class of the Fund. The Board reduced AIM's profitability. Based on credentials and experience of the considered the contractual nature of the review of the profitability of AIM's officers and employees of AIM who will this fee waiver/expense limitation and and its affiliates' investment advisory provide investment advisory services to noted that it remains in effect until and other activities and its financial the Fund. In reviewing the June 30, 2007. The Board considered the condition, the Board concluded that the qualifications of AIM to provide effect this fee waiver/expense compensation to be paid by the Fund to investment advisory services, the Board limitation would have on the Fund's AIM under its Advisory Agreement was not reviewed the qualifications of AIM's estimated expenses and concluded that excessive. investment personnel and considered such the levels of fee waivers/expense issues as AIM's portfolio and product limitations for the Fund were fair and o Benefits of soft dollars to AIM. The review process, various back office reasonable. Board considered the benefits realized support functions provided by AIM and by AIM as a result of brokerage AIM's equity and fixed income trading o Breakpoints and economies of scale. transactions executed through "soft operations. Based on the review of these The Board reviewed the structure of the dollar" arrangements. Under these and other factors, the Board concluded Fund's advisory fee under the Advisory arrangements, brokerage commissions paid that the quality of services to be Agreement, noting that it contains six by the Fund and/or other funds advised provided by AIM was appropriate. breakpoints. The Board reviewed the by AIM are used to pay for research and level of the Fund's advisory fees, and execution services. This research is o The performance of the Fund relative noted that such fees, as a percentage of used by AIM in making investment to comparable funds. Not applicable the Fund's net assets, would decrease as decisions for the Fund. The Board because this is a new Fund. net assets increase because the Advisory concluded that such arrangements were Agreement includes breakpoints. The appropriate. o The performance of the Fund relative Board noted that, because this is a new to indices. Not applicable because this Fund and the way in which the advisory o AIM's financial soundness in light of is a new Fund. fee breakpoints have been structured, the Fund's needs. The Board considered the Fund has yet whether AIM is financially sound and has o Meeting with the Fund's portfolio the resources necessary to per- managers and investment personnel. The Board intends to meet periodically with the Fund's portfolio managers and/or (continued) 10 AIM International Bond Fund form its obligations under the Advisory The Board considered the factors Advisor pursuant to the Sub-Advisory Agreement, and concluded that AIM has discussed below in evaluating the Agreement and the services to be the financial resources necessary to fairness and reasonableness of the provided by AIM pursuant to the Advisory fulfill its obligations under the Sub-Advisory Agreement at the meeting on Agreement, as well as the allocation of Advisory Agreement. February 1, 2006 and as part of the fees between AIM and the Sub-Advisor Board's ongoing oversight of the Fund. pursuant to the Sub-Advisory Agreement. o Historical relationship between the In their deliberations, the Board and The Board noted that the sub-advisory Fund and AIM. In determining whether to the independent trustees did not fees have no direct effect on the Fund approve the Advisory Agreement for the identify any particular factor that was or its shareholders, as they are paid by Fund, the Board also considered the controlling, and each trustee attributed AIM to the Sub-Advisor, and that AIM current relationship between AIM and the different weights to the various and the Sub-Advisor are affiliates. Trust, as well as the Board's knowledge factors. Based on this review, the Board of AIM's operations, and concluded that concluded that the sub-advisory fee rate it was beneficial to maintain the The discussion below serves as a under the Sub-Advisory Agreement was current relationship, in part, because discussion of the material factors and fair and reasonable. of such knowledge. The Board also the conclusions with respect thereto reviewed the general nature of the that formed the basis for the Board's o Profitability of AIM and its non-investment advisory services approval of the Sub-Advisory Agreement. affiliates. The Board reviewed currently performed by AIM and its After consideration of all of the information concerning the profitability affiliates for the Trust, such as factors below and based on its informed of AIM's (and its affiliates') administrative, transfer agency and business judgment, the Board determined investment advisory and other activities distribution services, and the fees that the Sub-Advisory Agreement is in and its financial condition. The Board received by AIM and its affiliates for the best interests of the Fund and its considered the overall profitability of performing such services. In addition to shareholders. AIM. The Board noted that AIM's reviewing such services, the trustees operations remain profitable, although also considered the organizational o The nature and extent of the advisory increased expenses in recent years have structure employed by AIM and its services to be provided by the reduced AIM's profitability. Based on affiliates to provide those services. Sub-Advisor. The Board reviewed the the review of the profitability of AIM's Based on the review of these and other services to be provided by the and its affiliates' investment advisory factors, the Board concluded that AIM Sub-Advisor under the Sub-Advisory and other activities and its financial and its affiliates were qualified to Agreement. Based on such review, the condition, the Board concluded that the provide non-investment advisory services Board concluded that the range of compensation to be paid by the Fund to to the Fund, including administrative, services to be provided by the AIM under its Advisory Agreement was not transfer agency and distribution Sub-Advisor under the Sub-Advisory excessive. services. Agreement was appropriate. o The Sub-Advisor's financial soundness o Other factors and current trends. In o The quality of services to be provided in light of the Fund's needs. The Board determining whether to approve the by the Sub-Advisor. The Board reviewed considered whether the Sub-Advisor is Advisory Agreement for the Fund, the the credentials and experience of the financially sound and has the resources Board considered the fact that AIM, officers and employees of the necessary to perform its obligations along with others in the mutual fund Sub-Advisor who will provide investment under the Sub-Advisory Agreement, and industry, is subject to regulatory advisory services to the Fund. Based on concluded that the Sub-Advisor has the inquiries and litigation related to a the review of these and other factors, financial resources necessary to fulfill wide range of issues. The Board also the Board concluded that the quality of its obligations under the Sub-Advisory considered the governance and compliance services to be provided by the Agreement. reforms being undertaken by AIM and its Sub-Advisor was appropriate. affiliates, including maintaining an internal controls committee and o The performance of the Fund relative retaining an independent compliance to comparable funds. Not applicable consultant, and the fact that AIM has because this is a new Fund. undertaken to cause the Fund to operate in accordance with certain governance o The performance of the Fund relative policies and practices. The Board to indices. Not applicable because this concluded that these actions indicated a is a new Fund. good faith effort on the part of AIM to adhere to the highest ethical standards, o Meetings with the Fund's portfolio and determined that the current managers and investment personnel. The regulatory and litigation environment to Board intends to meet periodically with which AIM is subject should not prevent the Fund's portfolio managers and/or the Board from approving the Advisory other investment personnel to ensure Agreement for the Fund. that such individuals are competent and able to carry out their responsibilities APPROVAL OF SUB-ADVISORY AGREEMENT under the Sub-Advisory Agreement. The Board oversees the management of the o Overall performance of the Fund and, as required by law, determines Sub-Advisor. Not applicable because this whether to approve the Fund's is a new Fund. sub-advisory agreement. Based upon the recommendation of the Investments o Fees relative to those clients of the Committee of the Board, at a meeting Sub-Advisor with comparable investment held on February 1, 2006, the Board, strategies. The Board reviewed the including all of the independent sub-advisory fee rate for the Fund under trustees, approved the sub-advisory the Sub-Advisory Agreement. The Board agreement (the "Sub-Advisory compared effective contractual fee rates Agreement") between INVESCO Asset at a common asset level and noted that Management Limited (the "Sub-Advisor") this rate was higher than the advisory and AIM with respect to the Fund for an fee rate for one initial period ending June 30, 2007. institutional/separately managed account advised by the Sub-Advisor with investment strategies comparable to those of the Fund. The Board noted that AIM has agreed to limit the Fund's total annual operating expenses, as discussed below. The Board also considered the services to be provided by the Sub- 11 Supplement to Annual Report dated 10/31/06 AIM International Bond Fund =================================== Institutional Class Shares CUMULATIVE TOTAL RETURNS PLEASE NOTE THAT PAST PERFORMANCE IS NOT For periods ended 10/31/06 INDICATIVE OF FUTURE RESULTS. MORE RECENT The following information has been prepared to RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. provide Institutional Class shareholders with Inception (3/31/06) 6.27% ALL RETURNS ASSUME REINVESTMENT OF a performance overview specific to their 6 Months 2.10 DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND holdings. Institutional Class shares are PRINCIPAL VALUE WILL FLUCTUATE SO YOUR offered exclusively to institutional =================================== SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR investors, including defined contribution LESS THAN THEIR ORIGINAL COST. SEE FULL plans that meet certain criteria. CUMULATIVE TOTAL RETURNS REPORT FOR INFORMATION ON COMPARATIVE For periods ended 9/30/06, most BENCHMARKS. PLEASE CONSULT YOUR FUND recent calendar quarter-end PROSPECTUS FOR MORE INFORMATION. FOR THE MOST CURRENT MONTH-END PERFORMANCE, PLEASE CALL Inception (3/31/06) 5.15% 800-451-4246 OR VISIT AIMINVESTMENTS.COM. 6 Months 5.15 =================================== INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NET ASSET VALUE (NAV). PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. A REDEMPTION FEE OF 2% WILL BE IMPOSED ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF THE FUND WITHIN 30 DAYS OF PURCHASE. EXCEPTIONS TO THE REDEMPTION FEE ARE LISTED IN THE FUND'S PROSPECTUS. HAD THE ADVISOR NOT WAIVED FEES AND/OR REIMBURSED EXPENSES, PERFORMANCE WOULD HAVE BEEN LOWER. ============================================== NASDAQ SYMBOL AUBIX ============================================== Over for information on your Fund's expenses. ================================================================================ THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ================================================================================ FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM IBO-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to Paid During Period" to estimate the so, compare this 5% hypothetical example with compare these costs with ongoing costs of expenses you paid on your account the 5% hypothetical examples that appear in investing in other mutual funds. The example during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL (5% ANNUAL RETURN BEFORE ACTUAL EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,021.00 $4.53 $1,020.72 $4.53 0.89% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM IBO-INS-1 A I M Distributors, Inc. AIM International Bond Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> PRINCIPAL AMOUNT VALUE - ------------------------------------------------------------------------- NON U.S. DOLLAR DENOMINATED BONDS & NOTES-87.71%(A) AUSTRALIA-2.93% New South Wales Treasury Corp. (Sovereign Debt)-Series 08RG, Euro Gtd. Bonds, 8.00%, 03/01/08(b) AUD 1,000,000 $ 790,620 ========================================================================= BELGIUM-4.13% Belgium Government (Sovereign Debt)-Series 36, Euro Bonds, 5.00%, 09/28/11(b) EUR 825,000 1,114,064 ========================================================================= BRAZIL-0.90% Brazilian Government (Sovereign Debt), Sr. Unsec. Unsub. Euro Bonds, 9.50%, 01/24/11(b) EUR 160,000 242,466 ========================================================================= CANADA-3.53% Canada Housing Trust No. 1 (Sovereign Debt)- Series SEPT, Gtd. Global Notes, 4.60%, 09/15/11(b) CAD 600,000 547,412 - ------------------------------------------------------------------------- Canadian Government (Sovereign Debt), Canadian Bonds, 5.75%, 06/01/33(b) CAD 360,000 406,752 ========================================================================= 954,164 ========================================================================= CHINA-4.22% China Government (Sovereign Debt), Unsec. Euro Bonds, 4.25%, 10/28/14(b) EUR 880,000 1,139,586 ========================================================================= FINLAND-2.41% Finland Government (Sovereign Debt), Sr. Unsec. Unsub. Euro Bonds, 5.00%, 07/04/07(b) EUR 505,000 649,896 ========================================================================= FRANCE-1.04% France Government (Sovereign Debt), Euro Bonds, 4.00%, 04/25/55(b) EUR 40,000 52,934 - ------------------------------------------------------------------------- 6.50%, 04/25/11(b) EUR 160,000 227,615 ========================================================================= 280,549 ========================================================================= GERMANY-24.12% Bundesobligation (Sovereign Debt), -Series 139, Euro Bonds, 4.00%, 02/16/07(b) EUR 1,200,000 1,533,527 - ------------------------------------------------------------------------- -Series 147, Euro Bonds, 2.50%, 10/08/10(b) EUR 325,000 397,526 - ------------------------------------------------------------------------- Bundesrepublik Deutschland (Sovereign Debt)- Series 05, Euro Bonds, 4.00%, 01/04/37(b) EUR 1,460,000 1,917,927 - ------------------------------------------------------------------------- Kreditanstalt fuer Wiederaufbau (Diversified Banks), Sr. Unsec. Gtd. Unsub. Global Notes, 2.05%, 02/16/26(b) JPY 50,000,000 417,506 - ------------------------------------------------------------------------- Landwirtschaftliche Rentenbank (Diversified Banks), Unsec. Gtd. Unsub. Medium Term Euro Notes, 1.38%, 04/25/13(b) JPY 138,000,000 1,176,420 - ------------------------------------------------------------------------- NRW Bank (Diversified Banks)-Series 124, Gtd. Unsub. Medium Term Euro Notes, 0.05%, 03/20/07(b) JPY 125,000,000 1,067,653 ========================================================================= 6,510,559 ========================================================================= </Table> <Table> PRINCIPAL AMOUNT VALUE - ------------------------------------------------------------------------- <Caption> GREECE-0.89% Hellenic Republic Government (Sovereign Debt), Sr. Unsec. Unsub. Euro Bonds, 4.50%, 09/20/37(b) EUR 180,000 $ 240,077 ========================================================================= IRELAND-5.14% Depfa ACS Bank (Diversified Banks), Sec. Medium Term Euro Notes, 1.65%, 12/20/16(b) JPY 140,000,000 1,182,717 - ------------------------------------------------------------------------- Ireland Government (Sovereign Debt), Euro Deb., 4.60%, 04/18/16(b) EUR 150,000 204,333 ========================================================================= 1,387,050 ========================================================================= ITALY-1.26% Buoni Poliennali Del Tesoro (Sovereign Debt), Euro Bonds, 2.75%, 06/15/10(b) EUR 275,000 339,545 ========================================================================= JAPAN-3.13% Development Bank of Japan (Sovereign Debt)- Series INTL, Gtd. Global Bonds, 2.30%, 03/19/26(b) JPY 90,000,000 767,252 - ------------------------------------------------------------------------- Sumitomo Mitsui Banking Corp. (Diversified Banks), Sub. Second Tier Euro Notes, 4.38%, 10/27/14(b) EUR 60,000 77,058 ========================================================================= 844,310 ========================================================================= LUXEMBOURG-7.33% European Investment Bank (Diversified Banks), Euro Bonds, 5.63%, 06/07/32(b) GBP 455,000 1,040,387 - ------------------------------------------------------------------------- Global Notes, 3.13%, 10/15/15(b) EUR 135,000 163,708 - ------------------------------------------------------------------------- Fiat Finance & Trade Ltd. S.A. (Automobile Manufacturers), Sr. Unsec. Gtd. Unsub. Euro Notes, 6.63%, 02/15/13(b) EUR 195,000 264,133 - ------------------------------------------------------------------------- Gaz Capital for Gazprom (Integrated Oil & Gas)- REGS-Series 3, Sr. Sec. Euro Notes, 5.88%, 06/01/15 (Acquired 04/12/06-08/28/06; Cost $509,622)(b)(c) EUR 380,000 511,795 ========================================================================= 1,980,023 ========================================================================= MEXICO-0.50% Mexico Government (Sovereign Debt), Global Notes, 5.38%, 06/10/13(b) EUR 100,000 136,186 ========================================================================= NETHERLANDS-4.59% Rabobank Nederland-Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (Diversified Banks)-Series 1355 Tranche 2, Medium Term Euro Notes, 0.20%, 06/20/08(b) JPY 146,000,000 1,238,142 ========================================================================= NORWAY-1.88% Norway Government (Sovereign Debt), Bonds, 6.75%, 01/15/07(b) NOK 3,300,000 507,991 ========================================================================= POLAND-6.55% Poland Government (Sovereign Debt)- Series DS1015, Bonds, 6.25%, 10/24/15(b) PLN 5,000,000 1,768,778 ========================================================================= </Table> F-1 AIM International Bond Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - ------------------------------------------------------------------------- PORTUGAL-0.57% Obrigacoes do Tesouro (Sovereign Debt), Euro Bonds, 4.10%, 04/15/37(b) EUR 120,000 $ 153,915 ========================================================================= SPAIN-5.21% Caixa d'Estalvis de Catalunya (Diversified Capital Markets), Sec. Mortgage-Backed Euro Notes, 3.50%, 03/07/16(b) EUR 1,000,000 1,226,216 - ------------------------------------------------------------------------- Spain Government (Sovereign Debt), Euro Bonds, 4.25%, 10/31/07(b) EUR 140,000 179,620 ========================================================================= 1,405,836 ========================================================================= UNITED KINGDOM-2.64% DaimlerChrysler UK Holding PLC (Automobile Manufacturers)-Series 147, Unsec. Gtd. Unsub. Medium Term Euro Notes, 5.13%, 02/04/08(b) GBP 50,000 94,530 - ------------------------------------------------------------------------- United Kingdom Treasury (Sovereign Debt), Bonds, 4.25%, 09/07/11(b) GBP 290,000 541,333 - ------------------------------------------------------------------------- 4.50%, 03/07/07(b) GBP 40,000 76,160 ========================================================================= 712,023 ========================================================================= UNITED STATES OF AMERICA-4.74% General Electric Capital Corp. (Other Diversified Financial Services), Sr. Unsec. Unsub. Medium Term Euro Notes, 4.50%, 12/15/08(b) GBP 550,000 1,033,351 - ------------------------------------------------------------------------- Pemex Project Funding Master Trust (Other Diversified Financial Services)-REGS, Unsec. Gtd. Unsub. Euro Bonds, 6.63%, 04/04/10 (Acquired 04/12/06-08/25/06; Cost $244,068)(b)(c) EUR 180,000 246,101 ========================================================================= 1,279,452 ========================================================================= Total Non U.S. Dollar Denominated Bonds & Notes (Cost $23,294,819) 23,675,232 ========================================================================= </Table> <Table> PRINCIPAL AMOUNT VALUE - ------------------------------------------------------------------------- <Caption> U.S. GOVERNMENT AGENCY SECURITY-4.51%(A) FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-4.51% Unsec. Global Notes 1.75%, 03/26/08(b) (Cost $1,211,793) JPY 140,000,000 $ 1,216,284 ========================================================================= U.S. DOLLAR DENOMINATED BONDS & NOTES-1.85% CONSTRUCTION & ENGINEERING-1.09% Ranhill Labuan Ltd. (Malaysia)-REGS, Gtd. Euro Notes, 12.50%, 10/26/11 (Acquired 10/18/06; Cost $300,000)(b)(c) $ 300,000 295,125 ========================================================================= DIVERSIFIED BANKS-0.76% ICICI Bank Ltd. (India)-REGS, Unsec. First Tier Unsub. Euro Bonds, 7.25% (Acquired 08/17/06; Cost $198,649)(c)(d) 200,000 205,279 ========================================================================= Total U.S. Dollar Denominated Bonds & Notes (Cost $498,649) 500,404 ========================================================================= U.S. TREASURY SECURITY-0.22% U.S. TREASURY BILLS-0.22% 5.03%, 01/25/07(b)(e) (Cost $59,287) 60,000(f) 59,305 ========================================================================= <Caption> SHARES MONEY MARKET FUNDS-3.19% Liquid Assets Portfolio-Institutional Class(g) 429,948 429,948 - ------------------------------------------------------------------------- Premier Portfolio-Institutional Class(g) 429,948 429,948 ========================================================================= Total Money Market Funds (Cost $859,896) 859,896 ========================================================================= TOTAL INVESTMENTS-97.48% (Cost $25,924,444) 26,311,121 ========================================================================= OTHER ASSETS LESS LIABILITIES-2.52% 680,293 ========================================================================= NET ASSETS-100.00% $26,991,414 _________________________________________________________________________ ========================================================================= </Table> Investment Abbreviations: <Table> AUD - Australian Dollar CAD - Canadian Dollar Deb. - Debentures EUR - Euro GBP - British Pound Gtd. - Guaranteed JPY - Japanese Yen NOK - Norwegian Krona PLN - Poland Zloty REGS - Regulation S Sec. - Secured Sr. - Senior Sub. - Subordinated Unsec. - Unsecured Unsub. - Unsubordinated </Table> Notes to Schedule of Investments: (a) Foreign denominated security. Principal amount is denominated in currency indicated. (b) In accordance with the procedures established by the Board of Trustees, security fair valued based on an evaluated quote provided by an independent pricing service. The aggregate value of these securities at October 31, 2006 was $25,245,946, which represented 93.53% of the Fund's Net Assets. See Note 1A. (c) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The aggregate value of these securities at October 31, 2006 was $1,258,300, which represented 4.66% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (d) Perpetual bond with no specified maturity date. (e) Security traded on a discount basis. The interest rate shown represents the discount rate at the time of purchase by the Fund. (f) All or a portion of the principal balance was pledged as collateral to cover margin requirements for open futures contracts. See Note 1L and Note 8. (g) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM International Bond Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $25,064,548) $25,451,225 - ----------------------------------------------------------- Investments in affiliated money market funds (cost $859,896) 859,896 =========================================================== Total investments (cost $25,924,444) 26,311,121 =========================================================== Foreign currencies, at value (cost $97,654) 99,517 - ----------------------------------------------------------- Receivables for: Investments sold 1,057,491 - ----------------------------------------------------------- Fund shares sold 105,862 - ----------------------------------------------------------- Dividends and Interest 377,867 - ----------------------------------------------------------- Fund expenses absorbed 9,644 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 1,167 - ----------------------------------------------------------- Other assets 101,651 =========================================================== Total assets 28,064,320 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 865,747 - ----------------------------------------------------------- Fund shares reacquired 3,285 - ----------------------------------------------------------- Foreign currency contracts 105,932 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 1,167 - ----------------------------------------------------------- Variation margin 26,522 - ----------------------------------------------------------- Accrued distribution fees 4,346 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 1,125 - ----------------------------------------------------------- Accrued transfer agent fees 1,512 - ----------------------------------------------------------- Accrued operating expenses 63,270 =========================================================== Total liabilities 1,072,906 =========================================================== Net assets applicable to shares outstanding $26,991,414 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $26,711,529 - ----------------------------------------------------------- Undistributed net investment income (31,889) - ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts and futures contracts (6,158) - ----------------------------------------------------------- Unrealized appreciation of investment securities, foreign currencies, foreign currency contracts and futures contracts 317,932 =========================================================== $26,991,414 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 3,340,968 ___________________________________________________________ =========================================================== Class B $ 2,024,623 ___________________________________________________________ =========================================================== Class C $ 2,382,955 ___________________________________________________________ =========================================================== Institutional Class $19,242,868 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 320,076 ___________________________________________________________ =========================================================== Class B 194,219 ___________________________________________________________ =========================================================== Class C 228,551 ___________________________________________________________ =========================================================== Institutional Class 1,843,734 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 10.44 - ----------------------------------------------------------- Offering price per share (Net asset value of $10.44 divided by 95.25%) $ 10.96 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 10.42 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 10.43 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 10.44 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM International Bond Fund STATEMENT OF OPERATIONS For the period March 31, 2006 (date operations commenced) to October 31, 2006 <Table> INVESTMENT INCOME: Interest $ 226,438 - ----------------------------------------------------------------------- Dividends from affiliated money market funds 2,570 ======================================================================= Total investment income 229,008 ======================================================================= EXPENSES: Advisory fees 45,089 - ----------------------------------------------------------------------- Administrative services fees 29,452 - ----------------------------------------------------------------------- Custodian fees 15,906 - ----------------------------------------------------------------------- Distribution fees: Class A 3,158 - ----------------------------------------------------------------------- Class B 8,766 - ----------------------------------------------------------------------- Class C 8,312 - ----------------------------------------------------------------------- Transfer agent fees -- A, B and C 5,268 - ----------------------------------------------------------------------- Transfer agent fees -- Institutional 358 - ----------------------------------------------------------------------- Trustees' and officer's fees and benefits 8,352 - ----------------------------------------------------------------------- Registration and filing fees 53,343 - ----------------------------------------------------------------------- Reports to shareholders 15,067 - ----------------------------------------------------------------------- Professional services fees 68,972 - ----------------------------------------------------------------------- Other 6,168 ======================================================================= Total expenses 268,211 ======================================================================= Less: Fees waived, expenses reimbursed and expense offset arrangements (188,804) ======================================================================= Net expenses 79,407 ======================================================================= Net investment income 149,601 ======================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES, FOREIGN CURRENCY CONTRACTS AND FUTURES CONTRACTS: Net realized gain (loss) from: Investment securities 10,917 - ----------------------------------------------------------------------- Foreign currencies (29,818) - ----------------------------------------------------------------------- Foreign currency contracts (114,390) - ----------------------------------------------------------------------- Futures contracts (17,010) ======================================================================= (150,301) ======================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities 386,678 - ----------------------------------------------------------------------- Foreign currencies 10,406 - ----------------------------------------------------------------------- Foreign currency contracts (81,013) - ----------------------------------------------------------------------- Futures contracts 1,861 ======================================================================= 317,932 ======================================================================= Net gain from investment securities, foreign currencies, foreign currency contracts and futures contracts 167,631 ======================================================================= Net increase in net assets resulting from operations $ 317,232 _______________________________________________________________________ ======================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM International Bond Fund STATEMENT OF CHANGES IN NET ASSETS For the period March 31, 2006 (date operations commenced) to October 31, 2006 <Table> OPERATIONS: Net investment income $ 149,601 - --------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies, foreign currency contracts and futures contracts (150,301) - --------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities, foreign currencies, foreign currency contracts and futures contracts 317,932 =========================================================================== Net increase in net assets resulting from operations 317,232 =========================================================================== Distributions to shareholders from net investment income: Class A (13,407) - --------------------------------------------------------------------------- Class B (7,399) - --------------------------------------------------------------------------- Class C (6,483) - --------------------------------------------------------------------------- Institutional Class (35,342) =========================================================================== Total distributions from net investment income (62,631) =========================================================================== Return of Capital: Class A (22,597) - --------------------------------------------------------------------------- Class B (12,469) - --------------------------------------------------------------------------- Class C (10,926) - --------------------------------------------------------------------------- Institutional Class (59,566) =========================================================================== Total return of capital (105,558) =========================================================================== Decrease in net assets resulting from distributions (168,189) =========================================================================== Share transactions-net: Class A 3,304,813 - --------------------------------------------------------------------------- Class B 1,984,421 - --------------------------------------------------------------------------- Class C 2,359,106 - --------------------------------------------------------------------------- Institutional Class 19,194,031 =========================================================================== Net increase in net assets resulting from share transactions 26,842,371 =========================================================================== Net increase in net assets 26,991,414 =========================================================================== NET ASSETS: Beginning of period -- =========================================================================== End of period (including undistributed net investment income of $(31,889)) $26,991,414 ___________________________________________________________________________ =========================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-5 AIM International Bond Fund NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM International Bond Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund commenced operations on March 31, 2006. The Fund's investment objective is to provide total return. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, F-6 AIM International Bond Fund accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates realized and unrealized capital gains and losses to a class based on the relative net assets of each class. The Fund allocates income to a class based on the relative value of the settled shares of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income are declared daily and paid monthly. Distributions from net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. REDEMPTION FEES -- The Fund has a 2% redemption fee that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions, including exchanges of shares held less than 30 days. The redemption fee is recorded as an increase in shareholder capital and is allocated among the share classes based on the relative net assets of each class. J. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. K. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. F-7 AIM International Bond Fund L. FUTURES CONTRACTS -- The Fund may purchase or sell futures contracts. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities as collateral for the account of the broker (the Fund's agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by "marking to market" on a daily basis to reflect the market value of the contracts at the end of each day's trading. Variation margin payments are received or made depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund's basis in the contract. If the Fund were unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts. Risks may exceed amounts recognized in the Statement of Assets and Liabilities. M. COLLATERAL -- To the extent the Fund has pledged or segregated a security as collateral and that security is subsequently sold, it is the Fund's practice to replace such collateral no later than the next business day. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.65% - -------------------------------------------------------------------- Next $250 million 0.59% - -------------------------------------------------------------------- Next $500 million 0.565% - -------------------------------------------------------------------- Next $1.5 billion 0.54% - -------------------------------------------------------------------- Next $2.5 billion 0.515% - -------------------------------------------------------------------- Next $5 billion 0.49% - -------------------------------------------------------------------- Over $10 billion 0.465% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and INVESCO Asset Management Limited ("INVESCO"), AIM pays INVESCO 40% of the amount of AIM's compensation on sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C and Institutional Class shares to 1.10%, 1.85%, 1.85% and 0.85% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time credit to be used to offset future custodian expenses. These credits are used to pay certain expenses incurred by the Fund. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM waived advisory fees of $45,089 and reimbursed fund level expenses of $135,843 and reimbursed class level expenses of $2,120, $1,471, $1,395 and $358 for Class A, Class B, Class C and Institutional Class shares, respectively. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM was paid $29,452. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the F-8 AIM International Bond Fund Trust's Board of Trustees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid AIS $5,268 for Class A, Class B and Class C share classes and $358 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the period March 31, 2006 (date operations commenced) to October 31, 2006, the Class A, Class B and Class C shares paid $3,158, $8,766 and $8,312, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the period March 31, 2006 (date operations commenced) to October 31, 2006, ADI advised the Fund that it retained $3,234 in front-end sales commissions from the sale of Class A shares and $0, $80 and $49 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders . Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the period March 31, 2006 (date operations commenced) to October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 03/31/06 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio- Institutional Class $ -- $2,030,847 $(1,600,899) $ -- $429,948 $1,286 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio- Institutional Class -- 2,030,847 (1,600,899) -- 429,948 1,284 -- ================================================================================================================================== Total Investments in Affiliates $ -- $4,061,694 $(3,201,798) $ -- $859,896 $2,570 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $2,528. NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid legal fees of $571 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. F-9 AIM International Bond Fund NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 7--FOREIGN CURRENCY CONTRACTS <Table> <Caption> OPEN FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO SETTLEMENT ------------------------------------ VALUE UNREALIZED DATE DELIVER RECEIVE 10/31/06 APPRECIATION - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 USD 1,275,400 EUR 1,000,000 $1,281,085 $ 5,685 - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 USD 2,680,461 EUR 2,100,000 2,690,279 9,818 - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 USD 822,478 NOK 5,430,000 833,867 11,389 ================================================================================================================================= $ 26,892 ================================================================================================================================= </Table> <Table> <Caption> CONTRACT TO UNREALIZED SETTLEMENT ------------------------------------ VALUE APPRECIATION DATE DELIVER RECEIVE 10/31/06 (DEPRECIATION) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 EUR 650,000 USD 822,289 $ 832,705 $ (10,416) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 EUR 1,100,000 USD 1,383,602 1,409,194 (25,592) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 EUR 2,100,000 USD 2,669,625 2,690,279 (20,654) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 GBP 200,000 USD 377,008 381,713 (4,705) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 NOK 5,430,000 EUR 814,272 825,644 (8,223) - --------------------------------------------------------------------------------------------------------------------------------- 01/11/07 PLN 5,200,000 USD 1,682,739 1,721,054 (38,315) ================================================================================================================================= $(107,905) ================================================================================================================================= Total open foreign currency contracts $ (81,013) ================================================================================================================================= </Table> <Table> <Caption> CLOSED FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO REALIZED CLOSED ------------------------------------ VALUE GAIN DATE DELIVER RECEIVE 10/31/06 (LOSS) - --------------------------------------------------------------------------------------------------------------------------------- 10/04/06 JPY 168,000,000 USD 1,420,629 $1,441,813 $ (21,184) - --------------------------------------------------------------------------------------------------------------------------------- 10/05/06 USD 667,622 CAD 750,000 667,004 (618) - --------------------------------------------------------------------------------------------------------------------------------- 10/11/06 SGD 1,620,000 USD 1,024,150 1,027,267 (3,117) ================================================================================================================================= Total closed foreign currency contracts $ (24,919) ================================================================================================================================= Total foreign currency contracts $(105,932) _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> Currency Abbreviations: <Table> CAD - Canadian Dollar EUR - Euro GBP - British Pound Sterling JPY - Japanese Yen NOK - Norwegian Krona PLN - Poland Zloty SGD - Singapore Dollar USD - U.S. Dollar </Table> F-10 AIM International Bond Fund NOTE 8--FUTURES CONTRACTS On October 31, 2006, $60,000 principal amount of U.S. Treasury obligations were pledged as collateral to cover margin requirements for open futures contracts. <Table> <Caption> OPEN FUTURES CONTRACTS AT PERIOD END - ------------------------------------------------------------------------------------------------------------------------ NUMBER OF MONTH/ VALUE UNREALIZED CONTRACT CONTRACTS COMMITMENT 10/31/06 APPRECIATION - ------------------------------------------------------------------------------------------------------------------------ Euro-Bund 18 Dec-06/Short $(2,706,832) $1,861 ________________________________________________________________________________________________________________________ ======================================================================================================================== </Table> NOTE 9--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the period March 31, 2006 (date operations commenced) to October 31, 2006 is as follows: <Table> <Caption> 2006 - ------------------------------------------------------------------------ Distributions paid from ordinary income $ 62,631 - ------------------------------------------------------------------------ Return of Capital 105,558 ======================================================================== Total $168,189 ________________________________________________________________________ ======================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - --------------------------------------------------------------------------- Unrealized appreciation-investments $ 366,175 - --------------------------------------------------------------------------- Temporary book/tax differences (991) - --------------------------------------------------------------------------- Capital loss carryover (85,299) - --------------------------------------------------------------------------- Shares of beneficial interest 26,711,529 =========================================================================== Total net assets $26,991,414 ___________________________________________________________________________ =========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $10,406 and appreciation on futures contracts of $1,861. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions. The Fund has a capital loss carryforward as of October 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- October 31, 2014 $85,299 _____________________________________________________________________________ ============================================================================= </Table> * Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code. NOTE 10--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, long-term U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the period March 31, 2006 (date operations commenced) to October 31, 2006 was $47,751,059 and $19,844,645, respectively. During the same period, purchases and sales of long-term U.S. Treasury obligations were $3,718,253 and $6,606,505. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $393,968 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (40,060) ============================================================================== Net unrealized appreciation of investment securities $353,908 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $25,957,213. </Table> F-11 AIM International Bond Fund NOTE 11--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of return of capital, foreign currency transactions and organizational expenses, on October 31, 2006, undistributed net investment income was decreased by $13,301, undistributed net realized gain (loss) was increased by $144,143 and shares of beneficial interest decreased by $130,842. This reclassification had no effect on the net assets of the Fund. NOTE 12--SHARE INFORMATION The Fund currently offers four different classes of shares: Class A, Class B, Class C and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - -------------------------------------------------------------------------------------- MARCH 31, 2006 (DATE OPERATIONS COMMENCED) TO OCTOBER 31, 2006(a) ------------------------ SHARES AMOUNT - -------------------------------------------------------------------------------------- Sold: Class A 346,070 $ 3,571,637 - -------------------------------------------------------------------------------------- Class B 203,124 2,076,016 - -------------------------------------------------------------------------------------- Class C 246,060 2,538,618 - -------------------------------------------------------------------------------------- Institutional Class 1,922,095 20,007,020 ====================================================================================== Issued as reinvestment of dividends: Class A 3,217 33,479 - -------------------------------------------------------------------------------------- Class B 1,720 17,883 - -------------------------------------------------------------------------------------- Class C 1,645 17,088 - -------------------------------------------------------------------------------------- Institutional Class 9,160 94,908 ====================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 1,511 15,725 - -------------------------------------------------------------------------------------- Class B (1,512) (15,725) ====================================================================================== Reacquired:(b) Class A (30,722) (316,028) - -------------------------------------------------------------------------------------- Class B (9,113) (93,753) - -------------------------------------------------------------------------------------- Class C (19,154) (196,600) - -------------------------------------------------------------------------------------- Institutional Class (87,521) (907,897) ====================================================================================== 2,586,580 $26,842,371 ______________________________________________________________________________________ ====================================================================================== </Table> (a) 9% of the outstanding shares of the Fund are owned by AIM and 71% are owned by affiliated mutual funds. Affiliated mutual funds are other mutual funds that are also advised by AIM. (b) Amount is net of redemption fees of $876, $594, $433 and $894 for Class A, Class B, Class C and Institutional Class shares, respectively for the period March 31, 2006 (date operations commenced) to October 31, 2006. NOTE 13--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-12 AIM International Bond Fund NOTE 14--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A CLASS B CLASS C INSTITUTIONAL CLASS ---------------- ---------------- ---------------- ------------------- MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS COMMENCED) TO COMMENCED) TO COMMENCED) TO COMMENCED) TO OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2006 2006 2006 2006 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $10.00 $10.00 $10.00 $ 10.00 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income(a) 0.13 0.09 0.09 0.15 - --------------------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 0.48 0.46 0.47 0.48 ================================================================================================================================= Total from investment operations 0.61 0.55 0.56 0.63 ================================================================================================================================= Less distributions: Dividends from net investment income (0.06) (0.05) (0.05) (0.07) - --------------------------------------------------------------------------------------------------------------------------------- Return of capital (0.11) (0.08) (0.08) (0.12) ================================================================================================================================= Total distributions (0.17) (0.13) (0.13) (0.19) ================================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 ================================================================================================================================= Net asset value, end of period $10.44 $10.42 $10.43 $ 10.44 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 6.14% 5.55% 5.65% 6.27% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $3,341 $2,025 $2,383 $19,243 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements(c) 1.14% 1.89% 1.89% 0.89% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements(c) 3.92% 4.67% 4.67% 3.50% ================================================================================================================================= Ratio of net investment income to average net assets(c) 2.20% 1.45% 1.45% 2.45% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(d) 231% 231% 231% 231% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges, if any, and is not annualized for periods less than one year. (c) Ratios are annualized and based on average daily net assets of $2,144,506, $1,488,123, $1,411,000, and $6,732,801 for Class A, Class B, Class C and Institutional Class shares, respectively. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. NOTE 15--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor - -Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the F-13 AIM International Bond Fund NOTE 15--LEGAL PROCEEDINGS--(CONTINUED) effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-14 AIM International Bond Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM International Bond Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM International Bond Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, and the results of its operations, the changes in its net assets and the financial highlights for the period March 31, 2006 (date operations commenced) through October 31, 2006, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2006 by correspondence with the custodian, provides a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-15 AIM International Bond Fund TAX DISCLOSURES REQUIRED STATE INCOME TAX INFORMATION Of the ordinary dividends paid, 4.24% was derived from U.S. Treasury Obligations. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS For its tax year ended October 31, 2006, the Fund designates 2.03%, or the maximum amount allowable, of its dividend distributions as qualified interest income exempt from U.S. income tax for non-resident alien shareholders. Your actual amount of qualified interest income for the calendar year will be reported in your Form 1042-S mailing. You should consult your tax advisor regarding treatment of the amounts. The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended April 30, 2006, July 31, 2006 and October 31, 2006 are 98.99%, 100% and 99.76%, respectively. DISTRIBUTION NOTICE For the fiscal year ended October 31, 2006, the Fund paid aggregate distributions of $0.1726 (Class A); $0.1337 (Class B & C) and $0.1853 (Institutional Class). Of the Fund's distributions for its fiscal year ended October 31, 2006, $0.0639 (Class A); $0.0495 (Class B & C) and $0.0686 (Institutional Class) per share represents net investment income, and $0.1087 (Class A); $0.0842 (Class B & C) and $0.1167 (Institutional Class) per share represents return of capital. Please note that this information is being provided to satisfy certain notice requirements under the Investment Company Act of 1940. Because each shareholder's tax status is unique, shareholders should consult their tax advisor regarding this distribution notice. F-16 AIM International Bond Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-17 TRUSTEES AND OFFICERS--(CONTINUED) AIM International Bond Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers INVESCO Asset Suite 100 11 Greenway Plaza Inc. LLP Management Limited Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street 30 Finsbury Square Houston, TX 77046-1173 Suite 100 Suite 2900 London EC2A 1AG Houston, TX 77046-1173 Houston, TX 77002-5678 United Kingdom COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-18 [eDELIVERY GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR EDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent send you an e-mail notification containing links to these quarter-end. Mutual funds distributed by A I M Distributors, documents. For security purposes, you will need to log in to Inc. your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the WHY SIGN UP? investment management industry since 1976. AIM Investment Services, Inc. is the transfer agent for the products and Register for eDelivery to: services represented by AIM Investments. AIM is a subsidiary of AMVESCAP PLC, one of the world's largest independent o reduce the amount of paper you receive. financial services companies with $450 billion in assets under management as of October 31, 2006. o gain access to your documents faster by not waiting for the mail. o view your documents online anytime at your convenience. o save the documents to your personal computer or print them out for your records. HOW DO I SIGN UP? CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM It's easy. Just follow these simple steps: FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND READ IT CAREFULLY BEFORE INVESTING. 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com IBO-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.]--Registered Trademark-- - ------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] - ------------------------------------------------------------------------------ --Registered Trademark-- INTERNATIONAL/ AIM Japan Fund GLOBAL EQUITY Annual Report to Shareholders o October 31, 2006 International/Global Blend Table of Contents Supplemental Information ........ 2 Letters to Shareholders ......... 3 Performance Summary ............. 5 Management Discussion ........... 5 Fund Expenses ................... 7 Long-term Fund Performance ...... 8 Approval of Advisory Agreement... 10 Schedule of Investments ......... F-1 Financial Statements ............ F-3 Notes to Financial Statements.... F-5 Financial Highlights ............ F-l1 Auditor's Report ................ F-13 [COVER GLOBE IMAGE] Tax Disclosures ................. F-14 Trustees and Officers ........... F-15 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Japan Fund AIM JAPAN FUND SEEKS TO PROVIDE LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES o The prices of and the income generated principles require adjustments to be made by securities held by the Fund may to the net assets of the Fund at period o Class B shares are not available as an decline in response to certain factors, end for financial reporting purposes, and investment for retirement plans including some directly involving the as such, the net asset values for maintained pursuant to Section 401 of the companies and governments whose shareholder transactions and the returns Internal Revenue Code, including 401(k) securities are owned by the Fund. These based on those net asset values may plans, money purchase pension plans and factors include general economic and differ from the net asset values and profit sharing plans, except for plans market conditions, regional or global returns reported in the Financial that have existing accounts invested in economic instability and currency and Highlights. Class B shares. interest rate fluctuations. o Industry classifications used in this PRINCIPAL RISKS OF INVESTING IN THE FUND ABOUT INDEXES USED IN THIS REPORT report are generally according to the Global Industry Classification Standard, o Foreign securities have additional o The unmanaged MSCI EUROPE, AUSTRALASIA which was developed by and is the risks, including exchange rate changes, AND THE FAR EAST INDEX (the MSCI EAFE exclusive property and a service mark of political and economic upheaval, the --Registered Trademark--) is a group of Morgan Stanley Capital International Inc. relative lack of information about these foreign securities tracked by Morgan and Standard & Poor's. companies, relatively low market Stanley Capital International. liquidity and the potential lack of The Fund provides a complete list of its strict financial and accounting controls o The unmanaged TOKYO STOCK EXCHANGE holdings four times in each fiscal year, and standards. PRICE INDEX (TOPIX) is a capitalization- at the quarter-ends. For the second and weighted index of first section stocks fourth quarters, the lists appear in the o Prices of equity securities change in (larger companies) listed on the Tokyo Fund's semiannual and annual reports to response to many factors including the Stock Exchange. shareholders. For the first and third historical and prospective earnings of quarters, the Fund flies the lists with the issuer, the value of its assets, o The unmanaged LIPPER JAPAN FUNDS INDEX the Securities and Exchange Commission general economic conditions, interest is an equally weighted representation of (SEC) on Form N-Q. The most recent list rates, investor perceptions and market the 10 largest funds within the Lipper of portfolio holdings is available at liquidity. Japan Funds category. These funds AIMinvestments.com. From our home page, concentrate their investments in equity click on Products & Performance, then o There is no guarantee that the securities of Japanese companies. Mutual Funds, then Fund Overview. Select investment techniques and risk analyses your Fund from the drop-down menu and used by the Fund's managers will produce o The Fund is not managed to track the click on Complete Quarterly Holdings. the desired results. performance of any particular index, Shareholders can also look up the Fund's including the indexes defined here, and Forms N-Q on the SEC Web site at sec.gov. o The Fund is subject to currency/ consequently, the performance of the Fund Copies of the Fund's Forms N-Q may be exchange rate risk since it may buy or may deviate significantly from the reviewed and copied at the SEC Public sell currencies other than the U.S. performance of the index. Reference Room in Washington, D.C. You dollar. can obtain information on the operation o A direct investment cannot be made in of the Public Reference Room, including o The prices of initial public offering an index. Unless otherwise indicated, information about duplicating fee (IPO) securities may go up and down more index results include reinvested charges, by calling 202-942-8090 or than prices of equity securities of dividends, and they do not reflect sales 800-732-0330, or by electronic request at companies with longer trading histories. charges. Performance of an index of funds the following e-mail address: In addition, companies offering reflects fund expenses; performance of a publicinfo@sec.gov. The SEC file numbers securities in IPOs may have less market index does not. for the Fund are 811-05426 and 033-19338. experienced management or limited operating histories. There can be no OTHER INFORMATION A description of the policies and assurance that the Fund will have procedures that the Fund uses to favorable IPO investment opportunities. o The returns shown in the management's determine how to vote proxies relating to discussion of Fund performance are based portfolio securities is available without o Investing in a single-country mutual on net asset values calculated for charge, upon request, from our Client fund involves greater risks than shareholder transactions. Generally Services department at 800-959-4246 or on investing in a more diversified fund due accepted accounting the AIM Web site, AIMinvestments.com. On to lack of exposure to other countries. the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC Web site, sec.gov. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2006, is available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy Voting Activity. Next, select the Fund from the drop-down menu. The information is also available on the SEC Web site, sec.gov. ====================================================================================== ========================================= THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, FUND NASDAQ SYMBOLS WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class A Shares AJFAX ====================================================================================== Class B Shares AJFBX NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE Class C Shares AJFCX AIMinvestments.com ========================================= </Table> 2 AIM Japan Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. [TAYLOR As we approach the end of 2006, it seems likely that many PHOTO] investors may see the value of their investments increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive Phillip Taylor year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of Philip Taylor 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios-with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Japan Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. [CROCKETT Looking ahead, your Board finds many reasons to be PHOTO] positive about AIM's management and strategic direction. Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management BRUCE L. CROCKETT organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Japan Fund <Table> Management's discussion of Fund performance ======================================================================================= research is reflected in our proprietary stock evaluation system. We score a PERFORMANCE SUMMARY company relative to five select research factors and compare the company score to From inception on March 31, 2006, through October 31, 2006, Class A shares of AIM its specific sector average. With this Japan Fund, excluding sales charges, returned -11.70%. The Fund's performance unique evaluation system, we are able to lagged both our broad market index and our style-specific index, or benchmark. account for earnings growth and valuation/quality measures. We attribute the Fund's underperformance versus the style-specific index to our pro-cyclical investment policy which is driven by our bottom-up stock selection We believe disciplined sell decisions process. Specifically, the Fund was underweight in two areas that outperformed the are a key determinant of successful index during the period, namely defensive stocks such as pharmaceuticals, food and investing. We consider selling a security electric power and ultra large-cap stocks. Positive contributors to performance for several reasons, including: included selected holdings in information technology, materials and financials. o A stock reaches its target price. Your Fund's performance appears on pages 8 and 9. o A company's fundamentals deteriorate. FUND VS. INDEXES Cumulative total returns, 3/31/06-10/31/06, excluding applicable sales charges. If o A more attractive opportunity is sales charges were included, returns would be lower. identified. Class A Shares -11.70% MARKET CONDITIONS AND YOUR FUND Class B Shares -12.10 Class C Shares -12.10 Since the beginning of the yeal; the MSCI EAFE Index (Broad Market Index) 8.73 Japanese equity market has been in a Tokyo Stock Exchange Price Index (Style-Specific Index) -5.78 consolidation phase after a remarkably Lipper Japan Funds Index (Peer Group Index) -9.90 strong rally in 2005. The consolidation period has taken longer than expected as SOURCE: LIPPER INC., BLOOMBERG L.P. the market suffered from the overall mid-year weakness in the world equity ======================================================================================= markets. We believe the reasons for this market volatility included 1) concern HOW WE INVEST When selecting stocks for the Fund we about the direction of the U.S. economy, focus on companies with positive earnings 2) tensions in the Middle East and 3) We believe markets can often be growth and attractive valuations. very conservative earnings projections by inefficient--meaning that investors many Japanese companies reported at the frequently ignore information about Our team-managed investment process is beginning of this fiscal year. In August, companies, particularly if those companies driven by bottom-up stock selection. the market rebounded sharply, supported are in industries or sectors that happen Company research is conducted across by the recovery in global equity markets to be out of favor. We believe that such sectors with each Fund manager performing and healthy corporate earnings information is not always fully discounted many company visits each year. The result announcements in the second quarter. The even after the market has recognized it. of company market again weakened in September on a mixture of negative incentives. (continued) ========================================== ========================================== ========================================== PORTFOLIO COMPOSITION TOP FIVE INDUSTRIES TOP 10 EQUITY HOLDINGS By sector 1. Diversified Banks 10.2% 1. Tokyu Land Corp. 4.4% 2. Automobile Manufacturers 8.4 2. Mitsubishi UFJ Financial 3. Construction & Farm Machinery & Group, Inc. 4.3 [PIE CHART] Heavy Trucks 8.0 3. Mitsui Engineering & 4. Semiconductors 7.4 Shipbuilding Co., Ltd. 3.5 5. Real Estate Management & 4. Sumco Corp. 3.4 Information Technology 18.5% Development 7.1 5. Elpida Memory, Inc. 3.1 Materials 11.1% 6. Yamaha Motor Co., Ltd. 3.0 Health Care 2.1% 7. Mizuho Financial Group, Inc. 3.0 Other Assets Less Liabilities 0.3% 8. Komatsu Ltd. 3.0 Consumer Discretionary 25.6% Total Net Assets $7.17 million 9. Toyota Motor Corp. 3.0 Industrials 23.7% 10. Sumitomo Mitsui Financial Financials 18.7% Total Number of Holdings 59 Group, Inc. 2.9 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. ========================================== ========================================== ========================================== </Table> 5 AIM Japan Fund <Table> Since the Funds inception on March 31, The current economic expansion in Japan Kiyohide Nagata 2006, its performance lagged both its looked increasingly sustainable and is broad market and style-specific indexes. now about to match the nation's longest Chartered Financial Despite the market consolidation, we did economic growth cycle, 1965-1970. The [NAGATA Analyst, head of Japan not make a major shift throughout the current economic expansion has been PHOTO] Large Equity with INVESCO period. Instead we maintained a supported by domestic demand such as Asset Management (Japan) pro-cyclical bias based on our bottom-up capital investment and consumer spending. Limited, is portfolio stock selection process and a strong We believed the Japanese equity market manager of AIM Japan Fund. He joined fundamental view of the market. This is could benefit from solid and sustainable INVESCO in 2003. Mr. Nagata is a the main reason for the Fund's relative economic growth as well as from the fact Chartered Member of the Security Analysts underperformance versus its that many companies have benefited from Association of Japan. style-specific index. years of restructuring and are now positioned for potential long-term In terms of specific stocks, UFJ NICOS growth. and OMC Card detracted from Fund Yasuhiro Shimbayashi performance during the period. UFJ NICOS, IN CLOSING a part of Mitsubishi UFJ Financial Group, Senior fund manager with is the largest consumer credit card We believe that long-term investors have [SHIMBAYASHI INVESCO Asset Management company in Japan. OMC Card also provides the potential to benefit from secular PHOTO] (Japan) Limited, is consumer credit card services with a economic growth in Japan. But the portfolio manager of AIM superior credit administration system. Japanese market, like all markets, is Japan Fund. Mr. News that Japan's Financial Services subject to short-term volatility. In Shimbayashi joined INVESCO in 2004. He is Agency is considering lower interest rate recent months, the Japanese equity market a Chartered Member of the Security ceilings on consumer loans hurt a host of may have shifted from recovery to Analysts Association of Japan. consumer finance stocks, including these expansion. We believe we have built a two Fund holdings. In contrast, the Fund strong portfolio with the potential to benefited from its overweight position in benefit from this shift. We continue to real estate stocks. TOKYU LAND performed invest in stocks of companies with the Tomomitsu Yanaba particularly strongly. The Fund also potential to provide attractive growth. benefited from positive stock selection We look forward to reporting to you on Fund manager with INVESCO among semiconductor stocks, including our progress in this effort in the next [YANABA Asset Management (Japan) SUMCO CORP. annual report. Until then, thank you for PHOTO] Limited, is portfolio your participation in AIM Japan Fund. manager of AIM Japan Fund. Since inception, we have constructed a He joined INVESCO in 2004. portfolio that reflects our pro-cyclical THE VIEWS AND OPINIONS EXPRESSED IN Mr. Yanaba is a Chartered Member of the view of the Japanese economy. As we MANAGEMENT'S DISCUSSION OF FUND Securities Analysts Association of Japan. manage the Fund with a medium- to PERFORMANCE ARE THOSE OF A I M ADVISORS, long-term horizon, we look beyond INC. THESE VIEWS AND OPINIONS ARE SUBJECT short-term fluctuations in the economy TO CHANGE AT ANY TIME BASED ON FACTORS and the market. SUCH AS MARKET AND ECONOMIC CONDITIONS. Tomoyuki Shioya THESE VIEWS AND OPINIONS MAY NOT BE For the Fund's portfolio, we RELIED UPON AS INVESTMENT ADVICE OR Fund manager with INVESCO particularly focused on companies that RECOMMENDATIONS, OR AS AN OFFER FOR A [SHIOYA Asset Management (Japan) could benefit from: PARTICULAR SECURITY. THE INFORMATION IS PHOTO] Limited, is portfolio NOT A COMPLETE ANALYSIS OF EVERY ASPECT manager of AIM Japan Fund. o A recovery in domestic capital spending OF ANY MARKET, COUNTRY, INDUSTRY, He joined INVESCO in 2005. and consumption. SECURITY OR THE FUND. STATEMENTS OF FACT Mr. Shioya earned a BA. in economics from ARE FROM SOURCES CONSIDERED RELIABLE, BUT Waseda University. He is a Chartered o The potential end of deflation in A I M ADVISORS, INC. MAKES NO Member of the Securities Analysts Japan. REPRESENTATION OR WARRANTY AS TO THEIR Association of Japan. COMPLETENESS OR ACCURACY. ALTHOUGH o Strong economic growth in Asia. HISTORICAL PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS, THESE INSIGHTS MAY HELP o Global growth opportunities resulting YOU UNDERSTAND OUR INVESTMENT MANAGEMENT from competitive advantages. PHILOSOPHY. SEE important Fund and index disclosures on the inside front cover. </Table> 6 AIM Japan Fund <Table> CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to The hypothetical account values and estimate the expenses that you paid over expenses may not be used to estimate the As a shareholder of the Fund, you incur the period. Simply divide your account actual ending account balance or expenses two types of costs: (1) transaction value by $1,000 (for example, an $8,600 you paid for the period. You may use this costs, which may include sales charges account value divided by $1,000 = 8.6), information to compare the ongoing costs' (loads) on purchase payments or then multiply the result by the number in of investing in the Fund and other funds. contingent deferred sales charges on the table under the heading entitled To do so, compare this 5% hypothetical redemptions, and redemption fees, if any; "Actual Expenses Paid During Period" to example with the 5% hypothetical examples and (2) ongoing costs, including estimate the expenses you paid on your that appear in the shareholder reports of management fees; distribution and/or account during this period. the other funds. service (12b-1) fees; and other Fund expenses. This example is intended to HYPOTHETICAL EXAMPLE FOR COMPARISON Please note that the expenses shown in help you understand your ongoing costs PURPOSES the table are meant to highlight your (in dollars) of investing in the Fund and ongoing costs only and do not reflect any to compare these costs with ongoing costs The table below also provides information transaction costs, such as sales charges of investing in other mutual funds. The about hypothetical account values and (loads) on purchase payments, contingent example is based on an investment of hypothetical expenses based on the Fund's deferred sales charges on redemptions, $1,000 invested at the beginning of the actual expense ratio and an assumed rate and redemption fees, if any Therefore, period and held for the entire period May of return of 5% per year before expenses, the hypothetical information is useful in 1, 2006, through October 31, 2006. which is not the Fund's actual return. comparing ongoing costs only, and will The Fund's actual cumulative total not help you determine the relative total ACTUAL EXPENSES returns at net asset value after expenses costs of owning different funds. In for the six months ended October 31, addition, if these transaction costs were The table below provides information 2006, appear in the far right table included, your costs would have been about actual account values and actual "Cumulative Total Returns" on page 9. higher. expenses. You may use the information in this table, ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $886.50 $ 8.46 $1,016.23 $ 9.05 1.78% B 1,000.00 883.40 12.01 1,012.45 12.83 2.53 C 1,000.00 882.50 12.00 1,012.45 12.83 2.53 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the far right table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== </Table> 7 AIM Japan Fund <Table> Your Fund's Performance RESULTS OF A $10,000 INVESTMENT Fund and index data from 3/31/06 ============================================================================================================================ [MOUNTAIN CHART] AIM JAPAN FUND AIM JAPAN FUND AIM JAPAN FUND MSCI EAFE TOKYO STOCK EXCHANGE LIPPER JAPAN DATE -CLASS A SHARES -CLASS B SHARES -CLASS C SHARES INDEX PRICE INDEX FUNDS INDEX 3/31/06 $9450 $10000 $10000 $10000 $10000 $10000 4/06 9412 9950 9960 10478 10254 10095 5/06 8836 9340 9340 10071 9560 9317 6/06 8562 9040 9041 10070 9426 9109 7/06 8222 8680 8681 10170 9325 8759 8/06 8402 8860 8851 10449 9468 8947 9/06 8335 8780 8781 10465 9280 8901 10/06 8346 8351 8702 10873 9422 9010 ============================================================================================================================ SOURCE: LIPPER INC. Past performance cannot guarantee investment in the Fund at the close of not. Performance shown in the chart and comparable future results. the reporting period and paid the table(s) does not reflect deduction of applicable contingent deferred sales taxes a shareholder would pay on Fund The data shown in the chart include charges. Index results include reinvested distributions or sale of Fund shares. reinvested distributions, applicable dividends, but they do not reflect sales Performance of the indexes does not sales charges, Fund expenses and charges. Performance of an index of funds reflect the effects of taxes. management fees. Results for Class B reflects fund expenses and management shares are calculated as if a fees; performance of a market index does hypothetical shareholder had liquidated his entire </Table> 8 AIM Japan Fund ========================================= ========================================= ========================================= CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares -11.35% Inception (3/31/06) -16.54% CLASS A SHARES Class B Shares -11.66 Inception (3/31/06) -16.64% Class C Shares -11.75 CLASS B SHARES Inception (3/31/06) -16.50% CLASS B SHARES ========================================= Inception (3/31/06) -16.59% CLASS C SHARES Inception (3/31/06) -12.98% CLASS C SHARES Inception (3/31/06) -13.08% ========================================= ========================================= THE PERFORMANCE DATA QUOTED REPRESENT CLASS A SHARE PERFORMANCE REFLECTS THE A REDEMPTION FEE OF 2% WILL BE IMPOSED PAST PERFORMANCE AND CANNOT GUARANTEE MAXIMUM 5.50% SALES CHARGE, AND CLASS B ON CERTAIN REDEMPTIONS OR EXCHANGES OUT COMPARABLE FUTURE RESULTS; CURRENT AND CLASS C SHARE PERFORMANCE REFLECTS OF THE FUND WITHIN 30 DAYS OF PURCHASE. PERFORMANCE MAY BE LOWER OR HIGHER. THE APPLICABLE CONTINGENT DEFERRED SALES EXCEPTIONS TO THE REDEMPTION FEE ARE PLEASE VISIT AIMINVESTMENTS.COM FOR THE CHARGE (CDSC) FOR THE PERIOD INVOLVED. LISTED IN THE FUND'S PROSPECTUS. MOST RECENT MONTH-END PERFORMANCE. THE CDSC ON CLASS B SHARES DECLINES FROM PERFORMANCE FIGURES REFLECT REINVESTED 5% BEGINNING AT THE TIME OF PURCHASE TO HAD THE ADVISOR NOT WAIVED FEES AND/OR DISTRIBUTIONS, CHANGES IN NET ASSET VALUE 0% AT THE BEGINNING OF THE SEVENTH YEAR. REIMBURSED EXPENSES, PERFORMANCE WOULD AND THE EFFECT OF THE MAXIMUM SALES THE CDSC ON CLASS C SHARES IS 1% FOR THE HAVE BEEN LOWER. CHARGE UNLESS OTHERWISE STATED. FIRST YEAR AFTER PURCHASE. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT YOU MAY HAVE A THE PERFORMANCE OF THE FUND'S SHARE GAIN OR LOSS WHEN YOU SELL SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO DIFFERENT SALES CHARGE STRUCTURES AND CLASS EXPENSES. 9 AIM Japan Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the "Board") of viduals are competent and able to carry net assets increase because the Advisory AIM Investment Funds (the "Trust") out their responsibilities under the Agreement includes breakpoints. The Board oversees the management of AIM Japan Fund Advisory Agreement. noted that, because this is a new Fund (the "Fund") and, as required by law, and the way in which the advisory fee determines whether to approve the Fund's o Overall performance of AIM. Not breakpoints have been structured, the advisory agreement with A I M Advisors, applicable because this is a new Fund. Fund has yet to benefit from the Inc. ("AIM"). Based upon the However, the Board considered the overall breakpoints. The Board concluded that the recommendation of the Investments performance of AIM in providing Fund's fee levels under the Advisory Committee of the Board, at a meeting held investment advisory and portfolio Agreement therefore would reflect on February 1, 2006, the Board, including administrative services to other mutual economies of scale at higher asset levels all of the independent trustees, approved funds advised by AIM and concluded that and that it was not necessary to change the initial advisory agreement (the such performance was satisfactory. the advisory fee breakpoints in the "Advisory Agreement") between the Fund Fund's advisory fee schedule. and AIM for an initial period ending June o Fees relative to those clients of AIM 30, 2007. with comparable investment strategies. o Investments in affiliated money market The Board noted that AIM does not serve funds. The Board also took into account The Board considered the factors as an advisor to other mutual funds or the fact that uninvested cash and cash discussed below in evaluating the other clients with investment strategies collateral from securities lending fairness and reasonableness of the comparable to those of the Fund. arrangements (collectively, "cash Advisory Agreement at the meeting on balances") of the Fund may be invested in February 1, 2006 and as part of the o Fees relative to those of comparable money market funds advised by AIM Board's ongoing oversight of the Fund. In funds with other advisors. The Board pursuant to the terms of an SEC exemptive their deliberations, the Board and the reviewed the advisory fee rate for the order. The Board found that the Fund may independent trustees did not identify any Fund under the Advisory Agreement. The realize certain benefits upon investing particular factor that was controlling, Board compared effective contractual cash balances in AIM advised money market and each trustee attributed different advisory fee rates at a common asset funds, including a higher net return, weights to the various factors. level and noted that the Fund's rate was increased liquidity, increased above the median rate of the funds diversification or decreased transaction The discussion below serves as a advised by other advisors with investment costs. The Board also found that the Fund summary of the material factors and the strategies comparable to those of the will not receive reduced services if it conclusions with respect thereto that Fund that the Board reviewed. The Board invests its cash balances in such money formed the basis for the Board's approval noted that AIM has agreed to limit the market funds. The Board noted that, to of the Advisory Agreement. After Fund's total annual operating expenses, the extent the Fund invests in affiliated consideration of all of the factors below as discussed below. The Board also money market funds, AIM has voluntarily and based on its informed business considered the fact that AIM set the agreed to waive a portion of the advisory judgment, the Board determined that the proposed advisory fees for the Fund based fees it receives from the Fund Advisory Agreement is in the best upon the median effective management fee attributable to such investment. The interests of the Fund and its rate (comprised of advisory fees plus, in Board further determined that the shareholders and that the compensation to some cases, administrative fees) at proposed securities lending program and AIM under the Advisory Agreement is fair various asset levels of competitor mutual related procedures with respect to the and reasonable and would have been funds with investment strategies lending Fund is in the best interests of obtained through arm's length comparable to those of the Fund. In the lending Fund and its respective negotiations. addition, the Board noted that the shareholders. The Board therefore proposed advisory fees for the Fund are concluded that the investment of cash o The nature and extent of the advisory equal to the uniform fee schedule that collateral received in connection with services to be provided by AIM. The Board applies to other mutual funds advised by the securities lending program in the reviewed the services to be provided by AIM with investment strategies comparable money market funds according to the AIM under the Advisory Agreement. Based to those of the Fund, which uniform fee procedures is in the best interests of on such review, the Board concluded that schedule includes breakpoints and is the lending Fund and its respective the range of services to be provided by based on net asset levels. Based on this shareholders. AIM under the Advisory Agreement was review, the Board concluded that the appropriate. advisory fee rate for the Fund under the o Profitability of AIM and its Advisory Agreement was fair and affiliates. The Board reviewed o The quality of services to be provided reasonable. information concerning the profitability by AIM. The Board reviewed the of AIM's (and its affiliates') investment credentials and experience of the o Expense limitations and fee waivers. advisory and other activities and its officers and employees of AIM who will The Board noted that AIM has financial condition. The Board considered provide investment advisory services to contractually agreed to waive fees and/or the overall profitability of AIM. The the Fund. In reviewing the qualifications limit expenses of the Fund through June Board noted that AIM's operations remain of AIM to provide investment advisory 30, 2007 in an amount necessary to limit profitable, although increased expenses services, the Board reviewed the total annual operating expenses to a in recent years have reduced AIM's qualifications of AIM's investment specified percentage of average daily net profitability. Based on the review of the personnel and considered such issues as assets for each class of the Fund. The profitability of AIM's and its AIM's portfolio and product review Board considered the contractual nature affiliates' investment advisory and other process, various back office support of this fee waiver/expense limitation and activities and its financial condition, functions provided by AIM and AIM's noted that it remains in effect until the Board concluded that the compensation equity and fixed income trading June 30, 2007. The Board considered the to be paid by the Fund to AIM under its operations. Based on the review of these effect this fee waiver/expense limitation Advisory Agreement was not excessive. and other factors, the Board concluded would have on the Fund's estimated that the quality of services to be expenses and concluded that the levels of o Benefits of soft dollars to AIM. The provided by AIM was appropriate. fee waivers/expense limitations for the Board considered the benefits realized by Fund were fair and reasonable. AIM as a result of brokerage transactions o The performance of the Fund relative to executed through "soft dollar" comparable funds. Not applicable because o Breakpoints and economies of scale. The arrangements. Under these arrangements, this is a new Fund. Board reviewed the structure of the brokerage commissions paid by the Fund Fund's advisory fee under the Advisory and/or other funds advised by AIM are o The performance of the Fund relative to Agreement, noting that it contains seven used to pay for research and execution indices. Not applicable because this is a breakpoints. The Board reviewed the level services. This research is used by AIM in new Fund. of the Fund's advisory fees, and noted making investment decisions for the Fund. that such fees, as a percentage of the The Board concluded that such o Meeting with the Fund's portfolio Fund's net assets, would decrease as arrangements were appropriate. managers and investment personnel. The Board intends to meet periodically with (continued) the Fund's portfolio managers and/or other investment personnel to ensure that such indi- 10 AIM Japan Fund o AIM's financial soundness in light of The Board considered the factors for which the Sub-Advisor serves as the Fund's needs. The Board considered discussed below in evaluating the sub-advisor with investment strategies whether AIM is financially sound and has fairness and reasonableness of the comparable to those of the Fund; (iii) the resources necessary to perform its Sub-Advisory Agreement at the meeting on was lower than the median sub-advisory obligations under the Advisory Agreement, February 1, 2006 and as part of the fee rate for five unaffiliated accounts and concluded that AIM has the financial Board's ongoing oversight of the Fund. In for which the Sub-Advisor serves as resources necessary to fulfill its their deliberations, the Board and the sub-advisor with investment strategies obligations under the Advisory Agreement. independent trustees did not identify any comparable to those of the Fund; and (iv) particular factor that was controlling, was lower than the median advisory fee o Historical relationship between the and each trustee attributed different rate for four institutional/separately Fund and AIM. In determining whether to weights to the various factors. managed accounts advised by the approve the Advisory Agreement for the Sub-Advisor with investment strategies Fund, the Board also considered the The discussion below serves as a comparable to those of the Fund. The current relationship between AIM and the discussion of the material factors and Board noted that AIM has agreed to limit Trust, as well as the Board's knowledge the conclusions with respect thereto that the Fund's total annual operating of AIM's operations, and concluded that formed the basis for the Board's approval expenses, as discussed below. The Board it was beneficial to maintain the current of the Sub-Advisory Agreement. After also considered the services to be relationship, in part, because of such consideration of all of the factors below provided by the Sub-Advisor pursuant to knowledge. The Board also reviewed the and based on its informed business the Sub-Advisory Agreement and the general nature of the non-investment judgment, the Board determined that the services to be provided by AIM pursuant advisory services currently performed by Sub-Advisory Agreement is in the best to the Advisory Agreement, as well as the AIM and its affiliates for the Trust, interests of the Fund and its allocation of fees between AIM and the such as administrative, transfer agency shareholders. Sub-Advisor pursuant to the Sub-Advisory and distribution services, and the fees Agreement. The Board noted that the received by AIM and its affiliates for o The nature and extent of the advisory sub-advisory fees have no direct effect performing such services. In addition to services to be provided by the on the Fund or its shareholders, as they reviewing such services, the trustees Sub-Advisor. The Board reviewed the are paid by AIM to the Sub-Advisor, and also considered the organizational services to be provided by the that AIM and the Sub-Advisor are structure employed by AIM and its Sub-Advisor under the Sub-Advisory affiliates. Based on this review, the affiliates to provide those services. Agreement. Based on such review, the Board concluded that the sub-advisory fee Based on the review of these and other Board concluded that the range of rate under the Sub-Advisory Agreement was factors, the Board concluded that AIM and services to be provided by the fair and reasonable. its affiliates were qualified to provide Sub-Advisor under the Sub-Advisory non-investment advisory services to the Agreement was appropriate. o Profitability of AIM and its Fund, including administrative, transfer affiliates. The Board reviewed agency and distribution services. o The quality of services to be provided information concerning the profitability by the Sub-Advisor. The Board reviewed of AIM's (and its affiliates') investment o Other factors and current trends. In the credentials and experience of the advisory and other activities and its determining whether to approve the officers and employees of the Sub-Advisor financial condition. The Board considered Advisory Agreement for the Fund, the who will provide investment advisory the overall profitability of AIM. The Board considered the fact that AIM, along services to the Fund. Based on the review Board noted that AIM's operations remain with others in the mutual fund industry, of these and other factors, the Board profitable, although increased expenses is subject to regulatory inquiries and concluded that the quality of services to in recent years have reduced AIM's litigation related to a wide range of be provided by the Sub-Advisor was profitability. Based on the review of the issues. The Board also considered the appropriate. profitability of AIM's and its governance and compliance reforms being affiliates' investment advisory and other undertaken by AIM and its affiliates, o The performance of the Fund relative to activities and its financial condition, including maintaining an internal comparable funds. Not applicable because the Board concluded that the compensation controls committee and retaining an this is a new Fund. However, the Board to be paid by the Fund to AIM under its independent compliance consultant, and reviewed the performance of other Advisory Agreement was not excessive. the fact that AIM has undertaken to cause accounts advised or sub-advised by the the Fund to operate in accordance with Sub-Advisor with investment strategies o The Sub-Advisor's financial soundness certain governance policies and comparable to those of the Fund. in light of the Fund's needs. The Board practices. The Board concluded that these considered whether the Sub-Advisor is actions indicated a good faith effort on o The performance of the Fund relative to financially sound and has the resources the part of AIM to adhere to the highest indices. Not applicable because this is a necessary to perform its obligations ethical standards, and determined that new Fund. under the Sub-Advisory Agreement, and the current regulatory and litigation concluded that the Sub-Advisor has the environment to which AIM is subject o Meetings with the Fund's portfolio financial resources necessary to fulfill should not prevent the Board from managers and investment personnel. The its obligations under the Sub-Advisory approving the Advisory Agreement for the Board intends to meet periodically with Agreement. Fund. the Fund's portfolio managers and/or other investment personnel to ensure that APPROVAL OF SUB-ADVISORY AGREEMENT such individuals are competent and able to carry out their responsibilities under The Board oversees the management of the the Sub-Advisory Agreement. Fund and, as required by law, determines whether to approve the Fund's o Overall performance of the Sub-Advisor. sub-advisory agreement. Based upon the Not applicable because this is a new recommendation of the Investments Fund. Committee of the Board, at a meeting held on February 1, 2006, the Board, including o Fees relative to those clients of the all of the independent trustees, approved Sub-Advisor with comparable investment the sub-advisory agreement (the strategies. The Board reviewed the "Sub-Advisory Agreement") between INVESCO sub-advisory fee rate for the Fund under Asset Management (Japan) Limited (the the Sub-Advisory Agreement. The Board "Sub-Advisor") and AIM with respect to compared effective contractual fee rates the Fund for an initial period ending at a common asset level and noted that June 30, 2007. this rate (i) was lower than the all-in advisory fee rates for four affiliated offshore funds advised by the Sub-Advisor with investment strategies comparable to those of the Fund; (ii) was lower than the sub-advisory fee rates for four affiliated offshore funds 11 Supplement to Annual Report dated 10/31/06 AIM Japan Fund =================================== Institutional Class Shares CUMULATIVE TOTAL RETURNS PLEASE NOTE THAT PAST PERFORMANCE IS NOT For periods ended 10/31/06 INDICATIVE OF FUTURE RESULTS. MORE RECENT The following information has been prepared to RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. provide Institutional Class shareholders with Inception (3/31/06) -11.50% ALL RETURNS ASSUME REINVESTMENT OF a performance overview specific to their 6 Months -11.14 DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND holdings. Institutional Class shares are =================================== PRINCIPAL VALUE WILL FLUCTUATE SO YOUR offered exclusively to institutional SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR investors, including defined contribution CUMULATIVE TOTAL RETURNS LESS THAN THEIR ORIGINAL COST. SEE FULL plans that meet certain criteria. For periods ended 9/30/06,most REPORT FOR INFORMATION ON COMPARATIVE recent calendar quarter-end BENCHMARKS. PLEASE CONSULT YOUR FUND PROSPECTUS FOR MORE INFORMATION. FOR THE MOST Inception (3/31/06) -11.70% CURRENT MONTH-END PERFORMANCE, PLEASE CALL 6 Months -11.70 800-451-4246 OR VISIT AIMINVESTMENTS.COM. =================================== INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NET ASSET VALUE (NAV). PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASS- ES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. A REDEMPTION FEE OF 2% WILL BE IMPOSED ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF THE FUND WITHIN 30 DAYS OF PURCHASE. EXCEPTIONS TO THE REDEMPTION FEE ARE LISTED IN THE FUND'S PROSPECTUS. HAD THE ADVISOR NOT WAIVED FEES AND/OR REIMBURSED EXPENSES, PER- FORMANCE WOULD HAVE BEEN LOWER. ============================================== NASDAQ SYMBOL AJFIX ============================================== Over for information on your Fund's expenses. ================================================================================ THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS,WHICH CONTAINS MORE COMPLETE INFORMATION,INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ================================================================================ FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public,nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM JAP-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur ongo- value divided by $1,000 = 8.6), actual ending account balance or expenses you ing costs, including management fees and other then multiply the result by the paid for the period. You may use this Fund expenses. This example is intended to number in the table under the information to compare the ongoing costs of help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to com- Paid During Period" to estimate so, compare this 5% hypothetical example with pare these costs with ongoing costs of the expenses you paid on your the 5% hypothetical examples that appear in investing in other mutual funds. The example account during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $888.60 $7.24 $1,017.54 $7.73 1.52% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period. ==================================================================================================================================== AIMINVESTMENTS.COM JAP-INS-1 A I M Distributors,Inc. AIM Japan Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------ FOREIGN STOCKS (JAPAN)-99.69% AUTO PARTS & EQUIPMENT-3.18% NHK Spring Co., Ltd. 14,000 $ 154,776 - ------------------------------------------------------------------ NOK Corp.(a) 2,800 73,053 ================================================================== 227,829 ================================================================== AUTOMOBILE MANUFACTURERS-8.38% Honda Motor Co., Ltd.(a) 3,500 123,709 - ------------------------------------------------------------------ Isuzu Motors Ltd.(a) 39,000 134,266 - ------------------------------------------------------------------ Suzuki Motor Corp.(a) 4,600 130,516 - ------------------------------------------------------------------ Toyota Motor Corp.(a) 3,600 212,486 ================================================================== 600,977 ================================================================== COMMODITY CHEMICALS-2.30% Toray Industries, Inc.(a) 23,000 164,844 ================================================================== COMPUTER & ELECTRONICS RETAIL-2.06% Yamada Denki Co., Ltd.(a) 1,500 148,112 ================================================================== COMPUTER HARDWARE-1.06% Toshiba Corp.(a) 12,000 75,856 ================================================================== CONSTRUCTION & FARM MACHINERY & HEAVY TRUCKS-8.04% Iseki & Co., Ltd.(a) 13,000 38,642 - ------------------------------------------------------------------ Komatsu Ltd.(a) 12,100 216,363 - ------------------------------------------------------------------ Kubota Corp.(a) 8,000 69,467 - ------------------------------------------------------------------ Mitsui Engineering & Shipbuilding Co., Ltd.(a) 68,000 251,834 ================================================================== 576,306 ================================================================== CONSUMER ELECTRONICS-2.62% Casio Computer Co., Ltd.(a) 5,000 100,599 - ------------------------------------------------------------------ Funai Electric Co., Ltd.(a) 1,000 87,188 ================================================================== 187,787 ================================================================== CONSUMER FINANCE-1.49% ORIX Corp. 380 107,057 ================================================================== DEPARTMENT STORES-1.22% Daiei, Inc. (The)(b) 4,650 87,270 ================================================================== DIVERSIFIED BANKS-10.17% Mitsubishi UFJ Financial Group, Inc.(a) 24 304,670 - ------------------------------------------------------------------ Mizuho Financial Group, Inc.(a) 28 217,239 - ------------------------------------------------------------------ Sumitomo Mitsui Financial Group, Inc.(a) 19 207,522 ================================================================== 729,431 ================================================================== </Table> <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------ DIVERSIFIED CHEMICALS-3.93% Mitsubishi Gas Chemical Co., Inc. 19,000 $ 180,974 - ------------------------------------------------------------------ Nissan Chemical Industries, Ltd.(a) 4,000 51,107 - ------------------------------------------------------------------ Sumitomo Chemical Co., Ltd.(a) 7,000 49,669 ================================================================== 281,750 ================================================================== DIVERSIFIED METALS & MINING-2.65% Sumitomo Titanium Corp.(a) 1,000 117,663 - ------------------------------------------------------------------ Toho Titanium Co., Ltd.(a) 1,300 72,596 ================================================================== 190,259 ================================================================== ELECTRICAL COMPONENTS & EQUIPMENT-2.82% Fujikura Ltd.(a) 11,000 116,917 - ------------------------------------------------------------------ Furukawa Electric Co., Ltd. (The)(a) 12,000 85,033 ================================================================== 201,950 ================================================================== ELECTRONIC EQUIPMENT MANUFACTURERS-4.04% IBIDEN Co., Ltd.(a) 2,100 109,390 - ------------------------------------------------------------------ Murata Manufacturing Co., Ltd.(a) 2,600 180,620 ================================================================== 290,010 ================================================================== HEALTH CARE EQUIPMENT-1.34% Sysmex Corp.(a) 2,400 96,205 ================================================================== HOMEBUILDING-1.80% Haseko Corp.(a)(b) 37,500 128,751 ================================================================== HOTELS, RESORTS & CRUISE LINES-0.58% Kinki Nippon Tourist Co., Ltd.(a) 13,000 41,952 ================================================================== HOUSEHOLD APPLIANCES-0.99% Hitachi Koki Co., Ltd.(a) 5,000 71,166 ================================================================== INDUSTRIAL GASES-0.49% Taiyo Nippon Sanso Corp.(a) 4,000 35,005 ================================================================== INDUSTRIAL MACHINERY-3.75% JTEKT Corp. 3,500 72,869 - ------------------------------------------------------------------ Kawasaki Heavy Industries, Ltd.(a) 16,000 58,691 - ------------------------------------------------------------------ Nabtesco Corp.(a) 6,000 71,600 - ------------------------------------------------------------------ THK Co., Ltd.(a) 2,600 65,686 ================================================================== 268,846 ================================================================== IT CONSULTING & OTHER SERVICES-1.73% Nomura Research Institute, Ltd.(a) 400 58,347 - ------------------------------------------------------------------ Otsuka Corp.(a) 600 65,828 ================================================================== 124,175 ================================================================== </Table> F-1 AIM Japan Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------ MARINE-2.31% Mitsui O.S.K. Lines, Ltd.(a) 20,000 $ 165,998 ================================================================== MOTORCYCLE MANUFACTURERS-3.04% Yamaha Motor Co., Ltd.(a) 8,000 217,768 ================================================================== OFFICE ELECTRONICS-2.21% Canon Inc.(a) 1,600 85,113 - ------------------------------------------------------------------ Konica Minolta Holdings, Inc. 5,500 73,267 ================================================================== 158,380 ================================================================== PHARMACEUTICALS-0.71% Takeda Pharmaceutical Co. Ltd.(a) 800 51,228 ================================================================== RAILROADS-1.27% East Japan Railway Co.(a) 13 90,887 ================================================================== REAL ESTATE MANAGEMENT & DEVELOPMENT-7.08% Sumitomo Realty & Development Co., Ltd.(a) 3,000 98,917 - ------------------------------------------------------------------ Tokyu Land Corp.(a) 33,000 317,471 - ------------------------------------------------------------------ Tokyu Livable, Inc. 1,100 91,513 ================================================================== 507,901 ================================================================== SEMICONDUCTOR EQUIPMENT-2.06% Disco Corp.(a) 2,500 147,461 ================================================================== SEMICONDUCTORS-7.41% Elpida Memory, Inc.(a)(b) 4,700 219,218 - ------------------------------------------------------------------ Komatsu Electronic Metals Co., Ltd.(a) 1,800 71,558 - ------------------------------------------------------------------ Sumco Corp.(a) 3,400 240,376 ================================================================== 531,152 ================================================================== </Table> <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------ STEEL-1.71% Chubu Steel Plate Co., Ltd.(a) 2,900 $ 28,639 - ------------------------------------------------------------------ Kobe Steel, Ltd.(a) 31,000 94,312 ================================================================== 122,951 ================================================================== TIRES & RUBBER-1.74% Sumitomo Rubber Industries, Ltd.(a) 10,900 124,455 ================================================================== TRADING COMPANIES & DISTRIBUTORS-5.51% Mitsubishi Corp.(a) 6,900 132,401 - ------------------------------------------------------------------ Sojiz Corp.(a)(b) 26,300 86,750 - ------------------------------------------------------------------ Toyota Tsusho Corp.(a) 6,000 175,689 ================================================================== 394,840 ================================================================== Total Foreign Stocks (Japan) (Cost $7,300,179) 7,148,559 ================================================================== TOTAL INVESTMENTS-99.69% (Cost $7,300,179) 7,148,559 ================================================================== OTHER ASSETS LESS LIABILITIES-0.31% 21,876 ================================================================== NET ASSETS-100.00% $7,170,435 __________________________________________________________________ ================================================================== </Table> Notes to Schedule of Investments: (a) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $6,380,833, which represented 88.99% of the Fund's Net Assets. See Note 1A. (b) Non-income producing security. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM Japan Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $7,300,179) $7,148,559 - ----------------------------------------------------------- Cash 26,002 - ----------------------------------------------------------- Receivables for: Investments sold 103,408 - ----------------------------------------------------------- Fund shares sold 33,828 - ----------------------------------------------------------- Dividends 16,837 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 1,166 - ----------------------------------------------------------- Other assets 37,920 =========================================================== Total assets 7,367,720 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 146,285 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 1,166 - ----------------------------------------------------------- Accrued distribution fees 2,737 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 882 - ----------------------------------------------------------- Accrued operating expenses 46,215 =========================================================== Total liabilities 197,285 =========================================================== Net assets applicable to shares outstanding $7,170,435 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $7,874,994 - ----------------------------------------------------------- Undistributed net investment income (loss) (3,514) - ----------------------------------------------------------- Undistributed net realized gain (loss) from investment securities and foreign currencies (548,693) - ----------------------------------------------------------- Unrealized appreciation (depreciation) of investment securities and foreign currencies (152,352) =========================================================== $7,170,435 ___________________________________________________________ =========================================================== NET ASSETS: Class A $4,417,372 ___________________________________________________________ =========================================================== Class B $1,004,846 ___________________________________________________________ =========================================================== Class C $1,084,680 ___________________________________________________________ =========================================================== Institutional Class $ 663,537 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 500,054 ___________________________________________________________ =========================================================== Class B 114,274 ___________________________________________________________ =========================================================== Class C 123,382 ___________________________________________________________ =========================================================== Institutional Class 75,001 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 8.83 - ----------------------------------------------------------- Offering price per share (Net asset value of $8.83 divided by 94.50%) $ 9.34 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 8.79 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 8.79 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 8.85 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM Japan Fund STATEMENT OF OPERATIONS For the period March 31, 2006 (Date operations commenced) through October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $1,470) $ 19,531 - ----------------------------------------------------------------------- Interest 10,365 ======================================================================= Total investment income 29,896 ======================================================================= EXPENSES: Advisory fees 33,833 - ----------------------------------------------------------------------- Administrative services fees 29,452 - ----------------------------------------------------------------------- Custodian fees 26,860 - ----------------------------------------------------------------------- Distribution fees: Class A 5,117 - ----------------------------------------------------------------------- Class B 5,727 - ----------------------------------------------------------------------- Class C 5,981 - ----------------------------------------------------------------------- Transfer agent fees -- A, B and C 9,799 - ----------------------------------------------------------------------- Transfer agent fees -- Institutional 11 - ----------------------------------------------------------------------- Trustees' and officer's fees and benefits 8,096 - ----------------------------------------------------------------------- Professional services fees 68,973 - ----------------------------------------------------------------------- Other 64,580 ======================================================================= Total expenses 258,429 ======================================================================= Less: Fees waived, expenses reimbursed and expense offset arrangements (189,125) ======================================================================= Net expenses 69,304 ======================================================================= Net investment income (loss) (39,408) ======================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES Net realized gain (loss) from: Investment securities (548,693) - ----------------------------------------------------------------------- Foreign currencies (6,898) ======================================================================= (555,591) ======================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities (151,620) - ----------------------------------------------------------------------- Foreign currencies (732) ======================================================================= (152,352) ======================================================================= Net gain (loss) from investment securities and foreign currencies (707,943) ======================================================================= Net increase (decrease) in net assets resulting from operations $(747,351) _______________________________________________________________________ ======================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Japan Fund STATEMENT OF CHANGES IN NET ASSETS For the period March 31, 2006 (Date operations commenced) through October 31, 2006 <Table> <Caption> 2006 - -------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (39,408) - -------------------------------------------------------------------------- Net realized gain (loss) from investment securities and foreign currencies (555,591) - -------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) of investment securities and foreign currencies (152,352) ========================================================================== Net increase (decrease) in net assets resulting from operations (747,351) ========================================================================== Share transactions-net: Class A 4,821,438 - -------------------------------------------------------------------------- Class B 1,138,695 - -------------------------------------------------------------------------- Class C 1,206,888 - -------------------------------------------------------------------------- Institutional Class 750,765 ========================================================================== Net increase in net assets resulting from share transactions 7,917,786 ========================================================================== Net increase in net assets 7,170,435 ========================================================================== NET ASSETS: Beginning of period -- ========================================================================== End of period (including undistributed net investment income (loss) of $(3,514)) $7,170,435 __________________________________________________________________________ ========================================================================== </Table> NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Japan Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund commenced operations on March 31, 2006. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. F-5 AIM Japan Fund Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under F-6 AIM Japan Fund these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. REDEMPTION FEES -- The Fund has a 2% redemption fee that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions, including exchanges of shares held less than 30 days. The redemption fee is recorded as an increase in shareholder capital and is allocated among the share classes based on the relative net assets of each class. J. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. K. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.935% - -------------------------------------------------------------------- Next $250 million 0.91% - -------------------------------------------------------------------- Next $500 million 0.885% - -------------------------------------------------------------------- Next $1.5 billion 0.86% - -------------------------------------------------------------------- Next $2.5 billion 0.835% - -------------------------------------------------------------------- Next $2.5 billion 0.81% - -------------------------------------------------------------------- Next $2.5 billion 0.785% - -------------------------------------------------------------------- Over $10 billion 0.76% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and INVESCO Asset Management (Japan) Limited ("INVESCO"), AIM pays INVESCO 40% of the amount of AIM's compensation on sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C and Institutional Class shares to 1.70%, 2.45%, 2.45% and 1.45% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the fund may also benefit from a one time credit to be used to offset future custodian expenses. Those credits are used to pay certain expenses incurred by the Fund. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM waived advisory fees of $33,833 and reimbursed class level expenses of $87,051, $24,356, $25,436 and $15,859 for Class A, Class B, Class C and Institutional Class shares, respectively. F-7 AIM Japan Fund At the request of the Trustees of the Trust, AMVESCAP PLC agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. For the period March 31, 2006 (date operations commenced) to October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the period March 31, 2006 (date operations commenced) to October 31, 2006, AIM was paid $29,452. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AISI") a fee for providing transfer agency and shareholder services to the Fund and to reimburse AISI for certain expenses incurred by AISI in the course of providing such services. AISI may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AISI to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid AISI $9,799 for Class A, Class B and Class C share classes and $11 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B and Class C shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares and 1.00% of the average daily net assets of Class B and Class C shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B or Class C shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the period March 31, 2006 (date operations commenced) to October 31, 2006, the Class A, Class B and Class C shares paid $5,117, $5,727 and $5,981, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the period March 31, 2006 (date operations commenced) to October 31, 2006, ADI advised the Fund that it retained $8,250 in front-end sales commissions from the sale of Class A shares and $0, $777 and $52 from Class A, Class B and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $2,590. NOTE 4--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund paid legal fees of $572 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 5--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission ("SEC"), the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are F-8 AIM Japan Fund parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the period March 31, 2006 (date operations commenced) to October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 6--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS There were no ordinary income or long term capital gain distributions paid during the period March 31, 2006 (date operations commence) to October 31, 2006. TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - -------------------------------------------------------------------------- Unrealized appreciation (depreciation) -- investments $ (187,473) - -------------------------------------------------------------------------- Temporary book/tax differences (989) - -------------------------------------------------------------------------- Capital loss carryforward (516,097) - -------------------------------------------------------------------------- Shares of beneficial interest 7,874,994 ========================================================================== Total net assets $7,170,435 __________________________________________________________________________ ========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales and the treatment of passive foreign investment companies. The tax-basis unrealized appreciation (depreciation) on investments amount includes appreciation (depreciation) on foreign currencies of $732. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions. The Fund has a capital loss carryforward as of October 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- October 31, 2014 $516,097 _____________________________________________________________________________ ============================================================================= </Table> * Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code. NOTE 7--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the period March 31, 2006 (date operations commenced) to October 31, 2006 was $9,977,921 and $2,129,049, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $ 288,377 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (475,118) =============================================================================== Net unrealized appreciation (depreciation) of investment securities $(186,741) _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $7,335,300. </Table> NOTE 8--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions, net operating losses and costs incurred during the startup period of the Fund, on October 31, 2006, undistributed net investment income (loss) was increased by $35,894, undistributed net realized gain (loss) was increased by $6,898 and shares of beneficial interest decreased by $42,792. This reclassification had no effect on the net assets of the Fund. F-9 AIM Japan Fund NOTE 9--SHARE INFORMATION The Fund currently offers four different classes of shares: Class A, Class B, Class C and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ------------------------------------------------------------------------------------- MARCH 31, 2006 (DATE OPERATIONS COMMENCED) TO OCTOBER 31, 2006(a) ----------------------- SHARES AMOUNT - ------------------------------------------------------------------------------------- Sold: Class A 651,753 $ 6,144,792 - ------------------------------------------------------------------------------------- Class B 139,384 1,354,677 - ------------------------------------------------------------------------------------- Class C 146,443 1,407,660 - ------------------------------------------------------------------------------------- Institutional Class 75,001 750,010 ===================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 1,806 15,881 - ------------------------------------------------------------------------------------- Class B (1,813) (15,881) ===================================================================================== Reacquired:(b) Class A (153,505) (1,339,235) - ------------------------------------------------------------------------------------- Class B (23,297) (200,101) - ------------------------------------------------------------------------------------- Class C (23,061) (200,772) - ------------------------------------------------------------------------------------- Institutional Class -- 755 ===================================================================================== 812,711 $ 7,917,786 _____________________________________________________________________________________ ===================================================================================== </Table> (a) There is one entity that is a record owner of more than 5% of the outstanding shares of the Fund and it owns 6% of the outstanding shares of the Fund. ADI has an agreement with this entity to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to this entity, which is considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as, securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by this entity are also owned beneficially. In addition, 37% of the shares outstanding are owned by AIM. (b) Amount is net of redemption fees of $3,818, $1,090, $1,146 and $755 for Class A, Class B, Class C and Institutional Class shares, respectively, for the period March 31, 2006 (date operations commenced) to October 31, 2006. NOTE 10--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-10 AIM Japan Fund NOTE 11--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A CLASS B CLASS C INSTITUTIONAL CLASS ---------------- ---------------- ---------------- ------------------- MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 MARCH 31, 2006 (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS (DATE OPERATIONS COMMENCED) COMMENCED) COMMENCED) COMMENCED) THROUGH THROUGH THROUGH THROUGH OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2006 2006 2006 2006 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 10.00 $ 10.00 $ 10.00 $ 10.00 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.04) (0.08) (0.08) (0.03) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) (1.14) (1.14) (1.14) (1.13) ================================================================================================================================= Total from investment operations (1.18) (1.22) (1.22) (1.16) ================================================================================================================================= Redemption fees added to shares of beneficial interest 0.01 0.01 0.01 0.01 ================================================================================================================================= Net asset value, end of period $ 8.83 $ 8.79 $ 8.79 $ 8.85 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(a) (11.70)% (12.10)% (12.10)% (11.50)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 4,417 $ 1,005 $ 1,085 $ 664 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements(b) 1.77% 2.52% 2.52% 1.52% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements(b) 6.96% 7.71% 7.71% 6.41% ================================================================================================================================= Ratio of net investment income (loss) to average net assets(b) (0.87)% (1.62)% (1.62)% (0.62)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(c) 37% 37% 37% 37% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values (a) may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (b) Ratios are annualized and based on average daily net assets of $3,474,968, $972,282, $1,015,361 and $680,461 for Class A, Class B, Class C and Institutional Class shares, respectively. (c) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. NOTE 12--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor - -Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. F-11 AIM Japan Fund NOTE 12--LEGAL PROCEEDINGS--(CONTINUED) Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-12 AIM Japan Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Japan Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Japan Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, and the results of its operations, the changes in its net assets and the financial highlights for the period March 31, 2006 (date operations commenced) through October 31, 2006, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2006 by correspondence with the custodian, provides a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-13 AIM Japan Fund TAX DISCLOSURES TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended April 30, 2006, July 31, 2006 and October 31, 2006, are 97.52%, 100% and 99.53%, respectively. F-14 AIM Japan Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-15 TRUSTEES AND OFFICERS--(CONTINUED) AIM Japan Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers INVESCO Asset Suite 100 11 Greenway Plaza Inc. LLP Management (Japan) Houston, TX Suite 100 11 Greenway Plaza 1201 Louisiana Street Limited 77046-1173 Houston, TX 77046-1173 Suite 100 Suite 2900 Shiroyama Trust Tower Houston, TX 77046-1173 Houston, TX 77002-5678 25th Floor 3-1 Toranomon 4-Chrome Chiyoda-Ku Minato-Ku, Tokyo 105-6025 Japan COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, Kramer, Levin, Naftalis Services, Inc. Trust Company LLP & Frankel LLP P.O. Box 4739 225 Franklin Street 1735 Market Street, 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 51st Floor Americas Philadelphia, PA New York, NY 10036-2714 19103-7599 </Table> F-16 [eDelivery GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent quarter-end. send you an e-mail notification containing links to these Mutual funds distributed by A I M Distributors, Inc. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the WHY SIGN UP? investment management industry since 1976. AIM Investment Services, Inc. is the transfer agent for the products and Register for eDelivery to: services represented by AIM Investments. AIM is a subsidiary of AMVESCAP PLC, one of the world's largest independent o reduce the amount of paper you receive. financial services companies with $450 billion in assets under management as of October 31, 2006. o gain access to your documents faster by not waiting for the mail. o view your documents online anytime at your convenience. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM o save the documents to your personal computer or print them FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND out for your records. READ IT CAREFULLY BEFORE INVESTING. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com JAP-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.] --Registered Trademark-- - ---------------------------------------------------------------------------------- Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts - ---------------------------------------------------------------------------------- [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- DOMESTIC EQUITY AIM TRIMARK ENDEAVOR FUND Mid-Cap Blend Annual Report to Shareholders o October 31, 2006 Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments .......... F-1 Financial Statements ............. F-2 Notes to Financial Statements .... F-5 Financial Highlights ............. F-11 Auditor's Report ................. F-15 [COVER GLOBE IMAGE] Tax Disclosures .................. F-16 Trustees and Officers ............ F-17 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] -- Registered Trademark -- AIM Trimark Endeavor Fund AIM TRIMARK ENDEAVOR FUND SEEKS LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES ABOUT INDEXES USED IN THIS REPORT o Industry classifications used in this report are generally according to the o Class B shares are not available as an o The unmanaged LIPPER MID-CAP Global Industry Classification Standard, investment for retirement plans --Registered Trademark-- CORE FUNDS which was developed by and is the maintained pursuant to Section 401 of INDEX represents an average of the exclusive property and a service mark of the Internal Revenue Code, including performance of the 30 largest Morgan Stanley Capital International 401(k) plans, money purchase pension mid-capitalization core funds tracked by Inc. and Standard & Poor's. plans and profit sharing plans, except Lipper Inc., an independent mutual fund for plans that have existing accounts performance monitor. The Fund provides a complete list of its invested in Class B shares. holdings four times in each fiscal year, o The unmanaged RUSSELL MIDCAP at the quarter-ends. For the second and o Class R shares are available only to --Registered Trademark-- INDEX fourth quarters, the lists appear in the certain retirement plans. Please see the represents the performance of the stocks Fund's semiannual and annual reports to prospectus for more information. of domestic mid-capitalization companies. shareholders. For the first and third quarters, the Fund files the lists with PRINCIPAL RISKS OF INVESTING IN THE FUND o The unmanaged STANDARD & POOR'S the Securities and Exchange Commission COMPOSITE INDEX OF 500 STOCKS (the S&P (SEC) on Form N-Q. The most recent list o Foreign securities have additional 500--Registered Trademark-- Index) is an of portfolio holdings is available at risks, including exchange rate changes, index of common stocks frequently used AIMinvestments.com. From our home page, political and economic upheaval, the as a general measure of U.S. stock click on Products & Performance, then relative lack of information about these market performance. Mutual Funds, then Fund Overview. Select companies, relatively low market your Fund from the drop-down menu and liquidity and the potential lack of o The Fund is not managed to track the click on Complete Quarterly Holdings. strict financial and accounting controls performance of any particular index, Shareholders can also look up the Fund's and standards. including the indexes defined here, and Forms N-Q on the SEC Web site at consequently, the performance of the sec.gov. Copies of the Fund's Forms N-Q o Prices of equity securities change in Fund may deviate significantly from the may be reviewed and copied at the SEC response to many factors including the performance of the index. Public Reference Room in Washington, historical and prospective earnings of D.C. You can obtain information on the the issuer, the value of its assets, o A direct investment cannot be made in operation of the Public Reference Room, general economic conditions, interest an index. Unless otherwise indicated, including information about duplicating rates, investor perceptions and market index results include reinvested fee charges, by calling 202-942-8090 or liquidity. dividends, and they do not reflect sales 800-732-0330, or by electronic request charges. Performance of an index of at the following e-mail address: o The value of convertible securities in funds reflects fund expenses; publicinfo@sec.gov. The SEC file numbers which the Fund invests may be affected performance of a market index does not. for the Fund are 811-05426 and by market interest rates, the risk that 033-19338. the issuer may default on interest or OTHER INFORMATION principal payments and the value of the A description of the policies and underlying common stock into which these o The returns shown in the management's procedures that the Fund uses to securities may be converted. discussion of Fund performance are based determine how to vote proxies relating on net asset values calculated for to portfolio securities is available o Because a large percentage of the shareholder transactions. Generally without charge, upon request, from our Fund's assets may be invested in a accepted accounting principles require Client Services department at limited number of securities, a change adjustments to be made to the net assets 800-959-4246 or on the AIM Web site, in the value of these securities could of the Fund at period end for financial AIMinvestments.com. On the home page, significantly affect the value of your reporting purposes, and as such, the net scroll down and click on AIM Funds Proxy investment in the Fund. asset values for shareholder Policy. The information is also transactions and the returns based on available on the SEC Web site, sec.gov. those net asset values may differ from the net asset values and returns Information regarding how the Fund voted reported in the Financial Highlights. proxies related to its portfolio securities during the 12 months ended June 30, 2006, is available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy Voting Activity. Next, select the Fund from the drop-down menu. The information is also available on the SEC Web site, sec.gov. ========================================== FUND NASDAQ SYMBOLS =================================================================================== Class A Shares ATDAX THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND Class B Shares ATDBX PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES Class C Shares ATDCX AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class R Shares ATDRX =================================================================================== ========================================== NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIMinvestments.com 2 AIM Trimark Endeavor Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. [TAYLOR As we approach the end of 2006, it seems likely that many PHOTO] investors may see the value of their investments increase this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that Philip Taylor inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /s/ PHILIP TAYLOR Philip Taylor President -- AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Trimark Endeavor Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. [CROCKETT Looking ahead, your Board finds many reasons to be PHOTO] positive about AIM's management and strategic direction. Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging Bruce L. Crockett to a leading independent global investment management organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Trimark Endeavor Fund Management's discussion o Sustainable competitive advantages. of Fund performance o Strong growth prospects. ===================================================================================== PERFORMANCE SUMMARY o High barriers to entry. For the fiscal year ended October 31, 2006, all share classes of AIM Trimark o Honest and capable management teams. Endeavor Fund, at net asset value, posted double-digit gains--outperforming the Fund's broad market, style-specific and peer group index, as shown below. Also central to the Trimark discipline is our adherence to an Your Fund's outperformance was driven largely by above-market returns from investment horizon of three to five select investments in the consumer discretionary and industrials sectors. While years. We use this long-term approach all sectors contributed positively to the Fund's absolute return, primary because we believe good business detractors from performance were selected investments in the information strategies usually take that amount of technology and industrials sectors. time to implement and to produce strong earnings growth. We also use a Your Fund's long-term performance appears on pages 8 and 9. concentrated portfolio approach, constructing a portfolio of about 25 to FUND VS. INDEXES 50 stocks. We believe this allows each Total returns, 10/31/05-10/31/06, excluding applicable sales charges. If sales investment opportunity to materially charges were included, returns would be lower. impact Fund performance. Class A Shares 25.26% While deliberate efforts are made to Class B Shares 24.31 manage risk through industry Class C Shares 24.31 diversification, our primary method of Class R Shares 25.04 attempting to manage risk is to purchase S&P 500 Index (Broad Market Index) 16.33 businesses that are trading below their Russell Midcap Index (Style-Specific Index) 17.41 estimated intrinsic value. Lipper Mid-Cap Core Funds Index (Peer Group Index) 15.42 Holdings are considered for sale if: SOURCE: LIPPER INC. ===================================================================================== o A more attractive investment opportunity exists. HOW WE INVEST teams. We then seek to purchase businesses whose stock prices are below o Full value of the investment is deemed We view ourselves as business people what we have calculated to be the true to have been realized. buying businesses, and we consider the value of the company based on its future purchase of a stock as an ownership cash flows, management performance and Holdings are also considered for sale interest in a business. We strive to business fundamentals. if the original thesis for buying the develop a proprietary view of a business company changes due to a fundamental through in-depth, fundamental research In conducting a comprehensive negative change in management strategy that includes careful financial analysis of a company, we strive to or a fundamental negative change in the statement analysis and meetings with identify primarily U.S. stocks which competitive environment. company management have: MARKET CONDITIONS AND YOUR FUND Equity markets posted healthy gains during the fiscal year as favorable economic data and solid corporate profits overshadowed housing market (continued) ======================================== ======================================== ======================================== PORTFOLIO COMPOSITION TOP FIVE INDUSTRIES* TOP 10 EQUITY HOLDINGS* By sector 1. Health Care Equipment 14.2% 1. Tempur-Pedic International 2. Apparel, Accessories Inc. 5.6% [PIE CHART] & Luxury Goods 7.0 2. Liz Claiborne, Inc. 5.0 3. Home Furnishings 5.6 3. Zimmer Holdings, Inc. 4.9 Financials 7.8% 4. Restaurants 5.0 4. Kinetic Concepts, Inc. 4.9 Information Technology 4.4% 5. Insurance Brokers 4.7 5. Arthur J. Gallagher & Co. 4.7 Consumer Staples 4.2% 6. Plantronics, Inc. 4.4 Materials 1.8% Total Net Assets $105.58 million 7. Con-Way Inc. 4.4 Money Market Funds Plus 8. WellPoint Inc. 4.4 Other Assets Less Total Number of Holdings* 28 9. Ross Stores, Inc. 4.3 Liabilities 10.9% 10. Polaris Industries Inc. 3.9 Consumer Discretionary 32.0% Health Care 21.0% Industrials 17.9% The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ======================================== ======================================== ======================================== 5 AIM Trimark Endeavor Fund concerns and volatility and investor Combined with an outstanding management THE VIEWS AND OPINIONS EXPRESSED IN uncertainty regarding interest rates and team and attractive valuation, this MANAGEMENT'S DISCUSSION OF FUND oil prices. The telecommunication company possesses many of the attributes PERFORMANCE ARE THOSE OF A I M ADVISORS, services and materials sectors led the we look for in a business. INC. THESE VIEWS AND OPINIONS ARE markets for the fiscal year, while SUBJECT TO CHANGE AT ANY TIME BASED ON information technology and health care Manpower is a world leader in the FACTORS SUCH AS MARKET AND ECONOMIC stocks generally trailed. employment services industry. The CONDITIONS. THESE VIEWS AND OPINIONS MAY company benefited from the expansion of NOT BE RELIED UPON AS INVESTMENT ADVICE Our investment approach focuses on several historically tight labor markets OR RECOMMENDATIONS, OR AS AN OFFER FOR A individual businesses rather than market during the period. PARTICULAR SECURITY. THE INFORMATION IS sectors. Therefore, your Fund shares NOT A COMPLETE ANALYSIS OF EVERY ASPECT little in common with sector weightings While few Fund holdings declined OF ANY MARKET, COUNTRY, INDUSTRY, of the Fund's indexes. However, if we during the fiscal year, the Fund's SECURITY OR THE FUND. STATEMENTS OF FACT were to broadly categorize businesses largest detractors from performance were ARE FROM SOURCES CONSIDERED RELIABLE, with which we had the most success communications headset provider BUT A I M ADVISORS, INC. MAKES NO during the fiscal year, select PLANTRONICS and trucking company REPRESENTATION OR WARRANTY AS TO THEIR investments in the consumer CON-WAY. COMPLETENESS OR ACCURACY. ALTHOUGH discretionary and industrials sectors HISTORICAL PERFORMANCE IS NO GUARANTEE aided Fund performance relative to the The price of Plantronics' stock OF FUTURE RESULTS, THESE INSIGHTS MAY Russell Midcap Index. Our underweight declined sharply because of HELP YOU UNDERSTAND OUR INVESTMENT position in financials stocks slightly disappointing second-quarter earnings. MANAGEMENT PHILOSOPHY. HINDERED Fund performance relative to Plantronics is a dominant player in the the index. Our cash position also office headset market, which is growing See important Fund and index detracted from relative performance substantially as people transition to disclosures on the inside front cover. during the year. wireless headsets in the office. However, a recent expansion into the Geoff MacDonald We have typically invested retail mobile market proved to be [MACDONALD Chartered Financial approximately 20%-25% of your Fund's difficult and manufacturing-capacity PHOTO] Analyst, portfolio assets in foreign companies, and we challenges resulted in a failure to manager, is lead attempt to partially limit our exposure deliver on large orders from major manager of AIM to currency fluctuations by using retail vendors. We believe that Trimark Endeavor Fund. Mr. MacDonald currency hedges. A currency hedge is the Plantronics' management has made joined AIM Trimark Investments in 1998. purchase or sale of a foreign currency sensible moves to deal with these Prior to that, he worked as an with respect to portfolio security problems, and the company continues to investment analyst and portfolio manager positions denominated or quoted in that reinvest a high percentage of sales into at another investment firm. He earned a currency. Over the long-term, this research and development. B.B.A. from Bishop's University and an technique has allowed us to lock in M.B.A. from the University of Windsor. current exchange rates so the returns of Con-Way's stock declined due to our foreign stocks are representative of investor concern that a Jeff Hyrich their local currency returns. While our slower-than-expected retail season may [HYRICH Chartered Financial foreign holdings performed well, our hurt the trucking industry this year. PHOTO] Analyst, portfolio euro currency hedge detracted from the Near the close of the fiscal year, both manager, is manager Fund's overall performance during the Plantronics and Con-Way were trading at of AIM Trimark fiscal year. However, the detraction attractive valuations and we added to Endeavor Fund. Mr. from the Fund's performance due to the our positions in these quality Hyrich joined AIM Trimark Investments in hedge was more than offset by the businesses in response to these 1999. Prior to that, he worked as an positive contribution of the underlying short-term reactions. investment analyst and portfolio manager securities. at another investment firm. He earned During the fiscal year, we continued his undergraduate degree in finance and Among the top contributors to Fund to focus on finding quality businesses accounting from the University of performance for the fiscal year were trading at attractive valuations Manitoba. TEMPUR-PEDIC and MANPOWER. relative to what we believe are their long-term prospects. In contrast, the Tempur-Pedic is a manufacturer of market is often driven by short-term premium visco-elastic mattresses and events or outlooks in both good times pillows. While memory foam makes up only and bad. Market volatility allows us to a small portion of the total bedding take advantage of investment market, Tempur-Pedic enjoys a opportunities we believe have the significant market share within this potential to benefit your Fund in the niche. We believe its proprietary long term. technology and manufacturing facilities provide the company with a potentially IN CLOSING sustainable competitive advantage. As always, we thank you for your investment in AIM Trimark Endeavor Fund and for sharing our long-term investment perspective. FOR A PRESENTATION OF YOUR FUND'S LONG-TERM PERFORMANCE, PLEASE SEE PAGES 8 AND 9. 6 AIM Trimark Endeavor Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE As a shareholder of the Fund, you incur estimate the expenses that you paid over The hypothetical account values and two types of costs: (1) transaction the period. Simply divide your account expenses may not be used to estimate the costs, which may include sales charges value by $1,000 (for example, an $8,600 actual ending account balance or (loads) on purchase payments or account value divided by $1,000 = 8.6), expenses you paid for the period. You contingent deferred sales charges on then multiply the result by the number may use this information to compare the redemptions, and redemption fees, if in the table under the heading entitled ongoing costs of investing in the Fund any; and (2) ongoing costs, including "Actual Expenses Paid During Period" to and other funds. To do so, compare this management fees; distribution and/or estimate the expenses you paid on your 5% hypothetical example with the 5% service (12b-1) fees; and other Fund account during this period. hypothetical examples that appear in the expenses. This example is intended to shareholder reports of the other funds. help you understand your ongoing costs HYPOTHETICAL EXAMPLE FOR (in dollars) of investing in the Fund COMPARISON PURPOSES Please note that the expenses shown and to compare these costs with ongoing in the table are meant to highlight your costs of investing in other mutual The table below also provides ongoing costs only and do not reflect funds. The example is based on an information about hypothetical account any transaction costs, such as sales investment of $1,000 invested at the values and hypothetical expenses based charges (loads) on purchase payments, beginning of the period and held for the on the Fund's actual expense ratio and contingent deferred sales charges on entire period May 1, 2006, through an assumed rate of return of 5% per year redemptions, and redemption fees, if October 31, 2006. before expenses, which is not the Fund's any. Therefore, the hypothetical actual return. The Fund's actual information is useful in comparing ACTUAL EXPENSES cumulative total returns at net asset ongoing costs only, and will not help value after expenses for the six months you determine the relative total costs The table below provides information ended October 31, 2006, appear in the of owning different funds. In addition, about actual account values and actual table "Cumulative Total Returns" on if these transaction costs were expenses. You may use the information in page 9. included, your costs would have been this table, together with the amount you higher. invested, to =================================================================================================================================== ACTUAL HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE Class (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,046.10 $ 8.05 $1,017.34 $ 7.93 1.56% B 1,000.00 1,042.70 11.89 1,013.56 11.72 2.31 C 1,000.00 1,042.70 11.89 1,013.56 11.72 2.31 R 1,000.00 1,045.60 9.33 1,016.08 9.20 1.81 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. =================================================================================================================================== </Table> 7 AIM Trimark Endeavor Fund Your Fund's long-term performance RESULTS OF A $10,000 INVESTMENT Index data from 10/31/03, fund data from 11/4/03 ===================================================================================================================== [MOUNTAIN CHART] LIPPER DATE AIM TRIMARK AIM TRIMARK AIM TRIMARK RUSSELL MID-CAP ENDEAVOR FUND- ENDEAVOR FUND- ENDEAVOR FUND- S&P 500 MIDCAP CORE FUNDS CLASS A SHARES CLASS B SHARES CLASS C SHARES INDEX INDEX INDEX 10/31/03 $10000 $10000 $10000 11/03 $9648 $10210 $10210 10088 10281 10273 12/03 9818 10379 10379 10617 10589 10533 1/04 10082 10649 10649 10811 10896 10818 2/04 10271 10850 10850 10962 11131 11024 3/04 10441 11020 11020 10796 11133 10998 4/04 10281 10860 10860 10627 10725 10652 5/04 10441 11020 11020 10773 10991 10819 6/04 10810 11400 11400 10982 11295 11114 7/04 10403 10970 10970 10619 10801 10548 8/04 10252 10800 10800 10661 10848 10509 9/04 10828 11401 11401 10777 11200 10877 10/04 10895 11470 11470 10941 11509 11056 11/04 11433 12030 12030 11384 12210 11714 12/04 11887 12489 12489 11771 12730 12160 1/05 11755 12350 12350 11484 12415 11841 2/05 11820 12420 12420 11726 12798 12135 3/05 11754 12340 12340 11518 12697 12012 4/05 11254 11810 11810 11300 12293 11554 5/05 11546 12110 12110 11659 12882 12103 6/05 11943 12520 12520 11676 13228 12388 7/05 12340 12930 12930 12110 13925 12962 8/05 12208 12780 12780 11999 13828 12885 9/05 12000 12550 12550 12097 14011 12992 10/05 11839 12380 12380 11895 13590 12655 11/05 12369 12920 12920 12344 14193 13181 12/05 12767 13330 13330 12349 14340 13310 1/06 13202 13770 13770 12676 15077 13994 2/06 13212 13779 13779 12710 15059 13974 3/06 13922 14509 14509 12868 15432 14356 4/06 14178 14759 14759 13041 15540 14502 5/06 13458 14009 14009 12666 15017 13928 6/06 13496 14039 14039 12683 15035 13883 7/06 13269 13789 13789 12761 14705 13618 8/06 13629 14158 14158 13064 15079 13912 9/06 13950 14488 14488 13400 15352 14091 10/06 14835 15090 15390 13837 15956 14607 ===================================================================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee reporting period and paid the applicable shareholder would pay on Fund comparable future results. contingent deferred sales charges. Index distributions or sale of Fund shares. results include reinvested dividends, Performance of the indexes does not The data shown in the chart include but they do not reflect sales charges. reflect the effects of taxes. reinvested distributions, applicable Performance of an index of funds sales charges, Fund expenses and reflects fund expenses and management management fees. Results for Class B fees; performance of a market index does shares are calculated as if a not. Performance shown in the chart and hypothetical shareholder had liquidated table(s) does not reflect deduction of his entire investment in the Fund at the taxes a close of the 8 AIM Trimark Endeavor Fund ======================================== ======================================== ======================================== AVERAGE ANNUAL TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 4.61% Inception (11/4/03) 14.09% CLASS A SHARES Class B Shares 4.27 1 Year 18.37 Inception (11/4/03) 12.15% Class C Shares 4.27 1 Year 9.85 Class R Shares 4.56 CLASS B SHARES ======================================== Inception (11/4/03) 14.74% CLASS B SHARES 1 Year 19.31 Inception (11/4/03) 12.79% 1 Year 10.46 CLASS C SHARES Inception (11/4/03) 15.50% CLASS C SHARES 1 Year 23.31 Inception (11/4/03) 13.61% 1 Year 14.46 CLASS R SHARES Inception 16.01% CLASS R SHARES 1 Year 25.04 Inception 14.10% 1 Year 16.07 ======================================== ======================================== CLASS R SHARES' INCEPTION DATE IS APRIL IN NET ASSET VALUE AND THE EFFECT OF THE BE IMPOSED ON A TOTAL REDEMPTION OF 30, 2004. RETURNS SINCE THAT DATE ARE MAXIMUM SALES CHARGE UNLESS OTHERWISE RETIREMENT PLAN ASSETS WITHIN THE FIRST HISTORICAL RETURNS. ALL OTHER RETURNS STATED. INVESTMENT RETURN AND PRINCIPAL YEAR. ARE BLENDED RETURNS OF HISTORICAL CLASS VALUE WILL FLUCTUATE SO THAT YOU MAY R SHARE PERFORMANCE AND RESTATED CLASS A HAVE A GAIN OR LOSS WHEN YOU SELL THE PERFORMANCE OF THE FUND'S SHARE SHARE PERFORMANCE (FOR PERIODS PRIOR TO SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO THE INCEPTION DATE OF CLASS R SHARES) AT DIFFERENT SALES CHARGE STRUCTURES AND NET ASSET VALUE, ADJUSTED TO REFLECT THE CLASS A SHARE PERFORMANCE REFLECTS CLASS EXPENSES. HIGHER RULE 12b-1 FEES APPLICABLE TO THE MAXIMUM 5.50% SALES CHARGE, AND CLASS R SHARES. CLASS A SHARES' CLASS B AND CLASS C SHARE PERFORMANCE HAD THE ADVISOR NOT WAIVED FEES INCEPTION DATE IS NOVEMBER 4, 2003. REFLECTS THE APPLICABLE CONTINGENT AND/OR REIMBURSED EXPENSES IN THE PAST, DEFERRED SALES CHARGE (CDSC) FOR THE PERFORMANCE WOULD HAVE BEEN LOWER. THE PERFORMANCE DATA QUOTED REPRESENT PERIOD INVOLVED. THE CDSC ON CLASS B PAST PERFORMANCE AND CANNOT GUARANTEE SHARES DECLINES FROM 5% BEGINNING AT THE COMPARABLE FUTURE RESULTS; CURRENT TIME OF PURCHASE TO 0% AT THE BEGINNING PERFORMANCE MAY BE LOWER OR HIGHER. OF THE SEVENTH YEAR. THE CDSC ON CLASS C PLEASE VISIT AIMinvestments.com FOR THE SHARES IS 1% FOR THE FIRST YEAR AFTER MOST RECENT MONTH-END PERFORMANCE. PURCHASE. CLASS R SHARES DO NOT HAVE A PERFORMANCE FIGURES REFLECT REINVESTED FRONT-END SALES CHARGE; RETURNS SHOWN ARE DISTRIBUTIONS, CHANGES AT NET ASSET VALUE AND DO NOT REFLECT A 0.75% CDSC THAT MAY </Table> 9 AIM Trimark Endeavor Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees of AIM Investment investment strategies comparable to those funds were above those for the Fund; and Funds (the "Board") oversees the of the Fund. The Board noted that the (v) below the total advisory fee rates management of AIM Trimark Endeavor Fund Fund's performance was below the median for a separately managed account/wrap (the "Fund") and, as required by law, performance of such comparable funds for account managed by an AIM affiliate with determines annually whether to approve the one year period and above such investment strategies comparable to the continuance of the Fund's advisory median performance for the two year those of the Fund and above the total agreement with A I M Advisors, Inc. period. Based on this review and after advisory fee rates for 31 other ("AIM"). Based upon the recommendation taking account of all of the other separately managed accounts/wrap of the Investments Committee of the factors that the Board considered in accounts managed by an AIM affiliate Board, at a meeting held on June 27, determining whether to continue the with investment strategies comparable to 2006, the Board, including all of the Advisory Agreement for the Fund, the those of the Fund. The Board noted that independent trustees, approved the Board concluded that no changes should AIM has agreed to waive advisory fees of continuance of the advisory agreement be made to the Fund and that it was not the Fund and to limit the Fund's total (the "Advisory Agreement") between the necessary to change the Fund's portfolio operating expenses, as discussed below. Fund and AIM for another year, effective management team at this time. However, Based on this review, the Board July 1, 2006. due to the Fund's under-performance, the concluded that the advisory fee rate for Board also concluded that it would be the Fund under the Advisory Agreement The Board considered the factors appropriate for the Board to continue to was fair and reasonable. discussed below in evaluating the closely monitor and review the fairness and reasonableness of the performance of the Fund. Although the o Fees relative to those of comparable Advisory Agreement at the meeting on independent written evaluation of the funds with other advisors. The Board June 27, 2006 and as part of the Board's Fund's Senior Officer (discussed below) reviewed the advisory fee rate for the ongoing oversight of the Fund. In their only considered Fund performance through Fund under the Advisory Agreement. The deliberations, the Board and the the most recent calendar year, the Board Board compared effective contractual independent trustees did not identify also reviewed more recent Fund advisory fee rates at a common asset any particular factor that was performance, which did not change their level at the end of the past calendar controlling, and each trustee attributed conclusions. year and noted that the Fund's rate was different weights to the various below the median rate of the funds factors. o The performance of the Fund relative advised by other advisors with to indices. The Board reviewed the investment strategies comparable to One responsibility of the independent performance of the Fund during the past those of the Fund that the Board Senior Officer of the Fund is to manage one and two calendar years against the reviewed. The Board noted that AIM has the process by which the Fund's proposed performance of the Lipper Mid-Cap Core agreed to waive advisory fees of the management fees are negotiated to ensure Index. The Board noted that the Fund's Fund and to limit the Fund's total that they are negotiated in a manner performance was below the performance of operating expenses, as discussed below. which is at arms' length and reasonable. such Index for the one year period and Based on this review, the Board To that end, the Senior Officer must above such Index for the two year concluded that the advisory fee rate for either supervise a competitive bidding period. Based on this review and after the Fund under the Advisory Agreement process or prepare an independent taking account of all of the other was fair and reasonable. written evaluation. The Senior Officer factors that the Board considered in has recommended an independent written determining whether to continue the o Expense limitations and fee waivers. evaluation in lieu of a competitive Advisory Agreement for the Fund, the The Board noted that AIM has bidding process and, upon the direction Board concluded that no changes should contractually agreed to waive advisory of the Board, has prepared such an be made to the Fund and that it was not fees of the Fund through June 30, 2007 independent written evaluation. Such necessary to change the Fund's portfolio to the extent necessary so that the written evaluation also considered management team at this time. However, advisory fees payable by the Fund do not certain of the factors discussed below. due to the Fund's under-performance, the exceed a specified maximum advisory fee In addition, as discussed below, the Board also concluded that it would be rate, which maximum rate includes Senior Officer made a recommendation to appropriate for the Board to continue to breakpoints and is based on net asset the Board in connection with such closely monitor and review the levels. The Board considered the written evaluation. performance of the Fund. Although the contractual nature of this fee waiver independent written evaluation of the and noted that it remains in effect The discussion below serves as a Fund's Senior Officer (discussed below) until June 30, 2007. The Board also summary of the Senior Officer's only considered Fund performance through noted that AIM has contractually agreed independent written evaluation and the most recent calendar year, the Board to waive fees and/or limit expenses of recommendation to the Board in also reviewed more recent Fund the Fund through June 30, 2007 so that connection therewith, as well as a performance, which did not change their total annual operating expenses are discussion of the material factors and conclusions. limited to a specified percentage of the conclusions with respect thereto average daily net assets for each class that formed the basis for the Board's o Meeting with the Fund's portfolio of the Fund. The Board considered the approval of the Advisory Agreement. managers and investment personnel. With contractual nature of this fee waiver/ After consideration of all of the respect to the Fund, the Board is expense limitation and noted that it factors below and based on its informed meeting periodically with such Fund's remains in effect until June 30, 2007. business judgment, the Board determined portfolio managers and/or other The Board considered the effect these that the Advisory Agreement is in the investment personnel and believes that fee waivers/expense limitations would best interests of the Fund and its such individuals are competent and able have on the Fund's estimated expenses shareholders and that the compensation to continue to carry out their for the Fund. to AIM under the Advisory Agreement is responsibilities under the Advisory fair and reasonable and would have been Agreement. o Breakpoints and economies of scale. obtained through arm's length The Board reviewed the structure of the negotiations. o Overall performance of AIM. The Board Fund's advisory fee under the Advisory considered the overall performance of Agreement, noting that it includes one Unless otherwise stated, information AIM in providing investment advisory and breakpoint. The Board reviewed the level presented below is as of June 27, 2006 portfolio administrative services to the of the Fund's advisory fees, and noted and does not reflect any changes that Fund and concluded that such performance that such fees, as a percentage of the may have occurred since June 27, 2006, was satisfactory. Fund's net assets, would decrease as net including but not limited to changes to assets increase because the Advisory the Fund's performance, advisory fees, o Fees relative to those clients of AIM Agreement includes a breakpoint. The expense limitations and/or fee waivers. with comparable investment strategies. Board noted that, due to the Fund's The Board reviewed the effective asset levels at the end of the past o The nature and extent of the advisory advisory fee rate (before waivers) for calendar year and the way in which the services to be provided by AIM. The the Fund under the Advisory Agreement. advisory fee breakpoint has been Board reviewed the services to be The Board noted that this rate was (i) structured, the Fund has yet to benefit provided by AIM under the Advisory below the effective advisory fee rate from the breakpoint. The Board noted Agreement. Based on such review, the (before waivers) for one mutual fund that AIM has contractually agreed to Board concluded that the range of advised by AIM with investment waive advisory fees of the Fund through services to be provided by AIM under the strategies comparable to those of the June 30, 2007 to the extent necessary so Advisory Agreement was appropriate and Fund and above the effective advisory that the advisory fees payable by the that AIM currently is providing services fee rate (before waivers) for a second Fund do not exceed a specified maximum in accordance with the terms of the mutual fund advised by AIM with advisory fee rate, which maximum rate Advisory Agreement. investment strategies comparable to includes breakpoints and is based on net those of the Fund; (ii) above the asset levels. The Board concluded that o The quality of services to be provided effective advisory fee rate (before the Fund's fee levels under the Advisory by AIM. The Board reviewed the waivers) for one variable insurance fund Agreement therefore would reflect credentials and experience of the advised by AIM and offered to insurance economies of scale at higher asset officers and employees of AIM who will company separate accounts with levels and that it was not necessary to provide investment advisory services to investment strategies comparable to change the advisory fee breakpoints in the Fund. In reviewing the those of the Fund; (iii) above the the Fund's advisory fee schedule. qualifications of AIM to provide effective sub-advisory fee rate for one investment advisory services, the Board Canadian mutual fund advised by an AIM o Investments in affiliated money market considered such issues as AIM's affiliate and sub-advised by AIM with funds. The Board also took into account portfolio and product review process, investment strategies comparable to the fact that uninvested cash and cash various back office support functions those of the Fund, although the total collateral from securities lending provided by AIM and AIM's equity and advisory fees for such Canadian mutual arrangements, if any, (collectively, fixed income trading operations. Based fund were above those for the Fund; (iv) "cash balances") of the Fund may be on the review of these and other above the effective sub-advisory fee invested in money market funds advised factors, the Board concluded that the rates for two variable insurance funds by AIM pursuant to the terms of an SEC quality of services to be provided by sub-advised by an AIM affiliate and exemptive order. The Board found that AIM was appropriate and that AIM offered to insurance company separate the Fund may realize certain benefits currently is providing satisfactory accounts with investment strategies upon investing cash balances in AIM services in accordance with the terms of comparable to those of the Fund, advised money market funds, including a the Advisory Agreement. although the total advisory fees for higher net return, increased liquidity, such variable insurance increased o The performance of the Fund relative to comparable funds. The Board reviewed the performance of the Fund during the past one and two calendar years against the performance of funds advised by other advisors with (continued) 10 AIM Trimark Endeavor Fund diversification or decreased transaction AIM and its affiliates were qualified to for the two year period. Based on this costs. The Board also found that the continue to provide non-investment review and after taking account of all Fund will not receive reduced services advisory services to the Fund, including of the other factors that the Board if it invests its cash balances in such administrative, transfer agency and considered in determining whether to money market funds. The Board noted distribution services, and that AIM and continue the Advisory Agreement for the that, to the extent the Fund invests its affiliates currently are providing Fund, the Board concluded that no uninvested cash in affiliated money satisfactory non-investment advisory changes should be made to the Fund and market funds, AIM has voluntarily agreed services. that it was not necessary to change the to waive a portion of the advisory fees Fund's portfolio management team at this it receives from the Fund attributable o Other factors and current trends. The time. However, due to the Fund's to such investment. The Board further Board considered the steps that AIM and under-performance, the Board also determined that the proposed securities its affiliates have taken over the last concluded that it would be appropriate lending program and related procedures several years, and continue to take, in for the Board to continue to closely with respect to the lending Fund is in order to improve the quality and monitor and review the performance of the best interests of the lending Fund efficiency of the services they provide the Fund. Although the independent and its respective shareholders. The to the Funds in the areas of investment written evaluation of the Fund's Senior Board therefore concluded that the performance, product line Officer (discussed below) only investment of cash collateral received diversification, distribution, fund considered Fund performance through the in connection with the securities operations, shareholder services and most recent calendar year, the Board lending program in the money market compliance. The Board concluded that also reviewed more recent Fund funds according to the procedures is in these steps taken by AIM have improved, performance, which did not change their the best interests of the lending Fund and are likely to continue to improve, conclusions. and its respective shareholders. the quality and efficiency of the services AIM and its affiliates provide o The performance of the Fund relative o Independent written evaluation and to the Fund in each of these areas, and to indices. The Board reviewed the recommendations of the Fund's Senior support the Board's approval of the performance of the Fund during the past Officer. The Board noted that, upon continuance of the Advisory Agreement one and two calendar years against the their direction, the Senior Officer of for the Fund. performance of the Lipper Mid-Cap Core the Fund, who is independent of AIM and Index. The Board noted that the Fund's AIM's affiliates, had prepared an APPROVAL OF SUB-ADVISORY AGREEMENT performance was below the performance of independent written evaluation in order such Index for the one year period and to assist the Board in determining the The Board oversees the management of the above such Index for the two year reasonableness of the proposed Fund and, as required by law, determines period. Based on this review and after management fees of the AIM Funds, annually whether to approve the taking account of all of the other including the Fund. The Board noted that continuance of the Fund's sub-advisory factors that the Board considered in the Senior Officer's written evaluation agreement. Based upon the recommendation determining whether to continue the had been relied upon by the Board in of the Investments Committee of the Advisory Agreement for the Fund, the this regard in lieu of a competitive Board, at a meeting held on June 27, Board concluded that no changes should bidding process. In determining whether 2006, the Board, including all of the be made to the Fund and that it was not to continue the Advisory Agreement for independent trustees, approved the necessary to change the Fund's portfolio the Fund, the Board considered the continuance of the sub-advisory management team at this time. However, Senior Officer's written evaluation and agreement (the "Sub-Advisory Agreement") due to the Fund's under-performance, the the recommendation made by the Senior between AIM Funds Management Inc. (the Board also concluded that it would be Officer to the Board that the Board "Sub-Advisor") and AIM with respect to appropriate for the Board to continue to consider whether the advisory fee the Fund for another year, effective closely monitor and review the waivers for certain equity AIM Funds, July 1, 2006. performance of the Fund. Although the including the Fund, should be independent written evaluation of the simplified. The Board concluded that it The Board considered the factors Fund's Senior Officer (discussed below) would be advisable to consider this discussed below in evaluating the only considered Fund performance through issue and reach a decision prior to the fairness and reasonableness of the Sub- the most recent calendar year, the Board expiration date of such advisory fee Advisory Agreement at the meeting on also reviewed more recent Fund waivers. June 27, 2006 and as part of the Board's performance, which did not change their ongoing oversight of the Fund. In their conclusions. o Profitability of AIM and its deliberations, the Board and the affiliates. The Board reviewed independent trustees did not identify o Meetings with the Fund's portfolio information concerning the profitability any particular factor that was managers and investment personnel. The of AIM's (and its affiliates') controlling, and each trustee attributed Board is meeting periodically with the investment advisory and other activities different weights to the various Fund's portfolio managers and/or other and its financial condition. The Board factors. investment personnel and believes that considered the overall profitability of such individuals are competent and able AIM, as well as the profitability of AIM The discussion below serves as a to continue to carry out their in connection with managing the Fund. discussion of the material factors and responsibilities under the Sub-Advisory The Board noted that AIM's operations the conclusions with respect thereto Agreement. remain profitable, although increased that formed the basis for the Board's expenses in recent years have reduced approval of the Sub-Advisory Agreement. o Overall performance of the AIM's profitability. Based on the review After consideration of all of the Sub-Advisor. The Board considered the of the profitability of AIM's and its factors below and based on its informed overall performance of the Sub-Advisor affiliates' investment advisory and business judgment, the Board determined in providing investment advisory other activities and its financial that the Sub-Advisory Agreement is in services to the Fund and concluded that condition, the Board concluded that the the best interests of the Fund and its such performance was satisfactory. compensation to be paid by the Fund to shareholders and that the compensation AIM under its Advisory Agreement was not to the Sub-Advisor under the Sub- o Fees relative to those clients of the excessive. Advisory Agreement is fair and Sub-Advisor with comparable investment reasonable. strategies. The Board noted that the o Benefits of soft dollars to AIM. The Sub-Advisor does not serve as an advisor Board considered the benefits realized Unless otherwise stated, information or sub-advisor to other mutual funds or by AIM as a result of brokerage presented below is as of June 27, 2006 other clients with investment strategies transactions executed through "soft and does not reflect any changes that comparable to those of the Fund. dollar" arrangements. Under these may have occurred since June 27, 2006, arrangements, brokerage commissions paid including but not limited to changes to o Profitability of AIM and its by the Fund and/or other funds advised the Fund's performance. affiliates. The Board reviewed by AIM are used to pay for research and information concerning the profitability execution services. This research may be o The nature and extent of the advisory of AIM's (and its affiliates') used by AIM in making investment services to be provided by the investment advisory and other activities decisions for the Fund. The Board Sub-Advisor. The Board reviewed the and its financial condition. The Board concluded that such arrangements were services to be provided by the considered the overall profitability of appropriate. Sub-Advisor under the Sub-Advisory AIM, as well as the profitability of AIM Agreement. Based on such review, the in connection with managing the Fund. o AIM's financial soundness in light of Board concluded that the range of The Board noted that AIM's operations the Fund's needs. The Board considered services to be provided by the remain profitable, although increased whether AIM is financially sound and has Sub-Advisor under the Sub-Advisory expenses in recent years have reduced the resources necessary to perform its Agreement was appropriate and that the AIM's profitability. Based on the review obligations under the Advisory Sub-Advisor currently is providing of the profitability of AIM's and its Agreement, and concluded that AIM has services in accordance with the terms of affiliates' investment advisory and the financial resources necessary to the Sub-Advisory Agreement. other activities and its financial fulfill its obligations under the condition, the Board concluded that the Advisory Agreement. o The quality of services to be provided compensation to be paid by the Fund to by the Sub-Advisor. The Board reviewed AIM under its Advisory Agreement was not o Historical relationship between the the credentials and experience of the excessive. Fund and AIM. In determining whether to officers and employees of the continue the Advisory Agreement for the Sub-Advisor who will provide investment o The Sub-Advisor's financial soundness Fund, the Board also considered the advisory services to the Fund. Based on in light of the Fund's needs. The Board prior relationship between AIM and the the review of these and other factors, considered whether the Sub-Advisor is Fund, as well as the Board's knowledge the Board concluded that the quality of financially sound and has the resources of AIM's operations, and concluded that services to be provided by the necessary to perform its obligations it was beneficial to maintain the Sub-Advisor was appropriate, and that under the Sub-Advisory Agreement, and current relationship, in part, because the Sub-Advisor currently is providing concluded that the Sub-Advisor has the of such knowledge. The Board also satisfactory services in accordance with financial resources necessary to fulfill reviewed the general nature of the the terms of the Sub-Advisory Agreement. its obligations under the Sub-Advisory non-investment advisory services Agreement. currently performed by AIM and its o The performance of the Fund relative affiliates, such as administrative, to comparable funds. The Board reviewed transfer agency and distribution the performance of the Fund during the services, and the fees received by AIM past one and two calendar years against and its affiliates for performing such the performance of funds advised by services. In addition to reviewing such other advisors with investment services, the trustees also considered strategies comparable to those of the the organizational structure employed by Fund. The Board noted that the Fund's AIM and its affiliates to provide those performance was below the median services. Based on the review of these performance of such comparable funds for and other factors, the Board concluded the one year period and above such that median performance 11 Supplement to Annual Report dated 10/31/06 AIM Trimark Endeavor Fund =================================== Institutional Class Shares AVERAGE ANNUAL TOTAL RETURNS HAD THE ADVISOR NOT WAIVED FEES AND/OR For periods ended 10/31/06 REIMBURSED EXPENSES IN THE PAST, PERFORMANCE The following information has been prepared to WOULD HAVE BEEN LOWER. provide Institutional Class shareholders with Inception 16.71% a performance overview specific to their 1 Year 25.91 PLEASE NOTE THAT PAST PERFORMANCE IS NOT holdings. Institutional Class shares are 6 Months* 4.92 INDICATIVE OF FUTURE RESULTS. MORE RECENT offered exclusively to institutional RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. investors, including defined contribution =================================== ALL RETURNS ASSUME REINVESTMENT OF plans that meet certain criteria. DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND AVERAGE ANNUAL TOTAL RETURNS PRINCIPAL VALUE WILL FLUCTUATE SO YOUR For periods ended 9/30/06,most SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR recent calendar quarter-end LESS THAN THEIR ORIGINAL COST. SEE FULL REPORT FOR INFORMATION ON COMPARATIVE Inception 14.79% BENCHMARKS. PLEASE CONSULT YOUR FUND 1 Year 16.92 PROSPECTUS FOR MORE INFORMATION. FOR THE MOST 6 Months* 0.54 CURRENT MONTH-END PERFORMANCE, PLEASE CALL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. *Cumulative total return that has not been annualized =================================== INSTITUTIONAL CLASS SHARES' INCEPTION DATE IS APRIL 30, 2004. RETURNS SINCE THAT DATE ARE HISTORICAL RETURNS. ALL OTHER RETURNS ARE BLENDED RETURNS OF HISTORICAL INSTITUTIONAL CLASS SHARE PERFORMANCE AND RESTATED CLASS A SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE INCEPTION DATE OF INSTITUTIONAL CLASS SHARES) AT NET ASSET VALUE (NAV) AND REFLECT THE HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS A SHARES. CLASS A SHARES' INCEPTION DATE IS NOVEMBER 4, 2003. INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NAV. PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORM- ANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. ============================================== NASDAQ SYMBOL ATDIX ============================================== Over for information on your Fund's expenses. ================================================================================ THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS,WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ================================================================================ FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO] AIMINVESTMENTS.COM T-END-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating Your Ongoing Fund Expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to com Paid During Period" to estimate the so, compare this 5% hypothetical example with pare these costs with ongoing costs of expenses you paid on your the 5% hypothetical examples that appear in investing in other mutual funds. The example account during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical Example for Comparison Please note that the expenses shown in the entire period May 1, 2006, through October Purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual Expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,049.20 $5.37 $1,019.96 $5.30 1.04% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM T-END-INS-1 A I M Distributors, Inc. AIM Trimark Endeavor Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- COMMON STOCKS-61.94% APPAREL RETAIL-4.28% Ross Stores, Inc. 153,600 $ 4,520,448 ======================================================================= APPAREL, ACCESSORIES & LUXURY GOODS-5.01% Liz Claiborne, Inc. 125,400 5,288,118 ======================================================================= ASSET MANAGEMENT & CUSTODY BANKS-3.12% Investors Financial Services Corp. 83,700 3,291,084 ======================================================================= AUTOMOTIVE RETAIL-2.60% AutoZone, Inc.(a) 24,500 2,744,000 ======================================================================= BREWERS-1.34% Molson Coors Brewing Co.-Class B 19,904 1,416,767 ======================================================================= COMMUNICATIONS EQUIPMENT-4.38% Plantronics, Inc. 219,100 4,625,201 ======================================================================= HEALTH CARE EQUIPMENT-10.75% Cytyc Corp.(a) 36,700 969,614 - ----------------------------------------------------------------------- Kinetic Concepts, Inc.(a) 149,000 5,179,240 - ----------------------------------------------------------------------- Zimmer Holdings, Inc.(a) 72,200 5,199,122 ======================================================================= 11,347,976 ======================================================================= HOME FURNISHINGS-5.63% Tempur-Pedic International Inc.(a) 301,000 5,941,740 ======================================================================= HUMAN RESOURCE & EMPLOYMENT SERVICES-3.32% Manpower Inc. 51,800 3,510,486 ======================================================================= INSURANCE BROKERS-4.72% Arthur J. Gallagher & Co. 178,900 4,982,365 ======================================================================= LEISURE PRODUCTS-3.96% Polaris Industries Inc. 97,600 4,179,232 ======================================================================= MANAGED HEALTH CARE-4.37% WellPoint Inc.(a) 60,400 4,609,728 ======================================================================= PHARMACEUTICALS-2.47% Endo Pharmaceuticals Holdings Inc.(a) 91,400 2,608,556 ======================================================================= RESTAURANTS-1.62% Wendy's International, Inc. 49,600 1,716,160 ======================================================================= TRUCKING-4.37% Con-way Inc. 97,800 4,613,226 ======================================================================= Total Common Stocks (Cost $56,967,557) 65,395,087 ======================================================================= </Table> <Table> SHARES VALUE - ----------------------------------------------------------------------- <Caption> FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-25.17% AUSTRALIA-3.41% Cochlear Ltd. (Health Care Equipment)(b) 83,700 $ 3,604,391 ======================================================================= CANADA-3.43% Tim Hortons, Inc. (Restaurants) 67,172 1,941,271 - ----------------------------------------------------------------------- Tim Hortons, Inc. (Restaurants) 58,000 1,680,021 ======================================================================= 3,621,292 ======================================================================= FRANCE-1.90% Zodiac S.A. (Aerospace & Defense)(b) 32,100 2,003,673 ======================================================================= IRELAND-8.29% DCC PLC (Industrial Conglomerates) 84,700 2,291,865 - ----------------------------------------------------------------------- Kingspan Group PLC (Building Products)(b) 172,600 3,663,622 - ----------------------------------------------------------------------- Ryanair Holdings PLC-ADR (Airlines)(a) 41,900 2,799,758 ======================================================================= 8,755,245 ======================================================================= MEXICO-6.30% Grupo Modelo, S.A. de C.V.-Series C (Brewers) 628,100 3,021,584 - ----------------------------------------------------------------------- Grupo Televisa S.A.-ADR (Broadcasting & Cable TV) 147,300 3,635,364 ======================================================================= 6,656,948 ======================================================================= SWEDEN-1.84% Hoganas A.B.-Class B (Steel) 75,500 1,939,248 ======================================================================= Total Foreign Common Stocks & Other Equity Interests (Cost $15,224,360) 26,580,797 ======================================================================= FOREIGN PREFERRED STOCKS-2.03% GERMANY-2.03% Hugo Boss A.G.-Pfd. (Apparel, Accessories & Luxury Goods)(b) 46,100 2,144,573 ======================================================================= Total Foreign Preferred Stocks (Cost $1,188,068) 2,144,573 ======================================================================= MONEY MARKET FUNDS-10.31% Liquid Assets Portfolio-Institutional Class(c) 5,441,207 5,441,207 - ----------------------------------------------------------------------- Premier Portfolio-Institutional Class(c) 5,441,207 5,441,207 ======================================================================= Total Money Market Funds (Cost $10,882,414) 10,882,414 ======================================================================= TOTAL INVESTMENTS-99.45% (Cost $84,262,399) 105,002,871 ======================================================================= OTHER ASSETS LESS LIABILITIES-0.55% 577,868 ======================================================================= NET ASSETS-100.00% $105,580,739 _______________________________________________________________________ ======================================================================= </Table> Investment Abbreviations: <Table> ADR - American Depository Receipts Pfd. - Preferred </Table> Notes to Schedule of Investments: (a) Non-income producing security. (b) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $11,416,259, which represented 10.81% of the Fund's Net Assets. See Note 1A. (c) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-1 AIM Trimark Endeavor Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $73,379,985) $ 94,120,457 - ----------------------------------------------------------- Investments in affiliated money market funds (cost $10,882,414) 10,882,414 =========================================================== Total investments (Cost $84,262,399) 105,002,871 =========================================================== Foreign currencies, at value (cost $499) 505 - ----------------------------------------------------------- Receivables for: Investments sold 1,424,604 - ----------------------------------------------------------- Fund shares sold 478,460 - ----------------------------------------------------------- Dividends 66,513 - ----------------------------------------------------------- Foreign currency contracts 7,703 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 8,646 - ----------------------------------------------------------- Other assets 29,727 =========================================================== Total assets 107,019,029 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 1,194,131 - ----------------------------------------------------------- Fund shares reacquired 99,088 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 10,696 - ----------------------------------------------------------- Accrued distribution fees 39,301 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 1,057 - ----------------------------------------------------------- Accrued transfer agent fees 38,417 - ----------------------------------------------------------- Accrued operating expenses 55,600 =========================================================== Total liabilities 1,438,290 =========================================================== Net assets applicable to shares outstanding $105,580,739 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $ 79,029,772 - ----------------------------------------------------------- Undistributed net investment income (loss) (8,511) - ----------------------------------------------------------- Undistributed net realized gain from investment securities, foreign currencies and foreign currency contracts 5,811,252 - ----------------------------------------------------------- Unrealized appreciation of investment securities, foreign currencies and foreign currency contracts 20,748,226 =========================================================== $105,580,739 ___________________________________________________________ =========================================================== NET ASSETS: Class A $ 69,660,222 ___________________________________________________________ =========================================================== Class B $ 14,103,840 ___________________________________________________________ =========================================================== Class C $ 16,437,267 ___________________________________________________________ =========================================================== Class R $ 811,951 ___________________________________________________________ =========================================================== Institutional Class $ 4,567,459 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 4,447,601 ___________________________________________________________ =========================================================== Class B 916,404 ___________________________________________________________ =========================================================== Class C 1,068,064 ___________________________________________________________ =========================================================== Class R 52,125 ___________________________________________________________ =========================================================== Institutional Class 289,462 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 15.66 - ----------------------------------------------------------- Offering price per share (Net asset value of $15.66 divided by 94.50%) $ 16.57 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 15.39 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 15.39 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 15.58 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 15.78 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM Trimark Endeavor Fund STATEMENT OF OPERATIONS For the year ended October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $20,401) $ 1,016,639 - ------------------------------------------------------------------------- Dividends from affiliated money market funds 226,904 - ------------------------------------------------------------------------- Interest 43,591 ========================================================================= Total investment income 1,287,134 ========================================================================= EXPENSES: Advisory fees 741,702 - ------------------------------------------------------------------------- Administrative services fees 50,000 - ------------------------------------------------------------------------- Custodian fees 34,054 - ------------------------------------------------------------------------- Distribution fees: Class A 151,124 - ------------------------------------------------------------------------- Class B 132,945 - ------------------------------------------------------------------------- Class C 144,238 - ------------------------------------------------------------------------- Class R 2,401 - ------------------------------------------------------------------------- Transfer agent fees -- A, B, C and R 243,450 - ------------------------------------------------------------------------- Transfer agent fees -- Institutional 455 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 17,124 - ------------------------------------------------------------------------- Other 168,210 ========================================================================= Total expenses 1,685,703 ========================================================================= Less: Fees waived and expense offset arrangements (59,863) ========================================================================= Net expenses 1,625,840 ========================================================================= Net investment income (loss) (338,706) ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES, FOREIGN CURRENCIES AND FOREIGN CURRENCY CONTRACTS: Net realized gain (loss) from: Investment securities 6,452,470 - ------------------------------------------------------------------------- Foreign currencies (37,535) - ------------------------------------------------------------------------- Foreign currency contracts 124,290 ========================================================================= 6,539,225 ========================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities 14,809,685 - ------------------------------------------------------------------------- Foreign currencies 868 - ------------------------------------------------------------------------- Foreign currency contracts (277,987) ========================================================================= 14,532,566 ========================================================================= Net gain from investment securities, foreign currencies and foreign currency contracts 21,071,791 ========================================================================= Net increase in net assets resulting from operations $20,733,085 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM Trimark Endeavor Fund STATEMENT OF CHANGES IN NET ASSETS For the years ended October 31, 2006 and 2005 <Table> <Caption> 2006 2005 - ----------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (338,706) $ (119,080) - ----------------------------------------------------------------------------------------- Net realized gain (loss) from investment securities, foreign currencies and foreign currency contracts 6,539,225 (378,571) - ----------------------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities, foreign currencies and foreign currency contracts 14,532,566 4,499,891 ========================================================================================= Net increase in net assets resulting from operations 20,733,085 4,002,240 ========================================================================================= Distributions to shareholders from net investment income: Class A (134,294) -- - ----------------------------------------------------------------------------------------- Class R (401) -- - ----------------------------------------------------------------------------------------- Institutional Class (22,673) -- ========================================================================================= Decrease in net assets resulting from distributions (157,368) -- ========================================================================================= Share transactions-net: Class A 1,028,546 27,494,637 - ----------------------------------------------------------------------------------------- Class B (2,063,623) 6,234,653 - ----------------------------------------------------------------------------------------- Class C 385,623 6,393,704 - ----------------------------------------------------------------------------------------- Class R 456,363 216,872 - ----------------------------------------------------------------------------------------- Institutional Class 277,138 1,422,873 ========================================================================================= Net increase in net assets resulting from share transactions 84,047 41,762,739 ========================================================================================= Net increase in net assets 20,659,764 45,764,979 ========================================================================================= NET ASSETS: Beginning of year 84,920,975 39,155,996 ========================================================================================= End of year (including undistributed net investment income (loss) of $(8,511) and $(134,308) respectively) $105,580,739 $84,920,975 _________________________________________________________________________________________ ========================================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Trimark Endeavor Fund NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Trimark Endeavor Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net F-5 AIM Trimark Endeavor Fund investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. J. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. F-6 AIM Trimark Endeavor Fund NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - ------------------------------------------------------------------- First $1 billion 0.80% - ------------------------------------------------------------------- Over $1 billion 0.75% __________________________________________________________________ =================================================================== </Table> Through at least June 30, 2007, AIM has contractually agreed to waive advisory fees to the extent necessary so that the advisory fees payable by the Fund (based on the Fund's average daily net assets) do not exceed the annual rate of: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.745% - -------------------------------------------------------------------- Next $250 million 0.73% - -------------------------------------------------------------------- Next $500 million 0.715% - -------------------------------------------------------------------- Next $1.5 billion 0.70% - -------------------------------------------------------------------- Next $2.5 billion 0.685% - -------------------------------------------------------------------- Next $2.5 billion 0.67% - -------------------------------------------------------------------- Next $2.5 billion 0.655% - -------------------------------------------------------------------- Over $10 billion 0.64% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and AIM Funds Management Inc. ("AIM Funds Management"), AIM pays AIM Funds Management 40% of the amount of AIM's compensation on the sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C, Class R and Institutional Class shares to 1.90%, 2.65%, 2.65%, 2.15% and 1.65% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time credit to be used to offset future custodian expenses. These credits are used to pay certain expenses incurred by the Fund. AIM did not waive fees and/or reimburse expenses during the period under this expense limitation. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the year ended October 31, 2006, AIM waived advisory fees of $51,965. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the year ended October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the year ended October 31, 2006, AIM was paid $50,000. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the year ended October 31, 2006, the Fund paid AIS $243,450 for Class A, Class B, Class C and Class R share classes and $455 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C, Class R and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a F-7 AIM Trimark Endeavor Fund cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended October 31, 2006, the Class A, Class B, Class C and Class R shares paid $151,124, $132,945, $144,238 and $2,401, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2006, ADI advised the Fund that it retained $35,335 in front-end sales commissions from the sale of Class A shares and $5,568, $15,824, $2,437 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed on redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the year ended October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio- Institutional Class $ -- $16,020,256 $(10,579,049) $ -- $ 5,441,207 $113,286 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio- Institutional Class -- 10,205,085 (4,763,878) -- 5,441,207 57,302 -- - ---------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio- Institutional Class -- 9,643,850 (9,643,850) -- -- 56,316 -- ================================================================================================================================== Total Investments in Affiliates $ -- $35,869,191 $(24,986,777) $ -- $10,882,414 $226,904 $ -- __________________________________________________________________________________________________________________________________ ================================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the year ended October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $7,898. NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the year ended October 31, 2006, the Fund paid legal fees of $3,980 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. F-8 AIM Trimark Endeavor Fund During the year ended October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 7--FOREIGN CURRENCY CONTRACTS <Table> <Caption> OPEN FOREIGN CURRENCY CONTRACTS AT PERIOD END - -------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO SETTLEMENT ---------------------------------- VALUE UNREALIZED DATE DELIVER RECEIVE 10/31/06 APPRECIATION - -------------------------------------------------------------------------------------------------------------------------------- 11/15/2006 EUR 3,000,000 USD 3,840,060 $3,832,357 $7,703 ________________________________________________________________________________________________________________________________ ================================================================================================================================ </Table> Currency Abbreviations: <Table> EUR - Euro USD - U.S. Dollar </Table> NOTE 8--DISTRIBUTION TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the years ended October 31, 2006 and 2005 was as follows: <Table> <Caption> 2006 2005 - -------------------------------------------------------------------------------- Distributions paid from ordinary income $157,368 $ -- ________________________________________________________________________________ ================================================================================ </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - -------------------------------------------------------------------------- Undistributed long term gain $ 5,883,232 - -------------------------------------------------------------------------- Unrealized appreciation-investments 20,676,246 - -------------------------------------------------------------------------- Temporary book/tax differences (8,511) - -------------------------------------------------------------------------- Shares of beneficial interest 79,029,772 ========================================================================== Total net assets $105,580,739 __________________________________________________________________________ ========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales and the tax recognition of unrealized gains and losses on certain foreign currency contracts. The tax-basis net unrealized appreciation on investments amount includes appreciation on foreign currencies of $51. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. The Fund utilized $325,818 of capital loss carryforward in the current period to offset net realized capital gain for federal income tax purposes. The Fund did not have a capital loss carryforward as of October 31, 2006. NOTE 9--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2006 was $24,474,067 and $33,198,420, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $23,234,757 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (2,558,562) =============================================================================== Net unrealized appreciation of investment securities $20,676,195 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $84,326,676. </Table> F-9 AIM Trimark Endeavor Fund NOTE 10--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions and net operating losses on October 31, 2006, undistributed net investment income (loss) was increased by $621,871, undistributed net realized gain was decreased by $330,539 and shares of beneficial interest decreased by $291,332. This reclassification had no effect on the net assets of the Fund. NOTE 11--SHARE INFORMATION The Fund currently offers five different classes of shares: Class A, Class B, Class C, Class R and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED -------------------------------------------------------- OCTOBER 31, 2006(A) OCTOBER 31, 2005 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,461,361 $ 20,792,878 3,302,056 $ 40,928,055 - ---------------------------------------------------------------------------------------------------------------------- Class B 207,320 2,908,360 749,770 9,200,148 - ---------------------------------------------------------------------------------------------------------------------- Class C 285,699 3,985,374 831,938 10,203,669 - ---------------------------------------------------------------------------------------------------------------------- Class R 44,440 636,447 17,955 225,131 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 82,148 1,159,645 182,873 2,271,573 ====================================================================================================================== Issued as reinvestment of dividends: Class A 9,333 125,814 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class R 30 401 -- -- - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 1,677 22,673 -- -- ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 55,313 782,005 44,313 549,458 - ---------------------------------------------------------------------------------------------------------------------- Class B (56,097) (782,005) (44,700) (549,458) ====================================================================================================================== Reacquired: Class A (1,477,849) (20,672,151) (1,114,960) (13,982,876) - ---------------------------------------------------------------------------------------------------------------------- Class B (304,286) (4,189,978) (194,091) (2,416,037) - ---------------------------------------------------------------------------------------------------------------------- Class C (260,718) (3,599,751) (307,262) (3,809,965) - ---------------------------------------------------------------------------------------------------------------------- Class R (12,633) (180,485) (661) (8,259) - ---------------------------------------------------------------------------------------------------------------------- Institutional Class (63,762) (905,180) (67,551) (848,700) ====================================================================================================================== (28,024) $ 84,047 3,399,680 $ 41,762,739 ______________________________________________________________________________________________________________________ ====================================================================================================================== </Table> (a) There are three entities that are each record owners of more than 5% of the outstanding shares of the Fund and in the aggregate own 32% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services such as, securities brokerage, distribution, third party record keeping and account servicing. The trust has no knowledge as to whether all or any portion of the shares owned of record by these entities is also owned beneficially. NOTE 12--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-10 AIM Trimark Endeavor Fund NOTE 13--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ----------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 12.53 $ 11.53 $ 10.00 - ------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.02) 0.01 (0.05) - ------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.18 0.99 1.58 ======================================================================================================= Total from investment operations 3.16 1.00 1.53 ======================================================================================================= Less dividends from net investment income (0.03) -- -- ======================================================================================================= Net asset value, end of period $ 15.66 $ 12.53 $ 11.53 _______________________________________________________________________________________________________ ======================================================================================================= Total return(b) 25.26% 8.67% 15.30% _______________________________________________________________________________________________________ ======================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $69,660 $55,124 $24,996 _______________________________________________________________________________________________________ ======================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.56%(c) 1.66% 2.00%(d) - ------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.62%(c) 1.71% 3.02%(d) _______________________________________________________________________________________________________ ======================================================================================================= Ratio of net investment income (loss) to average net assets (0.16)%(c) 0.04% (0.49)%(d) _______________________________________________________________________________________________________ ======================================================================================================= Portfolio turnover rate(e) 28% 15% 35% _______________________________________________________________________________________________________ ======================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $60,449,668. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS B ----------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 12.38 $ 11.47 $10.00 - ------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.13) (0.08) (0.13) - ------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.14 0.99 1.60 ======================================================================================================= Total from investment operations 3.01 0.91 1.47 ======================================================================================================= Net asset value, end of period $ 15.39 $ 12.38 $11.47 _______________________________________________________________________________________________________ ======================================================================================================= Total return(b) 24.31% 7.93% 14.70% _______________________________________________________________________________________________________ ======================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $14,104 $13,237 $6,403 _______________________________________________________________________________________________________ ======================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.31%(c) 2.35% 2.65%(d) - ------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.37%(c) 2.40% 3.67%(d) _______________________________________________________________________________________________________ ======================================================================================================= Ratio of net investment income (loss) to average net assets (0.91)%(c) (0.65)% (1.14)%(d) _______________________________________________________________________________________________________ ======================================================================================================= Portfolio turnover rate(e) 28% 15% 35% _______________________________________________________________________________________________________ ======================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $13,294,548. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-11 AIM Trimark Endeavor Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C ----------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 12.38 $ 11.47 $10.00 - ------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.13) (0.08) (0.13) - ------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.14 0.99 1.60 ======================================================================================================= Total from investment operations 3.01 0.91 1.47 _______________________________________________________________________________________________________ ======================================================================================================= Net asset value, end of period $ 15.39 $ 12.38 $11.47 _______________________________________________________________________________________________________ ======================================================================================================= Total return(b) 24.31% 7.93% 14.70% _______________________________________________________________________________________________________ ======================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $16,437 $12,910 $5,944 ======================================================================================================= With fee waivers and/or expense reimbursements 2.31%(c) 2.35% 2.65%(d) - ------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.37%(c) 2.40% 3.67%(d) _______________________________________________________________________________________________________ ======================================================================================================= Ratio of net investment income (loss) to average net assets (0.91)%(c) (0.65)% (1.14)%(d) _______________________________________________________________________________________________________ ======================================================================================================= Portfolio turnover rate(e) 28% 15% 35% _______________________________________________________________________________________________________ ======================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $14,423,770. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS R -------------------------------------- APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO -------------------- OCTOBER 31, 2006 2005 2004 - ---------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 12.48 $11.51 $10.88 - ---------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.06) (0.02) (0.04) - ---------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.18 0.99 0.67 ==================================================================================================== Total from investment operations 3.12 0.97 0.63 ==================================================================================================== Less dividends from net investment income (0.02) -- -- ==================================================================================================== Net asset value, end of period $ 15.58 $12.48 $11.51 ____________________________________________________________________________________________________ ==================================================================================================== Total return(b) 25.04% 8.43% 5.79% ____________________________________________________________________________________________________ ==================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 812 $ 253 $ 34 ____________________________________________________________________________________________________ ==================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.81%(c) 1.85% 2.15%(d) - ---------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.87%(c) 1.90% 3.17%(d) ____________________________________________________________________________________________________ ==================================================================================================== Ratio of net investment income (loss) to average net assets (0.41)%(c) (0.15)% (0.64)%(d) ____________________________________________________________________________________________________ ==================================================================================================== Portfolio turnover rate(e) 28% 15% 35% ____________________________________________________________________________________________________ ==================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $480,271. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-12 AIM Trimark Endeavor Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> INSTITUTIONAL CLASS ------------------------------------- APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO ------------------- OCTOBER 31, 2006 2005 2004 - --------------------------------------------------------------------------------------------------- Net asset value, beginning of period $12.61 $11.55 $10.88 - --------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.05 0.06 (0.01) - --------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.20 1.00 0.68 =================================================================================================== Total from investment operations 3.25 1.06 0.67 =================================================================================================== Less dividends from net investment income (0.08) -- -- ___________________________________________________________________________________________________ =================================================================================================== Net asset value, end of period $15.78 $12.61 $11.55 ___________________________________________________________________________________________________ =================================================================================================== Total return(b) 25.91% 9.18% 6.16% ___________________________________________________________________________________________________ =================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $4,567 $3,396 $1,779 ___________________________________________________________________________________________________ =================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.05%(c) 1.18% 1.62%(d) - --------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.11%(c) 1.23% 2.64%(d) ___________________________________________________________________________________________________ =================================================================================================== Ratio of net investment income (loss) to average net assets 0.35%(c) 0.52% (0.11)%(d) ___________________________________________________________________________________________________ =================================================================================================== Portfolio turnover rate(e) 28% 15% 35% ___________________________________________________________________________________________________ =================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $4,064,477. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. NOTE 14--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor -- Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. F-13 AIM Trimark Endeavor Fund NOTE 14--LEGAL PROCEEDINGS--(CONTINUED) Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-14 AIM Trimark Endeavor Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Trimark Endeavor Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Trimark Endeavor Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2006 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-15 AIM Trimark Endeavor Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION Of ordinary dividends paid to shareholders during the Fund's tax year ended October 31, 2006, 99.17% is eligible for the dividends received deduction for corporations. For its tax year ended October 31, 2006 the Fund designates 99.17%, or the maximum amount allowable, of its dividend distributions as qualified dividend income. Your actual amount of qualified dividend income for the calendar year will be reported in your Form 1099-DIV. You should consult your tax advisor regarding treatment of the amounts. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDER For its tax year ended October 31, 2006, the Fund designates 0%, or the maximum amount allowable, of its dividend distributions as qualified interest income exempt from U.S. income tax for non-resident alien shareholders. Your actual amount of qualified interest income for the calendar year will be reported in your Form 1042-S mailing. You should consult your tax advisor regarding treatment of the amounts. The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended January 31, 2006, April 30, 2006, July 31, 2006 and October 31, 2006 are 32.57%, 30.64%, 30.99% and 35.29%, respectively. F-16 AIM Trimark Endeavor Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-17 TRUSTEES AND OFFICERS--(CONTINUED) AIM Trimark Endeavor Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers AIM Funds Management, Suite 100 11 Greenway Plaza Inc. LLP Inc. Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street 5140 Yonge St. Houston, TX 77046-1173 Suite 100 Suite 2900 Suite 900 Houston, TX 77046-1173 Houston, TX 77002-5678 Toronto, Canada M2N 6X7 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-18 [eDelivery GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent send you an e-mail notification containing links to these quarter-end. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. Mutual funds distributed by A I M Distributors, Inc. WHY SIGN UP? A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment Register for eDelivery to: Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary o reduce the amount of paper you receive. of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets o gain access to your documents faster by not waiting for under management as of October 31, 2006. the mail. 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OUR SOLUTIONS.]--Registered Trademark-- - ------------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management [AIM INVESTMENTS LOGO APPEARS HERE] Plans Accounts -- Registered Trademark -- - ------------------------------------------------------------------------------------ </Table> INTERNATIONAL/ AIM TRIMARK FUND GLOBAL EQUITY Annual Report to Shareholders o October 31, 2006 International/Global Blend Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments .......... F-1 Financial Statements ............. F-3 Notes to Financial Statements .... F-5 Financial Highlights ............. F-12 Auditor's Report ................. F-17 [COVER GLOBE IMAGE] Tax Disclosures .................. F-18 Trustees and Officers ............ F-19 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Trimark Fund AIM TRIMARK FUND SEEKS LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES o Because a large percentage of the o Industry classifications used in this Fund's assets may be invested in a report are generally according to the o Class B shares are not available as an limited number of securities, a change Global Industry Classification Standard, investment for retirement plans in the value of these securities could which was developed by and is the maintained pursuant to Section 401 of significantly affect the value of your exclusive property and a service mark of the Internal Revenue Code, including investment in the Fund. Morgan Stanley Capital International 401(k) plans, money purchase pension Inc. and Standard & Poor's. plans and profit sharing plans. Plans ABOUT INDEXES USED IN THIS REPORT that had existing accounts invested in The Fund provides a complete list of its Class B shares prior to September 30, o The unmanaged LIPPER GLOBAL MULTI-CAP holdings four times in each fiscal year, 2003, will continue to be allowed to CORE FUNDS INDEX represents an average at the quarter-ends. For the second and make additional purchases. of the performance of the 10 largest fourth quarters, the lists appear in the global multi-capitalization core funds Fund's semiannual and annual reports to o Class R shares are available only to tracked by Lipper Inc., an independent shareholders. For the first and third certain retirement plans. Please see the mutual fund performance monitor. quarters, the Fund files the lists with prospectus for more information. the Securities and Exchange Commission o The unmanaged MSCI WORLD (SEC) on Form N-Q. The most recent list PRINCIPAL RISKS OF INVESTING IN THE FUND INDEX--Service Mark-- is a group of of portfolio holdings is available at global securities tracked by Morgan AIMinvestments.com. From our home page, o Foreign securities have additional Stanley Capital International. click on Products & Performance, then risks, including exchange rate changes, Mutual Funds, then Fund Overview. Select political and economic upheaval, the o The Fund is not managed to track the your Fund from the drop-down menu and relative lack of information about the performance of any particular index, click on Complete Quarterly Holdings. companies, relatively low market including the indexes defined here, and Shareholders can also look up the Fund's liquidity and the potential lack of consequently, the performance of the Forms N-Q on the SEC Web site at strict financial and accounting controls Fund may deviate significantly from the sec.gov. Copies of the Fund's Forms N-Q and standards. performance of the index. may be reviewed and copied at the SEC Public Reference Room in Washington, o Investing in emerging markets involves o A direct investment cannot be made in D.C. You can obtain information on the greater risk than investing in more an index. Unless otherwise indicated, operation of the Public Reference Room, established markets. Risks for emerging index results include reinvested including information about duplicating markets include, for instance, risks dividends, and they do not reflect sales fee charges, by calling 202-942-8090 or relating to the relatively smaller size charges. Performance of an index of 800-732-0330, or by electronic request and lesser liquidity of these markets, funds reflects fund expenses; at the following e-mail address: high inflation rates, adverse political performance of a market index does not. publicinfo@sec.gov. The SEC file numbers developments and lack of timely for the Fund are 811-05426 and information. OTHER INFORMATION 033-19338. o Prices of equity securities change in o The returns shown in the management's A description of the policies and response to many factors including the discussion of Fund performance are based procedures that the Fund uses to historical and prospective earnings of on net asset values calculated for determine how to vote proxies relating the issuer, the value of its assets, shareholder transactions. Generally to portfolio securities is available general economic conditions, interest accepted accounting principles require without charge, upon request, from our rates, investor perceptions and market adjustments to be made to the net assets Client Services department at liquidity. of the Fund at period end for financial 800-959-4246 or on the AIM Web site, reporting purposes, and as such, the net AIMinvestments.com. On the home page, o The value of convertible securities in asset values for shareholder scroll down and click on AIM Funds Proxy which the Fund invests may be affected transactions and the returns based on Policy. The information is also by market interest rates, the risk that those net asset values may differ from available on the SEC Web site, sec.gov. the issuer may default on interest or the net asset values and returns principal payments and the value of the reported in the Financial Highlights. Information regarding how the Fund voted underlying common stock into which these proxies related to its portfolio securities may be converted. securities during the 12 months ended June 30, 2006, is available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy Voting Activity. Next, select the Fund from the drop-down menu. The information is also available on the SEC Web site, sec.gov. ========================================== FUND NASDAQ SYMBOLS ====================================================================================== Class A Shares ATKAX THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND Class B Shares ATKBX PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND Class C Shares ATKCX EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class R Shares ATKRX ====================================================================================== ========================================== NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIMinvestments.com 2 AIM Trimark Fund Dear Shareholders of The AIM Family of Funds--Registered Trademark-- : We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that many [TAYLOR investors may see the value of their investments increase PHOTO] this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, the U.S. stock market was weak in the second quarter of 2006 Philip Taylor when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments--Registered Trademark-- , we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /S/ PHILIP TAYLOR Philip Taylor President - AIM Funds CEO, AIM Investments December 14, 2006 AIM INVESTMENTS IS A REGISTERED SERVICE MARK OF A I M MANAGEMENT GROUP INC. A I M ADVISORS, INC. AND A I M CAPITAL MANAGEMENT, INC. ARE THE INVESTMENT ADVISORS. A I M DISTRIBUTORS, INC. IS THE DISTRIBUTOR FOR THE RETAIL FUNDS REPRESENTED BY AIM INVESTMENTS. 3 AIM Trimark Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be [CROCKETT positive about AIM's management and strategic direction. PHOTO] Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management Bruce L. Crockett organization in its parent company, AMVESCAP PLC, which is dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /S/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Trimark Fund MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE ====================================================================================== Also central to the Trimark discipline is our adherence to an PERFORMANCE SUMMARY investment horizon of three to five years. We use this long-term approach For the fiscal year ended October 31, 2006, all share classes of AIM Trimark because we believe good business Fund, at net asset value, posted double-digit gains--outperforming the Fund's strategies usually take that amount of broad market, style-specific and peer group indexes. time to implement and to produce strong earnings growth. We also use a Your Fund's outperformance versus its broad market and style-specific index concentrated portfolio approach, was driven by above-market returns from investments in the consumer constructing a portfolio of about 35 to discretionary, information technology and industrials sectors. While all 50 stocks. We believe this allows each sectors contributed positively to the Fund's overall return, holdings in the investment opportunity to materially financial sector detracted from the Fund's relative performance versus the impact the Fund's performance. While the MSCI World Index during the fiscal year. portfolio is concentrated, it is also diversified by business idea/investment Your Fund's long-term performance appears on pages 8 and 9. thesis. FUND VS. INDEXES While efforts are made to manage risk through diversifying by investment ideas, Total returns, 10/31/05-10/31/06, excluding applicable sales charges. If our primary method of attempting to manage sales charges were included, returns would be lower. risk is to purchase businesses that are trading below their estimated intrinsic Class A Shares 27.40% value. Class B Shares 26.42 Class C Shares 26.42 Holdings are considered for sale if a Class R Shares 27.12 more attractive investment opportunity MSCI World Index (Broad Market Index / Style-Specific Index) 21.32 exists. Holdings are also considered for Lipper Global Multi-Cap Core Funds Index (Peer Group Index) 19.86 sale if the original thesis for buying the company changes due to a fundamental SOURCE: LIPPER INC. negative change in management strategy or a fundamental negative change in the competitive environment. MARKET CONDITIONS AND YOUR FUND ====================================================================================== International stocks generally HOW WE INVEST culated to be the true value of the outperformed their U.S. counterparts company based on its future cash flows, during the fiscal year, which aided your We view ourselves as business people management performance and business Fund's absolute returns. However, most buying businesses, and we consider the fundamentals. major U.S. stock market indexes also purchase of a stock as an ownership posted healthy gains as favorable interest in a business. We strive to In conducting a comprehensive economic data and solid corporate develop a proprietary view of a business analysis of a company, we strive to profits overshadowed housing market through in-depth, fundamental research identify U.S. or foreign stocks which concerns and volatility and investor that includes careful financial have: uncertainty regarding interest rates and statement analysis and meetings with oil prices. Within the MSCI World Index, company management teams. We then seek o Sustainable competitive advantages. the to purchase businesses whose stock prices are below what we have cal- o Strong long-term growth prospects. (continued) o High barriers to entry. o Honest and capable management teams. ========================================== ========================================== ========================================== PORTFOLIO COMPOSITION TOP FIVE INDUSTRIES* TOP 10 EQUITY HOLDINGS* By sector 1. Broadcasting & Cable TV 6.3% 1. WPP Group PLC (United Kingdom) 5.0% 2. Packaged Foods & Meats 5.6 2. Cemex S.A. de C.V.-ADR (Mexico) 4.9 [PIE CHART] 3. Advertising 5.0 3. Reed Elsevier PLC 4. Construction Materials 4.9 (United Kingdom) 4.8 Consumer Staples 10.7% 5. Publishing 4.8 4. Grupo Televisa S.A.-ADR Information Technology 8.8% (Mexico) 3.9 Health Care 8.3% Total Net Assets $45.66 million 5. Accor S.A. (France) 3.8 Materials 7.2% 6. Smiths Group PLC Money Market Funds Plus Total Number of Holdings* 39 (United Kingdom) 3.6 Other Assets Less Liabilities 7.0% 7. WellPoint Inc. 3.4 Consumer Discretionary 31.1% 8. ING Groep N.V. (Netherlands) 3.2 Industrials 14.6% 9. Kerry Group PLC-Class A Financials 12.3% (Ireland) 3.1 10. Ryanair Holdings PLC-ADR (Ireland) 3.0 The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ========================================== ========================================== ========================================== 5 AIM Trimark Fund materials sector led for the fiscal year ties, such as crude oil, in the short THE VIEWS AND OPINIONS EXPRESSED IN due to higher prices for many industrial term. As such, we have shied away from MANAGEMENT'S DISCUSSION OF FUND commodities, such as gold, steel and investing in businesses whose fortunes PERFORMANCE ARE THOSE OF A I M ADVISORS, aluminum. Health care and information depend on the prices of commodities. INC. THESE VIEWS AND OPINIONS ARE technology stocks generally trailed Generally, as the price for a commodity SUBJECT TO CHANGE AT ANY TIME BASED ON during the year. rises, consumers will look for FACTORS SUCH AS MARKET AND ECONOMIC substitutes or simply use less of it. At CONDITIONS. THESE VIEWS AND OPINIONS MAY Our investment approach focuses on the same time, higher prices generally NOT BE RELIED UPON AS INVESTMENT ADVICE individual businesses rather than market lead to an increase in supply as OR RECOMMENDATIONS, OR AS AN OFFER FOR A sectors. Therefore, your Fund shares producers of the commodity try to PARTICULAR SECURITY. THE INFORMATION IS little in common with sector and/or capitalize on the higher prices. The NOT A COMPLETE ANALYSIS OF EVERY ASPECT regional weightings of the Fund's combination of falling demand and OF ANY MARKET, COUNTRY, INDUSTRY, indexes. However, if we were to broadly increasing supply often leads to lower SECURITY OR THE FUND. STATEMENTS OF FACT categorize businesses with which we had prices for the commodity. We believe ARE FROM SOURCES CONSIDERED RELIABLE, the most success during the fiscal year, this pattern may recur in the current BUT A I M ADVISORS, INC. MAKES NO companies in the consumer discretionary, market cycle. REPRESENTATION OR WARRANTY AS TO THEIR information technology and industrials COMPLETENESS OR ACCURACY. ALTHOUGH sectors were the largest contributors to The Fund's underweight position in HISTORICAL PERFORMANCE IS NO GUARANTEE overall Fund performance. In terms of financials stocks also hurt performance OF FUTURE RESULTS, THESE INSIGHTS MAY regions, our investments in European relative to the MSCI World Index, as HELP YOU UNDERSTAND OUR INVESTMENT companies benefited Fund performance the this sector performed very well during MANAGEMENT PHILOSOPHY. most. Although every sector in which we the fiscal year. invested had a positive absolute return, See important Fund and index our holdings in financials stocks Before the close of the fiscal year, disclosures on the inside front cover. generally hindered performance versus we sold our holdings in the MSCI World Index. Our cash position SHERWIN-WILLIAMS, AMERICAN EXPRESS, Tye Bousada also detracted from relative performance NINTENDO, ERICSSON, VULCAN MATERIALS, Chartered Financial during the fiscal year. HARRAH'S ENTERTAINMENT and COSTCO. All [BOUSADA Analyst, portfolio of these companies, with the exception PHOTO] manager, is lead Among the top contributors to Fund of Sherwin-Williams, had become more manager of AIM performance were food services company expensive, and we replaced them with Trimark Fund. Prior COMPASS GROUP, camera equipment and more attractive investment ideas. to joining AIM supply company CANON and surface and Trimark materials science company ENGELHARD. The We also initiated some new positions Investments in 1999, Mr. Bousada worked acquisition of Engelhard by German including HBOS, a leading U.K. mortgage as an investment analyst and portfolio chemical maker BASF (not a Fund holding) and savings provider, BAYERISHE MOTOREN manager at another investment firm. He was completed in June. Engelhard's WERKE (BMW), manufacturer of premium earned an Honors B.A. in business catalyst technology increases the output automobiles and motorcycles, ALK-ABELLO, administration from The University of of refineries by making them more energy a world leader in the production of Western Ontario. efficient. Its catalysts also allow for allergy vaccines, AMERICAN POWER new forms of higher-mileage diesel fuel CONVERSION, a leading provider of global to be produced at lower costs. With the end-to-end backup power products, and Dana Love high cost of energy, the catalysts CISCO SYSTEMS, a worldwide leader in [LOVE Chartered Financial produced by Engelhard have the potential networking solutions for the Internet. PHOTO] Analyst, portfolio to benefit auto and chemical companies. All of these companies were purchased at manager, is co-manager We sold our holdings in Engelhard before a discount to our estimate of their of AIM Trimark Fund. the close of the fiscal year. long-term intrinsic value. He began his investment career in Currency fluctuations also enhanced In general, our buy and sell 1993 and joined AIM Trimark Investments in your Fund's total return as the value of decisions were driven by our discipline 1999. From 1995 to 1997, Mr. Love worked the U.S. dollar depreciated versus of constantly upgrading the growth as an investment specialist at another foreign currencies, including the euro, prospects of the overall portfolio and investment firm. He earned a M.Sc. British pound and Japanese yen. The replacing less attractive business ideas in finance from the London Business School decline in the value of the dollar with stocks that we believe are more in 1998 and a B.A. in sociology from the helped your Fund's performance because attractive. University of Waterloo in 1992. stocks purchased in foreign currencies were worth more when translated into IN CLOSING U.S. dollars. In a market that continues to focus on Although the energy sector performed short-term results, we believe that strongly during most of the fiscal year, shareholders are wise to maintain a we continued to avoid oil, gas and base long-term investment perspective. We metal company stocks. Our avoidance of thank you for your investment in AIM this sector detracted slightly from your Trimark Fund and for sharing our Fund's return relative to the MSCI World long-term investment perspective. Index. We believe that it is extremely For a presentation of your Fund's difficult to accurately forecast the long-term performance, please see pages price of commodi- 8 and 9. 6 AIM Trimark Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE mate the expenses that you paid over the The hypothetical account values and period. Simply divide your account value expenses may not be used to estimate the As a shareholder of the Fund, you incur by $1,000 (for example, an $8,600 actual ending account balance or two types of costs: (1) transaction account value divided by $1,000 = 8.6), expenses you paid for the period. You costs, which may include sales charges then multiply the result by the number may use this information to compare the (loads) on purchase payments or in the table under the heading entitled ongoing costs of investing in the Fund contingent deferred sales charges on "Actual Expenses Paid During Period" to and other funds. To do so, compare this redemptions, and redemption fees, if estimate the expenses you paid on your 5% hypothetical example with the 5% any; and (2) ongoing costs, including account during this period. hypothetical examples that appear in the management fees; distribution and/or shareholder reports of the other funds. service (12b-1) fees; and other Fund HYPOTHETICAL EXAMPLE FOR expenses. This example is intended to COMPARISON PURPOSES Please note that the expenses shown help you understand your ongoing costs in the table are meant to highlight your (in dollars) of investing in the Fund The table below also provides ongoing costs only and do not reflect and to compare these costs with ongoing information about hypothetical account any transaction costs, such as sales costs of investing in other mutual values and hypothetical expenses based charges (loads) on purchase payments, funds. The example is based on an on the Fund's actual expense ratio and contingent deferred sales charges on investment of $1,000 invested at the an assumed rate of return of 5% per year redemptions, and redemption fees, if beginning of the period and held for the before expenses, which is not the Fund's any. Therefore, the hypothetical entire period May 1, 2006, through actual return. The Fund's actual information is useful in comparing October 31, 2006. cumulative total returns at net asset ongoing costs only, and will not help value after expenses for the six months you determine the relative total costs ACTUAL EXPENSES ended October 31, 2006, appear in the of owning different funds. In addition, table "Cumulative Total Returns" on page if these transaction costs were The table below provides information 9. included, your costs would have been about actual account values and actual higher. expenses. You may use the information in this table, together with the amount you invested, to esti- ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,070.70 $10.33 $1,015.22 $10.06 1.98% B 1,000.00 1,066.70 14.22 1,011.44 13.84 2.73 C 1,000.00 1,066.70 14.22 1,011.44 13.84 2.73 R 1,000.00 1,070.30 11.64 1,013.96 11.32 2.23 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 7 AIM Trimark Fund YOUR FUND'S LONG-TERM PERFORMANCE RESULTS OF A $10,000 INVESTMENT Index data from 10/31/03, Fund data from 11/4/03 ==================================================================================================================================== [MOUNTAIN CHART] DATE AIM TRIMARK FUND AIM TRIMARK FUND AIM TRIMARK FUND MSCI WORLD LIPPER GLOBAL MULTI-CAP -CLASS A SHARES -CLASS B SHARES -CLASS C SHARES INDEX CORE FUNDS INDEX 10/31/03 $10000 $10000 11/03 $ 9545 $10090 $10090 10151 10199 12/03 9809 10369 10369 10787 10724 1/04 9950 10509 10509 10960 10937 2/04 10054 10620 10620 11144 11134 3/04 9997 10560 10560 11070 11108 4/04 9931 10480 10480 10843 10884 5/04 9940 10480 10480 10934 10951 6/04 10158 10710 10710 11167 11155 7/04 9629 10140 10140 10802 10789 8/04 9544 10039 10039 10849 10833 9/04 9723 10229 10229 11055 11054 10/04 9808 10309 10309 11325 11364 11/04 10365 10889 10889 11920 11928 12/04 10809 11349 11349 12375 12404 1/05 10648 11179 11179 12097 12247 2/05 10808 11339 11339 12480 12631 3/05 10591 11108 11108 12239 12400 4/05 10374 10868 10868 11971 12178 5/05 10592 11088 11088 12184 12385 6/05 10677 11178 11178 12289 12533 7/05 11064 11578 11578 12718 12992 8/05 11017 11518 11518 12814 13054 9/05 11045 11537 11537 13147 13413 10/05 10809 11287 11287 12828 13134 11/05 11168 11647 11657 13255 13486 12/05 11540 12041 12040 13549 13809 1/06 12028 12527 12526 14154 14334 2/06 11960 12456 12465 14133 14396 3/06 12410 12922 12921 14444 14688 4/06 12861 13378 13377 14882 15056 5/06 12372 12861 12861 14374 14672 6/06 12459 12942 12942 14370 14643 7/06 12287 12750 12759 14459 14724 8/06 12736 13216 13225 14835 15058 9/06 13148 13642 13640 15012 15280 10/06 13776 13973 14273 15563 15743 ==================================================================================================================================== SOURCE: LIPPER INC. Past performance cannot guarantee reporting period and paid the applicable shareholder would pay on Fund comparable future results. contingent deferred sales charges. Index distributions or sale of Fund shares. results include reinvested dividends, Performance of the indexes does not The data shown in the chart include but they do not reflect sales charges. reflect the effects of taxes. reinvested distributions, applicable Performance of an index of funds sales charges, Fund expenses and reflects fund expenses and management management fees. Results for Class B fees; performance of a market index does shares are calculated as if a not. Performance shown in the chart and hypothetical shareholder had liquidated table(s) does not reflect deduction of his entire investment in the Fund at the taxes a close of the 8 AIM Trimark Fund ========================================== ========================================== ========================================== AVERAGE ANNUAL TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding sales charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 7.07% Inception (11/4/03) 11.30% CLASS A SHARES 1 Year 20.35 Inception (11/4/03) 9.89% Class B Shares 6.67 1 Year 12.50 CLASS B SHARES Class C Shares 6.67 Inception (11/4/03) 11.83% CLASS B SHARES 1 Year 21.42 Inception (11/4/03) 10.44% Class R Shares 7.03 1 Year 13.24 CLASS C SHARES ========================================== Inception (11/4/03) 12.63% CLASS C SHARES 1 Year 25.42 Inception (11/4/03) 11.28% 1 Year 17.24 CLASS R SHARES Inception 13.21% CLASS R SHARES 1 Year 27.12 Inception 11.84% 1 Year 18.83 ========================================== ========================================== CLASS R SHARES' INCEPTION DATE IS APRIL REINVESTED DISTRIBUTIONS, CHANGES IN NET SHOWN ARE AT NET ASSET VALUE AND DO NOT 30, 2004. RETURNS SINCE THAT DATE ARE ASSET VALUE AND THE EFFECT OF THE REFLECT A 0.75% CDSC THAT MAY BE IMPOSED HISTORICAL RETURNS. ALL OTHER RETURNS MAXIMUM SALES CHARGE UNLESS OTHERWISE ON A TOTAL REDEMPTION OF RETIREMENT PLAN ARE BLENDED RETURNS OF HISTORICAL CLASS STATED. INVESTMENT RETURN AND PRINCIPAL ASSETS WITHIN THE FIRST YEAR. R SHARE PERFORMANCE AND RESTATED CLASS A VALUE WILL FLUCTUATE SO THAT YOU MAY SHARE PERFORMANCE (FOR PERIODS PRIOR TO HAVE A GAIN OR LOSS WHEN YOU SELL THE PERFORMANCE OF THE FUND'S SHARE THE INCEPTION DATE OF CLASS R SHARES) AT SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO NET ASSET VALUE, ADJUSTED TO REFLECT THE DIFFERENT SALES CHARGE STRUCTURES AND HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS A SHARE PERFORMANCE REFLECTS CLASS EXPENSES. CLASS R SHARES. CLASS A SHARES' THE MAXIMUM 5.50% SALES CHARGE, AND INCEPTION DATE IS NOVEMBER 4, 2003. CLASS B AND CLASS C SHARE PERFORMANCE A REDEMPTION FEE OF 2% WILL BE REFLECTS THE APPLICABLE CONTINGENT IMPOSED ON CERTAIN REDEMPTIONS OR THE PERFORMANCE DATA QUOTED REPRESENT DEFERRED SALES CHARGE (CDSC) FOR THE EXCHANGES OUT OF THE FUND WITHIN 30 DAYS PAST PERFORMANCE AND CANNOT GUARANTEE PERIOD INVOLVED. THE CDSC ON CLASS B OF PURCHASE. EXCEPTIONS TO THE COMPARABLE FUTURE RESULTS; CURRENT SHARES DECLINES FROM 5% BEGINNING AT THE REDEMPTION FEE ARE LISTED IN THE FUND'S PERFORMANCE MAY BE LOWER OR HIGHER. TIME OF PURCHASE TO 0% AT THE BEGINNING PROSPECTUS. PLEASE VISIT AIMINVESTMENTS.COM FOR THE OF THE SEVENTH YEAR. THE CDSC ON CLASS C MOST RECENT MONTH-END PERFORMANCE. SHARES IS 1% FOR THE FIRST YEAR AFTER HAD THE ADVISOR NOT WAIVED FEES PERFORMANCE FIGURES REFLECT PURCHASE. CLASS R SHARES DO NOT HAVE A AND/OR REIMBURSED EXPENSES IN THE PAST, FRONT-END SALES CHARGE; RETURNS PERFORMANCE WOULD HAVE BEEN LOWER. 9 AIM Trimark Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees of AIM Investment funds. Based on this review and after Based on this review, the Board Funds (the "Board") oversees the taking account of all of the other concluded that the advisory fee rate for management of AIM Trimark Fund (the factors that the Board considered in the Fund under the Advisory Agreement "Fund") and, as required by law, determining whether to continue the was fair and reasonable. determines annually whether to approve Advisory Agreement for the Fund, the the continuance of the Fund's advisory Board concluded that no changes should o Fees relative to those of comparable agreement with A I M Advisors, Inc. be made to the Fund and that it was not funds with other advisors. The Board ("AIM"). Based upon the recommendation necessary to change the Fund's portfolio reviewed the advisory fee rate for the of the Investments Committee of the management team at this time. However, Fund under the Advisory Agreement. The Board, at a meeting held on June 27, due to the Fund's under-performance, the Board compared effective contractual 2006, the Board, including all of the Board also concluded that it would be advisory fee rates at a common asset independent trustees, approved the appropriate for the Board to continue to level at the end of the past calendar continuance of the advisory agreement closely monitor and review the year and noted that the Fund's rate was (the "Advisory Agreement") between the performance of the Fund. Although the below the median rate of the funds Fund and AIM for another year, effective independent written evaluation of the advised by other advisors with July 1, 2006. Fund's Senior Officer (discussed below) investment strategies comparable to only considered Fund performance through those of the Fund that the Board The Board considered the factors the most recent calendar year, the Board reviewed. The Board noted that AIM has discussed below in evaluating the also reviewed more recent Fund agreed to waive advisory fees of the fairness and reasonableness of the performance, which did not change their Fund and to limit the Fund's total Advisory Agreement at the meeting on conclusions. operating expenses, as discussed below. June 27, 2006 and as part of the Board's Based on this review, the Board ongoing oversight of the Fund. In their o The performance of the Fund relative concluded that the advisory fee rate for deliberations, the Board and the to indices. The Board reviewed the the Fund under the Advisory Agreement independent trustees did not identify performance of the Fund during the past was fair and reasonable. any particular factor that was one and two calendar years against the controlling, and each trustee attributed performance of the Lipper Global o Expense limitations and fee waivers. different weights to the various Multi-Cap Growth Index. The Board noted The Board noted that AIM has factors. that the Fund's performance in such contractually agreed to waive advisory periods was below the performance of fees of the Fund through June 30, 2007 One responsibility of the independent such Index. Based on this review and to the extent necessary so that the Senior Officer of the Fund is to manage after taking account of all of the other advisory fees payable by the Fund do not the process by which the Fund's proposed factors that the Board considered in exceed a specified maximum advisory fee management fees are negotiated to ensure determining whether to continue the rate, which maximum rate includes that they are negotiated in a manner Advisory Agreement for the Fund, the breakpoints and is based on net asset which is at arms' length and reasonable. Board concluded that no changes should levels. The Board considered the To that end, the Senior Officer must be made to the Fund and that it was not contractual nature of this fee waiver either supervise a competitive bidding necessary to change the Fund's portfolio and noted that it remains in effect process or prepare an independent management team at this time. However, until June 30, 2007. The Board also written evaluation. The Senior Officer due to the Fund's under-performance, the noted that AIM has contractually agreed has recommended an independent written Board also concluded that it would be to waive fees and/or limit expenses of evaluation in lieu of a competitive appropriate for the Board to continue to the Fund through June 30, 2007 so that bidding process and, upon the direction closely monitor and review the total annual operating expenses are of the Board, has prepared such an performance of the Fund. Although the limited to a specified percentage of independent written evaluation. Such independent written evaluation of the average daily net assets for each class written evaluation also considered Fund's Senior Officer (discussed below) of the Fund. The Board considered the certain of the factors discussed below. only considered Fund performance through contractual nature of this fee In addition, as discussed below, the the most recent calendar year, the Board waiver/expense limitation and noted that Senior Officer made a recommendation to also reviewed more recent Fund it remains in effect until June 30, the Board in connection with such performance, which did not change their 2007. The Board considered the effect written evaluation. conclusions. these fee waivers/expense limitations would have on the Fund's estimated The discussion below serves as a o Meeting with the Fund's portfolio expenses for the Fund. summary of the Senior Officer's managers and investment personnel. With independent written evaluation and respect to the Fund, the Board is o Breakpoints and economies of scale. recommendation to the Board in meeting periodically with such Fund's The Board reviewed the structure of the connection therewith, as well as a portfolio managers and/or other Fund's advisory fee under the Advisory discussion of the material factors and investment personnel and believes that Agreement, noting that it includes one the conclusions with respect thereto such individuals are competent and able breakpoint. The Board reviewed the level that formed the basis for the Board's to continue to carry out their of the Fund's advisory fees, and noted approval of the Advisory Agreement. responsibilities under the Advisory that such fees, as a percentage of the After consideration of all of the Agreement. Fund's net assets, would decrease as net factors below and based on its informed assets increase because the Advisory business judgment, the Board determined o Overall performance of AIM. The Board Agreement includes a breakpoint. The that the Advisory Agreement is in the considered the overall performance of Board noted that, due to the Fund's best interests of the Fund and its AIM in providing investment advisory and asset levels at the end of the past shareholders and that the compensation portfolio administrative services to the calendar year and the way in which the to AIM under the Advisory Agreement is Fund and concluded that such performance advisory fee breakpoint has been fair and reasonable and would have been was satisfactory. structured, the Fund has yet to benefit obtained through arm's length from the breakpoint. The Board noted negotiations. o Fees relative to those clients of AIM that AIM has contractually agreed to with comparable investment strategies. waive advisory fees of the Fund through Unless otherwise stated, information The Board reviewed the effective June 30, 2007 to the extent necessary so presented below is as of June 27, 2006 advisory fee rate (before waivers) for that the advisory fees payable by the and does not reflect any changes that the Fund under the Advisory Agreement. Fund do not exceed a specified maximum may have occurred since June 27, 2006, The Board noted that this rate was (i) advisory fee rate, which maximum rate including but not limited to changes to below the effective advisory fee rate includes breakpoints and is based on net the Fund's performance, advisory fees, (before waivers) for one mutual fund asset levels. The Board concluded that expense limitations and/or fee waivers. advised by AIM with investment the Fund's fee levels under the Advisory strategies comparable to those of the Agreement therefore would reflect o The nature and extent of the advisory Fund; (ii) comparable to the effective economies of scale at higher asset services to be provided by AIM. The advisory fee rate (before waivers) for levels and that it was not necessary to Board reviewed the services to be one variable insurance fund advised by change the advisory fee breakpoints in provided by AIM under the Advisory AIM and offered to insurance company the Fund's advisory fee schedule. Agreement. Based on such review, the separate accounts with investment Board concluded that the range of strategies comparable to those of the o Investments in affiliated money market services to be provided by AIM under the Fund; (iii) above the effective funds. The Board also took into account Advisory Agreement was appropriate and sub-advisory fee rates for two offshore the fact that uninvested cash and cash that AIM currently is providing services funds advised and sub-advised by AIM collateral from securities lending in accordance with the terms of the affiliates with investment strategies arrangements, if any, (collectively, Advisory Agreement. comparable to those of the Fund, "cash balances") of the Fund may be although the total advisory fees for one invested in money market funds advised o The quality of services to be provided such offshore fund were the same as by AIM pursuant to the terms of an SEC by AIM. The Board reviewed the those for the Fund; (iv) above the exemptive order. The Board found that credentials and experience of the effective sub-advisory fee rates for two the Fund may realize certain benefits officers and employees of AIM who will Canadian mutual funds advised by an AIM upon investing cash balances in AIM provide investment advisory services to affiliate and sub-advised by AIM with advised money market funds, including a the Fund. In reviewing the investment strategies comparable to higher net return, increased liquidity, qualifications of AIM to provide those of the Fund, although the total increased diversification or decreased investment advisory services, the Board advisory fees for one such Canadian transaction costs. The Board also found considered such issues as AIM's mutual fund were above those for the that the Fund will not receive reduced portfolio and product review process, Fund; (v) above the effective services if it invests its cash balances various back office support functions sub-advisory fee rates for three in such money market funds. The Board provided by AIM and AIM's equity and collective trust funds sub-advised by an noted that, to the extent the Fund fixed income trading operations. Based AIM affiliate with investment strategies invests uninvested cash in affiliated on the review of these and other comparable to those of the Fund, money market funds, AIM has voluntarily factors, the Board concluded that the although the total advisory fees for agreed to waive a portion of the quality of services to be provided by such collective trust funds were advisory fees it receives from the Fund AIM was appropriate and that AIM comparable to those for the Fund; and attributable to such investment. The currently is providing satisfactory (vi) above the effective sub-advisory Board further determined that the services in accordance with the terms of fee rates for three mutual funds proposed securities lending program and the Advisory Agreement. sub-advised by an AIM affiliate with related procedures with respect to the investment strategies comparable to lending Fund is in the best interests of o The performance of the Fund relative those of the Fund. The Board noted that the lending Fund and its respective to comparable funds. The Board reviewed AIM has agreed to waive advisory fees of shareholders. The Board therefore the performance of the Fund during the the Fund and to limit the Fund's total concluded that the investment of cash past one and two calendar years against operating expenses, as discussed below. collateral received in connection the performance of funds advised by other advisors with investment (continued) strategies comparable to those of the Fund. The Board noted that the Fund's performance in such periods was below the median performance of such comparable 10 AIM Trimark Fund with the securities lending program in the steps that AIM and its affiliates the Fund's Senior Officer (discussed the money market funds according to the have taken over the last several years, below) only considered Fund performance procedures is in the best interests of and continue to take, in order to through the most recent calendar year, the lending Fund and its respective improve the quality and efficiency of the Board also reviewed more recent Fund shareholders. the services they provide to the Funds performance, which did not change their in the areas of investment performance, conclusions. o Independent written evaluation and product line diversification, recommendations of the Fund's Senior distribution, fund operations, o The performance of the Fund relative Officer. The Board noted that, upon shareholder services and compliance. The to indices. The Board reviewed the their direction, the Senior Officer of Board concluded that these steps taken performance of the Fund during the past the Fund, who is independent of AIM and by AIM have improved, and are likely to one and two calendar years against the AIM's affiliates, had prepared an continue to improve, the quality and performance of the Lipper Global independent written evaluation in order efficiency of the services AIM and its Multi-Cap Growth Index. The Board noted to assist the Board in determining the affiliates provide to the Fund in each that the Fund's performance in such reasonableness of the proposed of these areas, and support the Board's periods was below the performance of management fees of the AIM Funds, approval of the continuance of the such Index. Based on this review and including the Fund. The Board noted that Advisory Agreement for the Fund. after taking account of all of the other the Senior Officer's written evaluation factors that the Board considered in had been relied upon by the Board in APPROVAL OF SUB-ADVISORY AGREEMENT determining whether to continue the this regard in lieu of a competitive Advisory Agreement for the Fund, the bidding process. In determining whether The Board oversees the management of the Board concluded that no changes should to continue the Advisory Agreement for Fund and, as required by law, determines be made to the Fund and that it was not the Fund, the Board considered the annually whether to approve the necessary to change the Fund's portfolio Senior Officer's written evaluation and continuance of the Fund's sub-advisory management team at this time. However, the recommendation made by the Senior agreement. Based upon the recommendation due to the Fund's under-performance, the Officer to the Board that the Board of the Investments Committee of the Board also concluded that it would be consider whether the advisory fee Board, at a meeting held on June 27, appropriate for the Board to continue to waivers for certain equity AIM Funds, 2006, the Board, including all of the closely monitor and review the including the Fund, should be independent trustees, approved the performance of the Fund. Although the simplified. The Board concluded that it continuance of the sub-advisory independent written evaluation of the would be advisable to consider this agreement (the "Sub-Advisory Agreement") Fund's Senior Officer (discussed below) issue and reach a decision prior to the between AIM Funds Management Inc. (the only considered Fund performance through expiration date of such advisory fee "Sub-Advisor") and AIM with respect to the most recent calendar year, the Board waivers. the Fund for another year, effective also reviewed more recent Fund July 1, 2006. performance, which did not change their o Profitability of AIM and its conclusions. affiliates. The Board reviewed The Board considered the factors information concerning the profitability discussed below in evaluating the o Meetings with the Fund's portfolio of AIM's (and its affiliates') fairness and reasonableness of the managers and investment personnel. The investment advisory and other activities Sub-Advisory Agreement at the meeting on Board is meeting periodically with the and its financial condition. The Board June 27, 2006 and as part of the Board's Fund's portfolio managers and/or other considered the overall profitability of ongoing oversight of the Fund. In their investment personnel and believes that AIM, as well as the profitability of AIM deliberations, the Board and the such individuals are competent and able in connection with managing the Fund. independent trustees did not identify to continue to carry out their The Board noted that AIM's operations any particular factor that was responsibilities under the Sub-Advisory remain profitable, although increased controlling, and each trustee attributed Agreement. expenses in recent years have reduced different weights to the various AIM's profitability. Based on the review factors. o Overall performance of the of the profitability of AIM's and its Sub-Advisor. The Board considered the affiliates' investment advisory and The discussion below serves as a overall performance of the Sub-Advisor other activities and its financial discussion of the material factors and in providing investment advisory condition, the Board concluded that the the conclusions with respect thereto services to the Fund and concluded that compensation to be paid by the Fund to that formed the basis for the Board's such performance was satisfactory. AIM under its Advisory Agreement was not approval of the Sub-Advisory Agreement. excessive. After consideration of all of the o Fees relative to those clients of the factors below and based on its informed Sub-Advisor with comparable investment o Benefits of soft dollars to AIM. The business judgment, the Board determined strategies. The Board reviewed the Board considered the benefits realized that the Sub-Advisory Agreement is in sub-advisory fee rate for the Fund under by AIM as a result of brokerage the best interests of the Fund and its the Sub-Advisory Agreement and the transactions executed through "soft shareholders and that the compensation sub-advisory fees paid thereunder. The dollar" arrangements. Under these to the Sub-Advisor under the Sub- Board noted that this rate was (i) the arrangements, brokerage commissions paid Advisory Agreement is fair and same as the sub-advisory fee rate for by the Fund and/or other funds advised reasonable. one offshore fund sub-advised by the by AIM are used to pay for research and Sub-Advisor with investment strategies execution services. This research may be Unless otherwise stated, information comparable to those of the Fund; (ii) used by AIM in making investment presented below is as of June 27, 2006 comparable to the sub-advisory fee rates decisions for the Fund. The Board and does not reflect any changes that for three collective trust funds concluded that such arrangements were may have occurred since June 27, 2006, sub-advised by the Sub-Advisor with appropriate. including but not limited to changes to investment strategies comparable to the Fund's performance. those of the Fund; and (iii) below the o AIM's financial soundness in light of sub-advisory fee rates for three mutual the Fund's needs. The Board considered o The nature and extent of the advisory funds sub-advised by the Sub-Advisor whether AIM is financially sound and has services to be provided by the with investment strategies comparable to the resources necessary to perform its Sub-Advisor. The Board reviewed the those of the Fund. The Board noted that obligations under the Advisory services to be provided by the AIM has agreed to waive advisory fees of Agreement, and concluded that AIM has Sub-Advisor under the Sub-Advisory the Fund and to limit the Fund's total the financial resources necessary to Agreement. Based on such review, the operating expenses. The Board also fulfill its obligations under the Board concluded that the range of considered the services to be provided Advisory Agreement. Although the services to be provided by the by the Sub-Advisor pursuant to the independent written evaluation of the Sub-Advisor under the Sub-Advisory Sub-Advisory Agreement and the services Fund's Senior Officer (discussed below) Agreement was appropriate and that the to be provided by AIM pursuant to the only considered Fund performance through Sub-Advisor currently is providing Advisory Agreement, as well as the the most recent calendar year, the Board services in accordance with the terms of allocation of fees between AIM and the also reviewed more recent Fund the Sub-Advisory Agreement. Sub-Advisor pursuant to the Sub-Advisory performance, which did not change their Agreement. The Board noted that the conclusions. o The quality of services to be provided sub-advisory fees have no direct effect by the Sub-Advisor. The Board reviewed on the Fund or its shareholders, as they o Historical relationship between the the credentials and experience of the are paid by AIM to the Sub-Advisor, and Fund and AIM. In determining whether to officers and employees of the that AIM and the Sub-Advisor are continue the Advisory Agreement for the Sub-Advisor who will provide investment affiliates. Based on this review, the Fund, the Board also considered the advisory services to the Fund. Based on Board concluded that the sub-advisory prior relationship between AIM and the the review of these and other factors, fee rate under the Sub-Advisory Fund, as well as the Board's knowledge the Board concluded that the quality of Agreement was fair and reasonable. of AIM's operations, and concluded that services to be provided by the it was beneficial to maintain the Sub-Advisor was appropriate, and that o Profitability of AIM and its current relationship, in part, because the Sub-Advisor currently is providing affiliates. The Board reviewed of such knowledge. The Board also satisfactory services in accordance with information concerning the profitability reviewed the general nature of the the terms of the Sub-Advisory Agreement. of AIM's (and its affiliates') non-investment advisory services investment advisory and other activities currently performed by AIM and its o The performance of the Fund relative and its financial condition. The Board affiliates, such as administrative, to comparable funds. The Board reviewed considered the overall profitability of transfer agency and distribution the performance of the Fund during the AIM, as well as the profitability of AIM services, and the fees received by AIM past one and two calendar years against in connection with managing the Fund. and its affiliates for performing such the performance of funds advised by The Board noted that AIM's operations services. In addition to reviewing such other advisors with investment remain profitable, although increased services, the trustees also considered strategies comparable to those of the expenses in recent years have reduced the organizational structure employed by Fund. The Board noted that the Fund's AIM's profitability. Based on the review AIM and its affiliates to provide those performance in such periods was below of the profitability of AIM's and its services. Based on the review of these the median performance of such affiliates' investment advisory and and other factors, the Board concluded comparable funds. Based on this review other activities and its financial that AIM and its affiliates were and after taking account of all of the condition, the Board concluded that the qualified to continue to provide other factors that the Board considered compensation to be paid by the Fund to non-investment advisory services to the in determining whether to continue the AIM under its Advisory Agreement was not Fund, including administrative, transfer Advisory Agreement for the Fund, the excessive. agency and distribution services, and Board concluded that no changes should that AIM and its affiliates currently be made to the Fund and that it was not o The Sub-Advisor's financial soundness are providing satisfactory necessary to change the Fund's portfolio in light of the Fund's needs. The Board non-investment advisory services. management team at this time. However, considered whether the Sub-Advisor is Although the independent written due to the Fund's under-performance, the financially sound and has the resources evaluation of the Fund's Senior Officer Board also concluded that it would be necessary to perform its obligations (discussed below) only considered Fund appropriate for the Board to continue to under the Sub-Advisory Agreement, and performance through the most recent closely monitor and review the concluded that the Sub-Advisor has the calendar year, the Board also reviewed performance of the Fund. Although the financial resources necessary to fulfill more recent Fund performance, which did independent written evaluation of its obligations under the Sub-Advisory not change their conclusions. Agreement. o Other factors and current trends. The Board considered 11 Supplement to Annual Report dated 10/31/06 AIM Trimark Fund =================================== Institutional Class Shares AVERAGE ANNUAL TOTAL RETURNS A REDEMPTION FEE OF 2% WILL BE IMPOSED For periods ended 10/31/06 ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF The following information has been prepared to THE FUND WITHIN 30 DAYS OF PURCHASE. provide Institutional Class shareholders with Inception 13.76% EXCEPTIONS TO THE REDEMPTION FEE ARE LISTED a performance overview specific to their 1 Year 27.87 IN THE FUND'S PROSPECTUS. holdings. Institutional Class shares are 6 Months* 7.32 offered exclusively to institutional HAD THE ADVISOR NOT WAIVED FEES AND/OR investors, including defined contribution =================================== REIMBURSED EXPENSES IN THE PAST, PERFORMANCE plans that meet certain criteria. WOULD HAVE BEEN LOWER. AVERAGE ANNUAL TOTAL RETURNS For periods ended 9/30/06,most PLEASE NOTE THAT PAST PERFORMANCE IS NOT recent calendar quarter-end INDICATIVE OF FUTURE RESULTS. MORE RECENT RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. Inception 12.40% ALL RETURNS ASSUME REINVESTMENT OF 1 Year 19.65 DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND 6 Months* 6.21 PRINCIPAL VALUE WILL FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR *Cumulative total return that has LESS THAN THEIR ORIGINAL COST. SEE FULL not been annualized REPORT FOR INFORMATION ON COMPARATIVE BENCHMARKS. PLEASE CONSULT YOUR FUND =================================== PROSPECTUS FOR MORE INFORMATION. FOR THE MOST CURRENT MONTH-END PERFORMANCE, PLEASE CALL INSTITUTIONAL CLASS SHARES' 800-451-4246 OR VISIT AIMINVESTMENTS.COM. INCEPTION DATE IS APRIL 30, 2004. RETURNS SINCE THAT DATE ARE HISTORICAL RETURNS. ALL OTHER RETURNS ARE BLENDED RETURNS OF HISTORICAL INSTITUTIONAL CLASS SHARE PERFORMANCE AND RESTATED CLASS A SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE INCEPTION DATE OF INSTITUTIONAL CLASS SHARES) AT NET ASSET VALUE (NAV) AND REFLECT THE HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS A SHARES. CLASS A SHARES' INCEPTION DATE IS NOVEMBER 4, 2003. INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NAV. PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. ============================================== NASDAQ SYMBOL ATKIX ============================================== Over for information on your Fund's expenses. ================================================================================ THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ================================================================================ FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public,nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM T-TRI-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur ongo- value divided by $1,000 = 8.6), actual ending account balance or expenses you ing costs, including management fees and other then multiply the result by the paid for the period. You may use this Fund expenses. This example is intended to number in the table under the information to compare the ongoing costs of help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to com- Paid During Period" to estimate so, compare this 5% hypothetical example with pare these costs with ongoing costs of the expenses you paid on your the 5% hypothetical examples that appear in investing in other mutual funds. The example account during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,073.20 $8.57 $1,016.94 $8.34 1.64% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period. ==================================================================================================================================== AIMINVESTMENTS.COM T-TRI-INS-1 A I M Distributors, Inc. AIM Trimark Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ---------------------------------------------------------------------- FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-66.67% AUSTRIA-2.30% Wienerberger A.G. (Building Products) 20,200 $ 1,050,112 ====================================================================== DENMARK-0.74% Alk-Abello A.S. (Pharmaceuticals)(a)(b) 2,200 336,504 ====================================================================== FINLAND-1.97% Nokian Renkaat Oyj (Tires & Rubber)(a) 47,100 901,368 ====================================================================== FRANCE-3.78% Accor S.A. (Hotels, Resorts & Cruise Lines)(a) 24,900 1,727,930 ====================================================================== GERMANY-4.10% Adidas A.G. (Apparel, Accessories & Luxury Goods) 23,200 1,162,541 - ---------------------------------------------------------------------- Bayerische Motoren Werke A.G. (Automobile Manufacturers)(a) 12,400 711,688 ====================================================================== 1,874,229 ====================================================================== IRELAND-7.38% Anglo Irish Bank Corp. PLC (Diversified Banks)(a) 33,219 595,655 - ---------------------------------------------------------------------- Kerry Group PLC-Class A (Packaged Foods & Meats)(a) 58,300 1,408,800 - ---------------------------------------------------------------------- Ryanair Holdings PLC-ADR (Airlines)(b) 20,400 1,363,128 ====================================================================== 3,367,583 ====================================================================== JAPAN-2.37% Canon Inc. (Office Electronics)(a) 20,300 1,079,876 ====================================================================== MEXICO-11.04% Cemex S.A. de C.V.-ADR (Construction Materials)(b) 72,606 2,231,909 - ---------------------------------------------------------------------- Grupo Modelo, S.A. de C.V.-Series C (Brewers) 211,300 1,016,495 - ---------------------------------------------------------------------- Grupo Televisa S.A.-ADR (Broadcasting & Cable TV) 72,600 1,791,768 ====================================================================== 5,040,172 ====================================================================== NETHERLANDS-5.56% ING Groep N.V. (Other Diversified Financial Services)(a) 32,500 1,439,945 - ---------------------------------------------------------------------- Vedior N.V. (Human Resource & Employment Services)(a) 60,168 1,100,130 ====================================================================== 2,540,075 ====================================================================== SWITZERLAND-4.29% Nestle S.A. (Packaged Foods & Meats)(a) 3,300 1,126,596 - ---------------------------------------------------------------------- Schindler Holding A.G. (Industrial Machinery) 4,200 241,379 - ---------------------------------------------------------------------- Schindler Holding A.G.-Participation Ctfs. (Industrial Machinery)(a) 10,300 590,869 ====================================================================== 1,958,844 ====================================================================== </Table> <Table> SHARES VALUE - ---------------------------------------------------------------------- <Caption> UNITED KINGDOM-23.14% Compass Group PLC (Restaurants)(a) 90,900 $ 486,012 - ---------------------------------------------------------------------- HBOS PLC (Diversified Banks)(a) 65,763 1,361,365 - ---------------------------------------------------------------------- Reed Elsevier PLC (Publishing)(a) 193,700 2,203,896 - ---------------------------------------------------------------------- Smiths Group PLC (Industrial Conglomerates)(a) 90,000 1,621,680 - ---------------------------------------------------------------------- Tesco PLC (Food Retail) 178,441 1,339,415 - ---------------------------------------------------------------------- Willis Group Holdings Ltd. (Insurance Brokers) 33,500 1,274,005 - ---------------------------------------------------------------------- WPP Group PLC (Advertising)(a) 178,200 2,281,465 ====================================================================== 10,567,838 ====================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $24,206,920) 30,444,531 ====================================================================== DOMESTIC COMMON STOCKS-26.27% APPAREL RETAIL-2.10% Ross Stores, Inc. 32,500 956,475 ====================================================================== ASSET MANAGEMENT & CUSTODY BANKS-2.08% State Street Corp. 14,800 950,604 ====================================================================== AUTO PARTS & EQUIPMENT-1.89% BorgWarner, Inc. 15,000 862,500 ====================================================================== BROADCASTING & CABLE TV-2.40% Clear Channel Communications, Inc. 31,500 1,097,775 ====================================================================== COMMUNICATIONS EQUIPMENT-0.48% Cisco Systems, Inc.(b) 9,100 219,583 ====================================================================== DATA PROCESSING & OUTSOURCED SERVICES-0.09% CheckFree Corp.(b) 1,000 39,480 ====================================================================== ELECTRICAL COMPONENTS & EQUIPMENT-1.53% American Power Conversion Corp. 23,100 698,313 ====================================================================== ELECTRONIC MANUFACTURING SERVICES-1.70% Molex Inc.-Class A 26,200 774,210 ====================================================================== HEALTH CARE EQUIPMENT-2.70% Kinetic Concepts, Inc.(b) 35,400 1,230,504 ====================================================================== HEALTH CARE TECHNOLOGY-1.48% IMS Health Inc. 24,300 676,755 ====================================================================== MANAGED HEALTH CARE-3.41% WellPoint Inc.(b) 20,400 1,556,928 ====================================================================== SEMICONDUCTORS-2.02% Altera Corp.(b) 50,100 923,844 ====================================================================== </Table> F-1 AIM Trimark Fund <Table> <Caption> SHARES VALUE - ---------------------------------------------------------------------- SPECIALTY CHEMICALS-2.25% Sigma-Aldrich Corp. 13,700 $ 1,029,007 ====================================================================== SYSTEMS SOFTWARE-2.14% Oracle Corp.(b) 52,900 977,063 ====================================================================== Total Domestic Common Stocks (Cost $10,084,033) 11,993,041 ====================================================================== </Table> <Table> SHARES VALUE - ---------------------------------------------------------------------- <Caption> MONEY MARKET FUNDS-5.49% Liquid Assets Portfolio-Institutional Class(c) 1,252,761 $ 1,252,761 - ---------------------------------------------------------------------- Premier Portfolio-Institutional Class(c) 1,252,761 1,252,761 ====================================================================== Total Money Market Funds (Cost $2,505,522) 2,505,522 ====================================================================== TOTAL INVESTMENTS-98.43% (Cost $36,796,475) 44,943,094 ====================================================================== OTHER ASSETS LESS LIABILITIES-1.57% 718,817 ====================================================================== NET ASSETS-100.00% $45,661,911 ______________________________________________________________________ ====================================================================== </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt Ctfs. - Certificates </Table> Notes to Schedule of Investments: (a) In accordance with the procedures established by the Board of Trustees, the foreign security is fair valued using adjusted closing market prices. The aggregate value of these securities at October 31, 2006 was $18,973,779, which represented 41.55% of the Fund's Net Assets. See Note 1A. (b) Non-income producing security. (c) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM Trimark Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $34,290,953) $42,437,572 - ----------------------------------------------------------- Investments in affiliated money market funds (cost $2,505,522) 2,505,522 =========================================================== Total Investments (cost $36,796,475) 44,943,094 =========================================================== Receivables for: Investments sold 869,755 - ----------------------------------------------------------- Fund shares sold 262,303 - ----------------------------------------------------------- Dividends 43,426 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 7,761 - ----------------------------------------------------------- Other assets 23,978 =========================================================== Total assets 46,150,317 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 337,671 - ----------------------------------------------------------- Fund shares reacquired 38,429 - ----------------------------------------------------------- Amount due custodian 11,678 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 8,321 - ----------------------------------------------------------- Accrued distribution fees 17,867 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 957 - ----------------------------------------------------------- Accrued transfer agent fees 14,637 - ----------------------------------------------------------- Accrued operating expenses 58,846 =========================================================== Total liabilities 488,406 =========================================================== Net assets applicable to shares outstanding $45,661,911 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $35,703,844 - ----------------------------------------------------------- Undistributed net investment income (loss) (6,835) - ----------------------------------------------------------- Undistributed net realized gain from investment securities and foreign currencies 1,816,398 - ----------------------------------------------------------- Unrealized appreciation of investment securities and foreign currencies 8,148,504 =========================================================== $45,661,911 ___________________________________________________________ =========================================================== NET ASSETS: Class A $31,258,003 ___________________________________________________________ =========================================================== Class B $ 7,549,352 ___________________________________________________________ =========================================================== Class C $ 6,620,552 ___________________________________________________________ =========================================================== Class R $ 220,010 ___________________________________________________________ =========================================================== Institutional Class $ 13,994 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 2,173,199 ___________________________________________________________ =========================================================== Class B 536,073 ___________________________________________________________ =========================================================== Class C 469,896 ___________________________________________________________ =========================================================== Class R 15,373 ___________________________________________________________ =========================================================== Institutional Class 964.3 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 14.38 - ----------------------------------------------------------- Offering price per share (Net asset value of $14.38 divided by 94.50%) $ 15.22 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 14.08 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 14.09 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 14.31 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 14.51 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM Trimark Fund STATEMENT OF OPERATIONS For the year ended October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $20,777) $ 507,155 - ------------------------------------------------------------------------ Dividends from affiliated money market funds 64,253 - ------------------------------------------------------------------------ Interest 10,049 ======================================================================== Total investment income 581,457 ======================================================================== EXPENSES: Advisory fees 289,295 - ------------------------------------------------------------------------ Administrative services fees 50,000 - ------------------------------------------------------------------------ Custodian fees 39,085 - ------------------------------------------------------------------------ Distribution fees: Class A 53,589 - ------------------------------------------------------------------------ Class B 67,525 - ------------------------------------------------------------------------ Class C 57,290 - ------------------------------------------------------------------------ Class R 526 - ------------------------------------------------------------------------ Transfer agent fees -- A, B, C and R 89,263 - ------------------------------------------------------------------------ Transfer agent fees -- Institutional 15 - ------------------------------------------------------------------------ Trustees' and officer's fees and benefits 15,652 - ------------------------------------------------------------------------ Registration and filing fees 48,056 - ------------------------------------------------------------------------ Professional services fees 56,899 - ------------------------------------------------------------------------ Other 35,077 ======================================================================== Total expenses 802,272 ======================================================================== Less: Fees waived and expense offset arrangements (21,668) ======================================================================== Net expenses 780,604 ======================================================================== Net investment income (loss) (199,147) ======================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain (loss) from: Investment securities 2,098,697 - ------------------------------------------------------------------------ Foreign currencies (19,316) ======================================================================== 2,079,381 ======================================================================== Change in net unrealized appreciation of: Investment securities 6,625,173 - ------------------------------------------------------------------------ Foreign currencies 556 ======================================================================== 6,625,729 ======================================================================== Net gain from investment securities and foreign currencies 8,705,110 ======================================================================== Net increase in net assets resulting from operations $8,505,963 ________________________________________________________________________ ======================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Trimark Fund STATEMENT OF CHANGES IN NET ASSETS For the years ended October 31, 2006 and 2005 <Table> <Caption> 2006 2005 - ---------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (199,147) $ (200,758) - ---------------------------------------------------------------------------------------- Net realized gain from investment securities and foreign currencies 2,079,381 731,267 - ---------------------------------------------------------------------------------------- Change in net unrealized appreciation of investment securities and foreign currencies 6,625,729 1,425,470 ======================================================================================== Net increase in net assets resulting from operations 8,505,963 1,955,979 ======================================================================================== Distributions to shareholders from net realized gains: Class A (262,036) -- - ---------------------------------------------------------------------------------------- Class B (89,140) -- - ---------------------------------------------------------------------------------------- Class C (82,585) -- - ---------------------------------------------------------------------------------------- Class R (881) -- - ---------------------------------------------------------------------------------------- Institutional Class (155) -- ======================================================================================== Decrease in net assets resulting from distributions (434,797) -- ======================================================================================== Share transactions-net: Class A 7,628,231 7,497,457 - ---------------------------------------------------------------------------------------- Class B (258,487) 1,525,150 - ---------------------------------------------------------------------------------------- Class C (339,068) 1,223,419 - ---------------------------------------------------------------------------------------- Class R 134,706 49,128 - ---------------------------------------------------------------------------------------- Institutional Class 156 -- ======================================================================================== Net increase in net assets resulting from share transactions 7,165,538 10,295,154 ======================================================================================== Net increase in net assets 15,236,704 12,251,133 ======================================================================================== NET ASSETS: Beginning of year 30,425,207 18,174,074 ======================================================================================== End of year (including undistributed net investment income (loss) of $(6,835) and $(3,743), respectively) $45,661,911 $30,425,207 ________________________________________________________________________________________ ======================================================================================== </Table> NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Trimark Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). F-5 AIM Trimark Fund Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F-6 AIM Trimark Fund F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. REDEMPTION FEES -- The Fund has a 2% redemption fee that is to be retained by the Fund to offset transaction costs and other expenses associated with short-term redemptions and exchanges. The fee, subject to certain exceptions, is imposed on certain redemptions, including exchanges of shares held less than 30 days. The redemption fee is recorded as an increase in shareholder capital and is allocated among the share classes based on the relative net assets of each class. J. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. K. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - ------------------------------------------------------------------- First $1 billion 0.85% - ------------------------------------------------------------------- Over $1 billion 0.80% __________________________________________________________________ =================================================================== </Table> F-7 AIM Trimark Fund Through June 30, 2007, AIM has contractually agreed to waive advisory fees to the extent necessary so that the advisory fees payable by the Fund (based on the Fund's average daily net assets) do not exceed the annual rate of: <Table> <Caption> AVERAGE NET ASSETS RATE - -------------------------------------------------------------------- First $250 million 0.80% - -------------------------------------------------------------------- Next $250 million 0.78% - -------------------------------------------------------------------- Next $500 million 0.76% - -------------------------------------------------------------------- Next $1.5 billion 0.74% - -------------------------------------------------------------------- Next $2.5 billion 0.72% - -------------------------------------------------------------------- Next $2.5 billion 0.70% - -------------------------------------------------------------------- Next $2.5 billion 0.68% - -------------------------------------------------------------------- Over $10 billion 0.66% ___________________________________________________________________ ==================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and AIM Funds Management Inc. ("AIM Funds Management"), AIM pays AIM Funds Management 40% of the amount of AIM's compensation on the sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C, Class R and Institutional Class shares to 2.15%, 2.90%, 2.90%, 2.40% and 1.90% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time credit to be used to offset future custodian expenses. Those credits are used to pay certain expenses incurred by the Fund. AIM did not waive fees and/or reimburse expenses during the period under this expense limitation. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the year ended October 31, 2006, AIM waived advisory fees of $17,290. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the year ended October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the year ended October 31, 2006, AIM was paid $50,000. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the year ended October 31, 2006, the Fund paid AIS $89,263 for Class A, Class B, Class C and Class R share classes and $15 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C, Class R and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended October 31, 2006, the Class A, Class B, Class C and Class R shares paid $53,589, $67,525, $57,290 and $526, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2006, ADI advised the Fund that it retained $33,025 in front-end sales commissions from the sale of Class A shares and $0, $12,300, $1,669 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed on redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. F-8 AIM Trimark Fund NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the year ended October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ---------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ -- $ 7,902,294 $ (6,649,533) $ -- $1,252,761 $32,096 $ -- - ---------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class -- 5,303,167 (4,050,406) -- 1,252,761 15,794 -- - ---------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio-Institutional Class -- 2,965,498 (2,965,498) -- -- 16,363 -- ================================================================================================================================== Total Investments in Affiliates $ -- $16,170,959 $(13,665,437) $ -- $2,505,522 $64,253 $ -- ================================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the year ended October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $4,378. NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. During the year ended October 31, 2006, the Fund paid legal fees of $3,779 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceeds 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the year ended October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. F-9 AIM Trimark Fund NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the years ended October 31, 2006 and 2005 was as follows: <Table> <Caption> 2006 2005 - ------------------------------------------------------------------------------------ Distributions paid from long-term capital gain $ 434,797 $ -- ____________________________________________________________________________________ ==================================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - --------------------------------------------------------------------------- Undistributed long-term gain $ 1,947,920 - --------------------------------------------------------------------------- Unrealized appreciation -- investments 8,016,982 - --------------------------------------------------------------------------- Temporary book/tax differences (6,835) - --------------------------------------------------------------------------- Shares of beneficial interest 35,703,844 =========================================================================== Total net assets $45,661,911 ___________________________________________________________________________ =========================================================================== </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $1,886. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. The Fund does not have a capital loss carryforward as of October 31, 2006. NOTE 8--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2006 was $23,283,965 and $18,447,005, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $8,019,389 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (4,293) ============================================================================== Net unrealized appreciation of investment securities $8,015,096 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $36,927,998. </Table> NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of foreign currency transactions and net operating losses, on October 31, 2006, undistributed net investment income (loss) was increased by $196,055, undistributed net realized gain was decreased by $176,155 and shares of beneficial interest decreased by $19,900. This reclassification had no effect on the net assets of the Fund. F-10 AIM Trimark Fund NOTE 10--SHARE INFORMATION The Fund currently offers five different classes of shares: Class A, Class B, Class C, Class R and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ----------------------------------------------------------------------------------------------------------------- YEAR ENDED OCTOBER 31, --------------------------------------------------- 2006(A) 2005 ------------------------ ----------------------- SHARES AMOUNT SHARES AMOUNT - ----------------------------------------------------------------------------------------------------------------- Sold: Class A 1,014,548 $13,360,571 966,575 $10,922,294 - ----------------------------------------------------------------------------------------------------------------- Class B 123,333 1,586,277 266,236 2,975,818 - ----------------------------------------------------------------------------------------------------------------- Class C 195,136 2,488,592 262,297 2,940,934 - ----------------------------------------------------------------------------------------------------------------- Class R 11,786 156,371 4,822 54,684 - ----------------------------------------------------------------------------------------------------------------- Institutional Class 2 27 -- -- ================================================================================================================= Issued as reinvestment of dividends: Class A 20,431 246,603 -- -- - ----------------------------------------------------------------------------------------------------------------- Class B 6,809 80,962 -- -- - ----------------------------------------------------------------------------------------------------------------- Class C 6,176 73,498 -- -- - ----------------------------------------------------------------------------------------------------------------- Class R 73 881 -- -- - ----------------------------------------------------------------------------------------------------------------- Institutional Class 13 155 -- -- ================================================================================================================= Automatic conversion of Class B shares to Class A shares: Class A 19,538 248,354 16,450 186,973 - ----------------------------------------------------------------------------------------------------------------- Class B (19,877) (248,354) (16,626) (186,973) - ----------------------------------------------------------------------------------------------------------------- Reacquired:(b) Class A (486,978) (6,227,297) (317,315) (3,611,810) - ----------------------------------------------------------------------------------------------------------------- Class B (133,704) (1,677,372) (112,665) (1,263,695) - ----------------------------------------------------------------------------------------------------------------- Class C (233,680) (2,901,158) (151,730) (1,717,515) - ----------------------------------------------------------------------------------------------------------------- Class R (1,765) (22,546) (495) (5,556) - ----------------------------------------------------------------------------------------------------------------- Institutional Class (2) (26) -- -- ================================================================================================================= 521,839 $ 7,165,538 917,549 $10,295,154 _________________________________________________________________________________________________________________ ================================================================================================================= </Table> (a) There are two entities that each are record owners of more than 5% of the outstanding shares of the Fund and in the aggregate they own 25% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as, securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially. (b) Amount is net of redemption fees of $1,087, $362, $292, $6 and $1 for Class A, Class B, Class C, Class R and Institutional Class shares, respectively, the year ended October 31, 2006 and $1,281, $479, $462, $2 and $0 for Class A, Class B, Class C, Class R and Institutional Class shares, respectively, the year ended October 31, 2005. NOTE 11--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. F-11 AIM Trimark Fund NOTE 12--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ----------------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 11.44 $ 10.38 $10.00 - ------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.04)(a) (0.04) (0.05)(a) - ------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.14 1.10 0.43 ============================================================================================================= Total from investment operations 3.10 1.06 0.38 ============================================================================================================= Less distributions from net realized gains (0.16) -- -- ============================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 ============================================================================================================= Net asset value, end of period $ 14.38 $ 11.44 $10.38 _____________________________________________________________________________________________________________ ============================================================================================================= Total return(b) 27.40% 10.21% 3.80% _____________________________________________________________________________________________________________ ============================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $31,258 $18,368 $9,757 _____________________________________________________________________________________________________________ ============================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.03%(c) 2.21% 2.25%(d) - ------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.08%(c) 2.53% 3.84%(d) ============================================================================================================= Ratio of net investment income (loss) to average net assets (0.31)%(c) (0.46)% (0.53)%(d) _____________________________________________________________________________________________________________ ============================================================================================================= Portfolio turnover rate(e) 59% 44% 38% _____________________________________________________________________________________________________________ ============================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $21,435,577. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-12 AIM Trimark Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B --------------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO ------------------------- OCTOBER 31, 2006 2005 2004 - ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $11.29 $10.31 $10.00 - ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.13)(a) (0.12) (0.12)(a) - ----------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.08 1.10 0.43 =========================================================================================================== Total from investment operations 2.95 0.98 0.31 =========================================================================================================== Less distributions from net realized gains (0.16) -- -- =========================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =========================================================================================================== Net asset value, end of period $14.08 $11.29 $10.31 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 26.42% 9.51% 3.10% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $7,549 $6,315 $4,358 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.78%(c) 2.90% 2.90%(d) - ----------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.83%(c) 3.22% 4.49%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.06)%(c) (1.15)% (1.18)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate(e) 59% 44% 38% ___________________________________________________________________________________________________________ =========================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $6,752,541. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS C --------------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO ------------------------- OCTOBER 31, 2006 2005 2004 - ----------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $11.29 $10.31 $10.00 - ----------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.13)(a) (0.12) (0.12)(a) - ----------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 3.09 1.10 0.43 =========================================================================================================== Total from investment operations 2.96 0.98 0.31 =========================================================================================================== Less distributions from net realized gains (0.16) -- -- =========================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =========================================================================================================== Net asset value, end of period $14.09 $11.29 $10.31 ___________________________________________________________________________________________________________ =========================================================================================================== Total return(b) 26.51% 9.51% 3.10% ___________________________________________________________________________________________________________ =========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $6,621 $5,671 $4,040 ___________________________________________________________________________________________________________ =========================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.78%(c) 2.90% 2.90%(d) - ----------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.83%(c) 3.22% 4.49%(d) =========================================================================================================== Ratio of net investment income (loss) to average net assets (1.06)%(c) (1.15)% (1.18)%(d) ___________________________________________________________________________________________________________ =========================================================================================================== Portfolio turnover rate(e) 59% 44% 38% ___________________________________________________________________________________________________________ =========================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $5,729,003. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-13 AIM Trimark Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS R ------------------------------------------------- APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO ------------------------- OCTOBER 31, 2006 2005 2004 - --------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $11.41 $10.37 $10.51 - --------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.07)(a) (0.03) (0.04)(a) - --------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.13 1.07 (0.10) =============================================================================================================== Total from investment operations 3.06 1.04 (0.14) =============================================================================================================== Less distributions from net realized gains (0.16) -- -- =============================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =============================================================================================================== Net asset value, end of period $14.31 $11.41 $10.37 _______________________________________________________________________________________________________________ =============================================================================================================== Total return(b) 27.12% 10.03% (1.33)% _______________________________________________________________________________________________________________ =============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 220 $ 60 $ 10 _______________________________________________________________________________________________________________ =============================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.28%(c) 2.40% 2.40%(d) - --------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.33%(c) 2.72% 3.99%(d) =============================================================================================================== Ratio of net investment income (loss) to average net assets (0.56)%(c) (0.65)% (0.68)%(d) _______________________________________________________________________________________________________________ =============================================================================================================== Portfolio turnover rate(e) 59% 44% 38% _______________________________________________________________________________________________________________ =============================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $105,125. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> INSTITUTIONAL CLASS ------------------------------------------------- APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO ------------------------- OCTOBER 31, 2006 2005 2004 - --------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $11.50 $10.40 $10.51 - --------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.01(a) (0.02) (0.01)(a) - --------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 3.16 1.12 (0.10) =============================================================================================================== Total from investment operations 3.17 1.10 (0.11) =============================================================================================================== Less distributions from net realized gains (0.16) -- -- =============================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =============================================================================================================== Net asset value, end of period $14.51 $11.50 $10.40 _______________________________________________________________________________________________________________ =============================================================================================================== Total return(b) 27.87% 10.58% (1.05)% _______________________________________________________________________________________________________________ =============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 14 $ 11 $ 10 _______________________________________________________________________________________________________________ =============================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.64%(c) 1.90% 1.90%(d) - --------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.69%(c) 2.00% 3.42%(d) =============================================================================================================== Ratio of net investment income (loss) to average net assets 0.08%(c) (0.15)% (0.18)%(d) _______________________________________________________________________________________________________________ =============================================================================================================== Portfolio turnover rate(e) 59% 44% 38% _______________________________________________________________________________________________________________ =============================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $12,447. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-14 AIM Trimark Fund NOTE 13--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor -- Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. F-15 AIM Trimark Fund NOTE 13--LEGAL PROCEEDINGS--(CONTINUED) IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-16 AIM Trimark Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Trimark Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Trimark Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2006 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-17 AIM Trimark Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION The Fund distributed long-term capital gains of $434,796 for the Fund's tax year ended October 31, 2006. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended January 31, 2006, April 30, 2006, July 31, 2006 and October 31, 2006, are 61.98%, 66.41%, 68.56% and 73.28%, respectively. F-18 AIM Trimark Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-19 TRUSTEES AND OFFICERS--(CONTINUED) AIM Trimark Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers AIM Funds Management, Suite 100 11 Greenway Plaza Inc. LLP Inc. Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street 5140 Yonge St. Houston, TX 77046-1173 Suite 100 Suite 2900 Suite 900 Houston, TX 77046-1173 Houston, TX 77002-5678 Toronto, Canada M2N 6X7 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-20 [eDELIVERY GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR EDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent quarter-end. send you an e-mail notification containing links to these Mutual funds distributed by A I M Distributors, Inc. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment WHY SIGN UP? Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary Register for eDelivery to: of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets o reduce the amount of paper you receive. under management as of October 31, 2006. o gain access to your documents faster by not waiting for the mail. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND o view your documents online anytime at your convenience. EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND o save the documents to your personal computer or print READ IT CAREFULLY BEFORE INVESTING. them out for your records. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com T-TRI-AR-1 A I M Distributors,Inc. [YOUR GOALS. OUR SOLUTIONS.]--Registered Trademark-- - ------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] - ------------------------------------------------------------------------------ --Registered Trademark-- DOMESTIC EQUITY AIM Trimark Small Companies Fund Small Cap Annual Report to Shareholders October 31, 2006 Table of Contents Supplemental Information ......... 2 Letters to Shareholders .......... 3 Performance Summary .............. 5 Management Discussion ............ 5 Fund Expenses .................... 7 Long-term Fund Performance ....... 8 Approval of Advisory Agreement ... 10 Schedule of Investments .......... F-1 Financial Statements ............. F-3 Notes to Financial Statements .... F-6 Financial Highlights ............. F-12 Auditor's Report ................. F-17 [COVER GLOBE IMAGE] Tax Disclosures .................. F-18 Trustees and Officers ............ F-19 [AIM INVESTMENT SOLUTIONS] [GRAPHIC] [GRAPHIC] [GRAPHIC] [DOMESTIC [INTERNATIONAL/ [SECTOR EQUITY] GLOBAL EQUITY] EQUITY] [GRAPHIC] [GRAPHIC] [GRAPHIC] [FIXED [ALLOCATION [DIVERSIFIED INCOME] SOLUTIONS] PORTFOLIOS] [AIM INVESTMENTS LOGO APPEARS HERE] --Registered Trademark-- AIM Trimark Small Companies Fund AIM TRIMARK SMALL COMPANIES FUND SEEKS LONG-TERM GROWTH OF CAPITAL. o Unless otherwise stated, information presented in this report is as of October 31, 2006, and is based on total net assets. ABOUT SHARE CLASSES ABOUT INDEXES USED IN THIS REPORT o Industry classifications used in this report are generally according to the o Class B shares are not available as an o The unmanaged LIPPER SMALL-CAP CORE Global Industry Classification Standard, investment for retirement plans maintained FUNDS INDEX represents an average of the which was developed by and is the pursuant to Section 401 of the Internal performance of the 30 largest exclusive property and a service mark of Revenue Code, including 401(k) plans, small-capitalization core equity funds Morgan Stanley Capital International Inc. money purchase pension plans and profit tracked by Lipper Inc., an independent and Standard & Poor's. sharing plans, except for plans that have mutual fund performance monitor. existing accounts invested in Class B The Fund provides a complete list of its shares. o The unmanaged RUSSELL 2000--Registered holdings four times in each fiscal year, Trademark-- INDEX represents the at the quarter-ends. For the second and o Class R shares are available only to performance of the stocks of small- fourth quarters, the lists appear in the certain retirement plans. Please see the capitalization companies. Fund's semiannual and annual reports to prospectus for more information. shareholders. For the first and third o The unmanaged STANDARD & POOR'S quarters, the Fund files the lists with PRINCIPAL RISKS OF INVESTING IN THE FUND COMPOSITE INDEX OF 500 STOCKS (the S&P the Securities and Exchange Commission 500--Registered Trademark-- Index) is an (SEC) on Form N-Q. The most recent list o Foreign securities have additional index of common stocks frequently used as of portfolio holdings is available at risks, including exchange rate changes, a general measure of U.S. stock market AIMinvestments.com. From our home political and economic upheaval, the performance. page, click on Products & Performance, relative lack of information about these then Mutual Funds, then Fund Overview. companies, relatively low market liquidity o The Fund is not managed to track the Select your Fund from the drop-down menu and the potential lack of strict financial performance of any particular index, and click on Complete Quarterly Holdings. and accounting controls and standards. including the indexes defined here, and Shareholders can also look up the Fund's consequently, the performance of the Fund Forms N-Q on the SEC Web site at sec.gov. o Investing in a fund that invests in may deviate significantly from the Copies of the Fund's Forms N-Q may be smaller companies involves risks not performance of the index. reviewed and copied at the SEC Public associated with investing in more Reference Room in Washington, D.C. You can established companies, such as business o A direct investment cannot be made in an obtain information on the operation of the risk, stock price fluctuations and index. Unless otherwise indicated, index Public Reference Room, including illiquidity. results include reinvested dividends, and information about duplicating fee they do not reflect sales charges. charges, by calling 202-942-8090 or o Prices of equity securities change in Performance of an index of funds reflects 800-732-0330, or by electronic request at response to many factors including the fund expenses; performance of a market the following e-mail address: historical and prospective earnings of the index does not. publicinfo@sec.gov. The SEC file numbers issuer, the value of its assets, general for the Fund are 811-05426 and 033-19338. economic conditions, interest rates, OTHER INFORMATION investor perceptions and market liquidity. A description of the policies and o The returns shown in the management's procedures that the Fund uses to determine o The value of convertible securities in discussion of Fund performance are based how to vote proxies relating to portfolio which the Fund invests may be affected by on net asset values calculated for securities is available without market interest rates, the risk that the shareholder transactions. Generally charge, upon request, from our Client issuer may default on interest or accepted accounting principles require Services department at 800-959-4246 or on principal payments and the value of the adjustments to be made to the net assets the AIM Web site, AIMinvestments.com. On underlying common stock into which these of the Fund at period end for financial the home page, scroll down and click on securities may be converted. reporting purposes, and as such, the net AIM Funds Proxy Policy. The information is asset values for shareholder transactions also available on the SEC Web o Because a large percentage of the Fund's and the returns based on those net asset site, sec.gov. assets may be invested in a limited number values may differ from the net asset of securities, a change in the value of values and returns reported in the Information regarding how the Fund voted these securities could significantly Financial Highlights. proxies related to its portfolio affect the value of your investment in the securities during the 12 months ended June Fund. 30, 2006, is available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy Voting Activity. Next, select the Fund from the drop-down menu. The information is also available on the SEC Web site, sec.gov. ========================================== FUND NASDAQ SYMBOLS ====================================================================================== Class A Shares ATIAX THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND Class B Shares ATIBX PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND Class C Shares ATICX EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. Class R Shares ATIRX ====================================================================================== ========================================== NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIMinvestments.com 2 AIM Trimark Small Companies Fund Dear Shareholders of The AIM Family of Funds --Registered Trademark--: We're pleased to provide you with this report, which includes a discussion of how your Fund was managed during the review period ended October 31, 2006, and what factors affected its performance. As we approach the end of 2006, it seems likely that many [TAYLOR investors may see the value of their investments increase PHOTO] this year. Global equity markets, collectively, recorded double-digit gains for the year ended October 31, 2006, as did the U.S. stock market. Also, the investment grade bond market in the United States rose for the same period. While stock and bond markets generally enjoyed positive year-to-date returns, their performance was affected by short-term economic and geopolitical events. For example, PHILIP TAYLOR the U.S. stock market was weak in the second quarter of 2006 when it appeared that inflation might be rising. Only after the U.S. Federal Reserve Board decided in August that inflation was contained and that short-term interest rates need not be increased--the first time it kept rates unchanged in more than two years--did equities truly surge. Short-term market fluctuations are a fact of life for all investors. At AIM Investments --Registered Trademark--, we believe that investors can do two things to deal with short-term market fluctuations: maintain a long-term investment horizon and maintain a diversified portfolio. AIM Investments can help by offering a broad product line that gives your financial advisor the necessary tools to build a portfolio that's right for you regardless of market conditions. AIM Investments offers a comprehensive range of retail mutual funds, including domestic, global and international equity funds, taxable and tax-exempt fixed-income funds, and a variety of allocation portfolios--with varied risk and return characteristics to match your needs. We maintain this extensive set of product solutions for one reason: We believe in the value of comprehensive, diversified investment portfolios. We've changed the look of our annual reports to reflect that belief. In our marketing and now our shareholder literature, we represent a fully diversified portfolio graphically as an allocation pie chart and assign each asset class a color--green for domestic equity, blue for international, orange for sector and purple for fixed income. A legend in the left column illustrates the methodology. Your report cover now shows your Fund's asset class color, plus the asset class and sub-asset class name are shown in the upper-left corner. The reason for these changes is to help you better understand where your Fund fits into your overall portfolio. AIM has a variety of investment solutions, and knowing which ones are right for your portfolio is complex. That's why we also believe in the value of a trusted financial advisor who will work with you to create an investment plan you can stick with for the long term. Your financial advisor can help allocate your portfolio appropriately and review your investments regularly to help ensure they remain suitable as your financial situation changes. While there are no guarantees with any investment program, a long-term plan that's based on your financial goals, risk tolerance and time horizon is more likely to keep you and your investments on track. OUR COMMITMENT TO YOU In the short term, the one sure thing about markets is their unpredictability. While past performance cannot guarantee comparable future results, we believe that staying invested for the long term with a thoughtful plan offers the best opportunity for weathering that unpredictability. We at AIM Investments remain committed to building enduring solutions to help you achieve your investment goals, and we're pleased you've placed your trust in us. Information about investing, the markets and your Fund is always available on our Web site, AIMinvestments.com. If you have questions about your individual account, we invite you to contact one of our highly trained client services representatives at 800-959-4246. Sincerely, /S/ PHILIP TAYLOR Philip Taylor President - AIM Funds CEO, AIM Investments December 14, 2006 AIM Investments is a registered service mark of A I M Management Group Inc. A I M Advisors, Inc. and A I M Capital Management, Inc. are the investment advisors. A I M Distributors, Inc. is the distributor for the retail funds represented by AIM Investments. 3 AIM Trimark Small Companies Fund Dear Fellow AIM Fund Shareholders: At our meeting at the end of June, your Board completed its comprehensive review* of each fund's advisory agreement with A I M Advisors, Inc. (AIM) to make certain your interests are being served in terms of fees, performance and operations. Looking ahead, your Board finds many reasons to be [CROCKETT positive about AIM's management and strategic direction. PHOTO] Most importantly, AIM's investment management discipline has paid off in terms of improved overall performance. We are also pleased with AIM's efforts to seek more cost-effective ways of delivering superior service. In addition, AIM is realizing the benefits of belonging to a leading independent global investment management organization in its parent company, AMVESCAP PLC, which is BRUCE L. CROCKETT dedicated to helping people worldwide build their financial security. AMVESCAP managed approximately $450 billion globally as of October 31, 2006, operating under the AIM, INVESCO, AIM Trimark, INVESCO PERPETUAL and Atlantic Trust brands. These companies are home to an abundance of investment talent that is gradually being integrated and leveraged into centers of excellence, each focusing on a given market segment or asset class. Over the next few years, your Board will be meeting at these various centers of excellence to learn about their progress and how they may serve you through our goal of enhancing performance and reducing costs. The seven new AIM funds--which include Asian funds, structured U.S. equity funds and specialized bond funds--are an early example of the kind of opportunities the AMVESCAP organization can provide AIM clients. More information on these funds can be found on AIM's Web site. Your Board is very pleased with the overall direction and progress of the AIM Funds. We're working closely and effectively with AIM's management to continue this momentum. As always, your Board is eager to hear your views on how we might better serve you. Please send your comments in a letter addressed to me at AIM Investments, AIM Investments Tower, 11 Greenway Plaza, Suite 100, Houston TX 77046. Sincerely, /S/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board December 14, 2006 *To learn more about all the factors we considered before approving each fund's advisory agreement, go to the "Products & Performance" tab at the AIM Web site (AIMinvestments.com) and click on "Investment Advisory Agreement Renewals." The approval of advisory agreement information for your Fund is also included in this annual report on pages 10-11. 4 AIM Trimark Small Companies Fund MANAGEMENT'S DISCUSSION In conducting a comprehensive analysis OF FUND PERFORMANCE of a company, we strive to identify primarily U.S. stocks which have: ====================================================================================== o Sustainable competitive advantages. PERFORMANCE SUMMARY o Strong growth prospects. For the fiscal year ended October 31, 2006, Class A shares of AIM Trimark Small Companies Fund, at net asset value, posted double-digit gains, outperforming the Fund's o High barriers to entry. broad market and peer group indexes, as shown below. They performed in line with the Fund's style-specific index. o Honest and capable management teams. Your Fund outperformed its broad market index largely because of above-market Also central to the Trimark discipline returns from selected investments in the consumer discretionary and consumer staples is our adherence to an investment horizon sectors. While all sectors made positive contributions to the Fund's returns, primary of three to five years. We use this detractors from performance were selected investments in the information technology long-term approach because we believe good and industrials sectors. business strategies usually take that amount of time to implement and to produce Your Fund's long-term performance appears on pages 8 and 9. strong earnings growth. We also use a concentrated portfolio approach, FUND VS. INDEXES constructing a portfolio of about 25 to 45 stocks. We believe this allows each Total returns, 10/31/05-10/31/06, excluding applicable sales charges. If sales charges investment opportunity to materially were included, returns would be lower. impact the Fund's performance. Class A Shares 19.55% While deliberate efforts are made to Class B Shares 18.67 manage risk through industry Class C Shares 18.60 diversification, our primary method of Class R Shares 19.15 attempting to manage risk is to purchase S&P 500 Index (Broad Market Index) 16.33 businesses that are trading below their Russell 2000 Index (Style-Specific Index) 19.98 estimated intrinsic value. Lipper Small-Cap Core Funds Index (Peer Group Index) 15.69 Holdings are considered for sale if: SOURCE: LIPPER INC. o A more attractive investment opportunity ====================================================================================== exists. HOW WE INVEST ment analysis and meetings with company o Full value of the investment is deemed management teams. We then seek to purchase to have been realized. We view ourselves as business people businesses whose stock prices are below buying businesses, and we consider the what we have calculated to be the true Holdings are also considered for sale purchase of a stock as an ownership value of the company based on its future if the original thesis for buying the interest in a business. We strive to cash flows, management performance and company changes due to a fundamental develop a proprietary view of a business business fundamentals. negative change in management strategy or through in-depth, fundamental research a fundamental negative change in the that includes careful financial state- competitive environment. (continued) ========================================== ========================================== ========================================== PORTFOLIO COMPOSITION TOP FIVE INDUSTRIES* TOP 10 EQUITY HOLDINGS* By sector 1. Leisure Products 9.4% 1. Kinetic Concepts, Inc. 5.5% 2. Communications Equipment 8.8 2. MEGA Brands Inc. (Canada) 5.5 [PIE CHART] 3. Air Freight & Logistics 6.0 3. Tempur-Pedic International Inc. 5.3 4. Diversified Commercial 4. Embarcadero Technologies, Inc. 4.7 Health Care 13.2% & Professional Services 5.9 5. Con-Way Inc. 4.2 Materials 5.0% 5. Health Care Equipment 5.5 6. Sabre Holdings Corp.-Class A 3.9 Financials 2.5% 7. Polaris Industries Inc. 3.9 Consumer Staples 1.8% Total Net Assets $289.07 million 8. Columbia Sportswear Co. 3.4 Money Market Funds Plus 9. Dynamex Inc. 3.3 Other Assets Less Liabilities 13.3% Total Number of Holdings* 32 10. Plantronics Inc. 3.3 Consumer Discretionary 27.1% Industrials 19.7% Information Technology 17.4% The Fund's holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security. *Excluding money market fund holdings. ========================================== ========================================== ========================================== 5 AIM Trimark Small Companies Fund MARKET CONDITIONS AND YOUR FUND While few Fund holdings declined in The views and opinions expressed in price during the reporting period, the management's discussion of Fund Equity markets posted healthy gains during Fund's largest detractor from performance performance are those of A I M Advisors, the fiscal year, as favorable economic was SPECTRALINK. The company's stock Inc. These views and opinions are subject data and solid corporate profits declined during the second quarter of 2006 to change at any time based on factors overshadowed housing market concerns and because of disappointing earnings. such as market and economic conditions. volatility and investor uncertainty Spectralink is a leader in workplace These views and opinions may not be relied regarding interest rates and oil prices. wireless telephony, a market that is upon as investment advice or The telecommunication services and growing substantially. However, the recommendations, or as an offer for a materials sectors led the market for the company's recent acquisition of KIRK particular security. The information is year, while information technology and Telecom (not a Fund holding) and not a complete analysis of every aspect of health care stocks generally trailed. engineering expenses related to new any market, country, industry, security or product development put pressure on the Fund. Statements of fact are from Although the energy sector performed earnings during the fiscal year. In sources considered reliable, but A I M strongly during most of the fiscal year, response to this short-term issue, we Advisors, Inc. makes no representation or we continued to avoid investing in oil, added to our position in this quality warranty as to their completeness or gas and base metal companies. We believe business. accuracy. Although historical performance most of these companies are currently is no guarantee of future results, these trading at high prices that reflect much During the fiscal year, we sold some insights may help you understand our higher long-term commodity price of our investments, including OAKLEY, investment management philosophy. expectations than we believe are SYBRON DENTAL SPECIALTIES, ALABAMA SUSTAINABLE. Our avoidance of this sector NATIONAL BANCORP and ADVO based mainly on See important Fund and index detracted slightly from Fund performance valuations. We also initiated new disclosures on the inside front cover. versus the Russell 2000 Index during the positions in trucking company CON-WAY, fiscal year. medical technology company KINETIC CONCEPTS and education services firm Ted Chisholm Our investment approach focuses on EDUCATE. We believe that these companies [CHISHOLM Portfolio manager, is individual businesses rather than market possess distinct advantages over their PHOTO] manager of AIM Trimark sectors. Therefore, your Fund shares competitors and are well positioned to Small Companies Fund. little in common with sector weightings of capitalize on attractive market Mr. Chisholm joined various indexes. However, if we were to opportunities. AIM Trimark Investments in 1991 where he broadly categorize businesses with which worked until opening his own financial we had the most success during the fiscal We continued to focus on finding planning software firm in 2000. From 2001 year, our investments in consumer quality businesses trading at attractive to 2002, he worked as an equity analyst discretionary and consumer staples stocks valuations relative to what we believe are before rejoining AIM Trimark Investments aided Fund performance versus the Russell their long-term prospects. In contrast, in 2003 as an investment analyst. Mr. 2000 Index. Selected investments in the the market is often driven by short-term Chisholm earned a B.A. from the University information technology and industrials events or outlooks in both good times and of Western Ontario. sectors hindered Fund performance. Our bad. Market volatility may allow us to cash position also detracted from relative take advantage of investment opportunities Rob Mikalachki performance in a rising market that we believe have the potential to [MIKALACHKI Chartered Financial environment. benefit your Fund in the long term. PHOTO] Analyst, portfolio manager, is manager of The top contributor to Fund IN CLOSING AIM Trimark Small performance for the fiscal year was Companies Fund. Prior to joining AIM TEMPUR-PEDIC, a manufacturer of premium As always, we thank you for your Trimark Investments in 1999 as a small-cap visco-elastic mattresses and pillows. We investment in AIM Trimark Small Companies analyst, Mr. Mikalachki advised small- and added this company to the portfolio in Fund and for sharing our long-term medium-sized businesses in the areas of 2005 and remain excited about its growth investment perspective. valuation, financing and mergers and prospects. While memory foam only makes up acquisitions. He earned an undergraduate a small portion of the total bedding degree in business at Wilfrid Laurier. market, Tempur-Pedic enjoys a significant market share within this niche. We believe its proprietary technology and manufacturing facilities provide the company with a sustainable competitive advantage. Combined with an outstanding management team and attractive valuation, this company possesses many of the attributes we look for in a business. FOR A PRESENTATION OF YOUR FUND'S LONG-TERM PERFORMANCE, PLEASE SEE PAGES 8 AND 9. 6 AIM Trimark Small Companies Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE mate the expenses that you paid over the The hypothetical account values and period. Simply divide your account value expenses may not be used to estimate the As a shareholder of the Fund, you incur by $1,000 (for example, an $8,600 account actual ending account balance or expenses two types of costs: (1) transaction costs, value divided by $1,000 = 8.6), then you paid for the period. You may use this which may include sales charges (loads) on multiply the result by the number in the information to compare the ongoing costs purchase payments or contingent deferred table under the heading entitled "Actual of investing in the Fund and other funds. sales charges on redemptions, and Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical redemption fees, if any; and (2) ongoing the expenses you paid on your account example with the 5% hypothetical examples costs, including management fees; during this period. that appear in the shareholder reports of distribution and/or service (12b-1) fees; the other funds. and other Fund expenses. This example is HYPOTHETICAL EXAMPLE FOR intended to help you understand your COMPARISON PURPOSES Please note that the expenses shown in ongoing costs (in dollars) of investing in the table are meant to highlight your the Fund and to compare these costs with The table below also provides information ongoing costs only and do not reflect any ongoing costs of investing in other mutual about hypothetical account values and transaction costs, such as sales charges funds. The example is based on an hypothetical expenses based on the Fund's (loads) on purchase payments, contingent investment of $1,000 invested at the actual expense ratio and an assumed rate deferred sales charges on redemptions, and beginning of the period and held for the of return of 5% per year before expenses, redemption fees, if any. Therefore, the entire period May 1, 2006, through October which is not the Fund's actual return. The hypothetical information is useful in 31, 2006. Fund's actual cumulative total returns at comparing ongoing costs only, and will not net asset value after expenses for the six help you determine the relative total ACTUAL EXPENSES months ended October 31, 2006, appear in costs of owning different funds. In the table "Cumulative Total Returns" on addition, if these transaction costs were The table below provides information about page 9. included, your costs would have been actual account values and actual expenses. higher. You may use the information in this table, together with the amount you invested, to esti- ==================================================================================================================================== HYPOTHETICAL ACTUAL (5% ANNUAL RETURN BEFORE EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO A $1,000.00 $1,046.90 $ 7.27 $1,018.10 $ 7.17 1.41% B 1,000.00 1,043.00 11.12 1,014.32 10.97 2.16 C 1,000.00 1,043.10 11.12 1,014.32 10.97 2.16 R 1,000.00 1,045.10 8.56 1,016.84 8.44 1.66 (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total returns at net asset value after expenses for the six months ended October 31, 2006, appear in the table "Cumulative Total Returns" on page 9. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year. ==================================================================================================================================== 7 AIM Trimark Small Companies Fund YOUR FUND'S LONG-TERM PERFORMANCE RESULTS OF A $10,000 INVESTMENT Index data from 10/31/03, Fund data from 11/4/03 ==================================================================================================================================== [MOUNTAIN CHART] DATE AIM TRIMARK AIM TRIMARK AIM TRIMARK S&P 500 RUSSELL 2000 LIPPER SMALL CAP CORE SMALL COMPANIES FUND SMALL COMPANIES FUND SMALL COMPANIES FUND INDEX INDEX FUNDS INDEX -CLASS A SHARES -CLASS B SHARES -CLASS C SHARES 10/31/03 $10000 $10000 $10000 11/03 $ 9488 $10040 $10040 10088 10355 10360 12/03 9639 10190 10200 10617 10565 10648 1/04 9723 10279 10279 10811 11024 10986 2/04 9894 10449 10459 10962 11123 11177 3/04 10149 10718 10729 10796 11226 11298 4/04 9978 10529 10539 10627 10654 10910 5/04 10082 10638 10639 10773 10824 11005 6/04 10479 11058 11049 10982 11279 11474 7/04 10016 10549 10549 10619 10520 10870 8/04 10044 10589 10579 10661 10466 10775 9/04 10677 11248 11239 10777 10957 11311 10/04 11244 11838 11829 10941 11173 11496 11/04 11821 12427 12429 11384 12142 12404 12/04 12223 12842 12844 11771 12501 12604 1/05 12308 12923 12925 11484 11980 12239 2/05 12536 13165 13156 11726 12183 12525 3/05 12460 13085 13076 11518 11834 12209 4/05 11927 12512 12503 11300 11156 11550 5/05 12260 12853 12846 11659 11886 12169 6/05 12688 13295 13298 11676 12345 12584 7/05 13382 14009 14012 12110 13127 13332 8/05 13297 13908 13911 11999 12884 13208 9/05 13344 13958 13952 12097 12924 13334 10/05 12992 13576 13579 11895 12523 12925 11/05 13553 14149 14152 12344 13131 13516 12/05 13803 14412 14405 12349 13071 13557 1/06 14160 14769 14764 12676 14243 14590 2/06 14170 14769 14764 12710 14204 14493 3/06 14721 15332 15337 12868 14893 15132 4/06 14838 15444 15440 13041 14890 15245 5/06 14152 14728 14723 12666 14054 14509 6/06 14124 14686 14682 12683 14144 14411 7/06 13863 14410 14406 12761 13684 13921 8/06 14481 15044 15040 13064 14089 14197 9/06 14820 15381 15377 13400 14207 14263 10/06 15537 15815 16105 13837 15025 14953 Past performance cannot guarantee comparable future results. The data shown in the chart include reinvested distributions, applicable sales charges, Fund expenses and management fees. Results for Class B shares are calculated as if a hypothetical shareholder had liquidated his entire investment in the Fund at the close of the reporting period and paid the applicable contingent deferred sales charges. Index results include reinvested dividends, but they do not reflect sales charges. Performance of an index of funds reflects fund expenses and management fees; performance of a market index does not. Performance shown in the chart and table(s) does not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares. Performance of the indexes does not reflect the effects of taxes. 8 AIM Trimark Small Companies Fund ========================================== ========================================== ========================================== AVERAGE ANNUAL TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS CUMULATIVE TOTAL RETURNS As of 10/31/06, including applicable sales As of 9/30/06, the most recent calendar 6 months ended 10/31/06, excluding charges quarter-end, including applicable sales applicable sales charges charges CLASS A SHARES Class A Shares 4.69% Inception (11/4/03) 15.87% CLASS A SHARES Class B Shares 4.30 1 Year 12.94 Inception (11/4/03) 14.50% Class C Shares 4.31 1 Year 4.91 Class R Shares 4.51 CLASS B SHARES Inception (11/4/03) 16.56% CLASS B SHARES ========================================== 1 Year 13.67 Inception (11/4/03) 15.20% 1 Year 5.22 CLASS C SHARES Inception (11/4/03) 17.27% CLASS C SHARES 1 Year 17.60 Inception (11/4/03) 15.96% 1 Year 9.23 CLASS R SHARES Inception 17.82% CLASS R SHARES 1 Year 19.15 Inception 16.53% 1 Year 10.77 ========================================== ========================================== CLASS R SHARES' INCEPTION DATE IS APRIL PERFORMANCE FIGURES REFLECT REINVESTED END SALES CHARGE; RETURNS SHOWN ARE AT NET 30, 2004. RETURNS SINCE THAT DATE ARE DISTRIBUTIONS, CHANGES IN NET ASSET VALUE ASSET VALUE AND DO NOT REFLECT A 0.75% HISTORICAL RETURNS. ALL OTHER RETURNS ARE AND THE EFFECT OF THE MAXIMUM SALES CHARGE CDSC THAT MAY BE IMPOSED ON A TOTAL BLENDED RETURNS OF HISTORICAL CLASS R UNLESS OTHERWISE STATED. INVESTMENT RETURN REDEMPTION OF RETIREMENT PLAN ASSETS SHARE PERFORMANCE AND RESTATED CLASS A AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT WITHIN THE FIRST YEAR. SHARE PERFORMANCE (FOR PERIODS PRIOR TO YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL THE INCEPTION DATE OF CLASS R SHARES) AT SHARES. THE PERFORMANCE OF THE FUND'S SHARE NET ASSET VALUE,ADJUSTED TO REFLECT THE CLASSES WILL DIFFER PRIMARILY DUE TO HIGHER RULE 12b-1 FEES APPLICABLE TO CLASS CLASS A SHARE PERFORMANCE REFLECTS THE DIFFERENT SALES CHARGE STRUCTURES AND R SHARES. CLASS A SHARES' INCEPTION DATE MAXIMUM 5.50% SALES CHARGE, AND CLASS B CLASS EXPENSES. IS NOVEMBER 4, 2003. AND CLASS C SHARE PERFORMANCE REFLECTS THE APPLICABLE CONTINGENT DEFERRED SALES HAD THE ADVISOR NOT WAIVED FEES AND/OR THE PERFORMANCE DATA QUOTED REPRESENT CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE REIMBURSED EXPENSES IN THE PAST PERFORMANCE AND CANNOT GUARANTEE CDSC ON CLASS B SHARES DECLINES FROM 5% PAST, PERFORMANCE WOULD HAVE BEEN LOWER. COMPARABLE FUTURE RESULTS; CURRENT BEGINNING AT THE TIME OF PURCHASE TO 0% AT PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE THE BEGINNING OF THE SEVENTH YEAR. THE VISIT AIMINVESTMENTS.COM FOR THE MOST CDSC ON CLASS C SHARES IS 1% FOR THE FIRST RECENT MONTH-END PERFORMANCE. YEAR AFTER PURCHASE. CLASS R SHARES DO NOT HAVE A FRONT- 9 AIM Trimark Small Companies Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees of AIM Investment performance of funds advised by other o Fees relative to those of comparable Funds (the "Board") oversees the advisors with investment strategies funds with other advisors. The Board management of AIM Trimark Small Companies comparable to those of the Fund. The Board reviewed the advisory fee rate for the Fund (the "Fund") and, as required by law, noted that the Fund's performance in such Fund under the Advisory Agreement. The determines annually whether to approve the periods was above the median performance Board compared effective contractual continuance of the Fund's advisory of such comparable funds. Based on this advisory fee rates at a common asset level agreement with A I M Advisors, Inc. review and after taking account of all of at the end of the past calendar year and ("AIM"). Based upon the recommendation of the other factors that the Board noted that the Fund's rate was comparable the Investments Committee of the Board, at considered in determining whether to to the median rate of the funds advised by a meeting held on June 27, 2006, the continue the Advisory Agreement for the other advisors with investment strategies Board, including all of the independent Fund, the Board concluded that no changes comparable to those of the Fund that the trustees, approved the continuance of the should be made to the Fund and that it was Board reviewed. The Board noted that AIM advisory agreement (the "Advisory not necessary to change the Fund's has agreed to waive advisory fees of the Agreement") between the Fund and AIM for portfolio management team at this time. Fund and to limit the Fund's total another year, effective July 1, 2006. However, due to the Fund's operating expenses, as discussed below. under-performance, the Board also Based on this review, the Board concluded The Board considered the factors concluded that it would be appropriate for that the advisory fee rate for the Fund discussed below in evaluating the fairness the Board to continue to closely monitor under the Advisory Agreement was fair and and reasonableness of the Advisory and review the performance of the Fund. reasonable. Agreement at the meeting on June 27, 2006 Although the independent written and as part of the Board's ongoing evaluation of the Fund's Senior Officer o Expense limitations and fee waivers. The oversight of the Fund. In their (discussed below) only considered Fund Board noted that AIM has contractually deliberations, the Board and the performance through the most recent agreed to waive advisory fees of the Fund independent trustees did not identify any calendar year, the Board also reviewed through June 30, 2007 to the extent particular factor that was controlling, more recent Fund performance, which did necessary so that the advisory fees and each trustee attributed different not change their conclusions. payable by the Fund do not exceed a weights to the various factors. specified maximum advisory fee rate, which o The performance of the Fund relative to maximum rate includes breakpoints and is One responsibility of the independent indices. The Board reviewed the based on net asset levels. The Board Senior Officer of the Fund is to manage performance of the Fund during the past considered the contractual nature of this the process by which the Fund's proposed one and two calendar years against the fee waiver and noted that it remains in management fees are negotiated to ensure performance of the Lipper Small-Cap Core effect until June 30, 2007. The Board also that they are negotiated in a manner which Index. The Board noted that the Fund's noted that AIM has contractually agreed to is at arms' length and reasonable. To that performance in such periods was above the waive fees and/or limit expenses of the end, the Senior Officer must either performance of such Index. Based on this Fund through June 30, 2007 so that total supervise a competitive bidding process or review and after taking account of all of annual operating expenses are limited to a prepare an independent written evaluation. the other factors that the Board specified percentage of average daily net The Senior Officer has recommended an considered in determining whether to assets for each class of the Fund. The independent written evaluation in lieu of continue the Advisory Agreement for the Board considered the contractual nature of a competitive bidding process and, upon Fund, the Board concluded that no changes this fee waiver/expense limitation and the direction of the Board, has prepared should be made to the Fund and that it was noted that it remains in effect until June such an independent written evaluation. not necessary to change the Fund's 30, 2007. The Board considered these Such written evaluation also considered portfolio management team at this time. effect these fee waivers/expense certain of the factors discussed below. In However, due to the Fund's limitations would have on the Fund's addition, as discussed below, the Senior under-performance, the Board also estimated expenses and concluded that the Officer made a recommendation to the Board concluded that it would be appropriate for levels of fee waivers/expense limitations in connection with such written the Board to continue to closely monitor for the Fund were fair and reasonable. evaluation. and review the performance of the Fund. Although the independent written o Breakpoints and economies of scale. The The discussion below serves as a evaluation of the Fund's Senior Officer Board reviewed the structure of the Fund's summary of the Senior Officer's (discussed below) only considered Fund advisory fee under the Advisory Agreement, independent written evaluation and performance through the most recent noting that it includes one breakpoint. recommendation to the Board in connection calendar year, the Board also reviewed The Board reviewed the level of the Fund's therewith, as well as a discussion of the more recent Fund performance, which did advisory fees, and noted that such fees, material factors and the conclusions with not change their conclusions. as a percentage of the Fund's net assets, respect thereto that formed the basis for would decrease as net assets increase the Board's approval of the Advisory o Meeting with the Fund's portfolio because the Advisory Agreement includes a Agreement. After consideration of all of managers and investment personnel. With breakpoint. The Board noted that, due to the factors below and based on its respect to the Fund, the Board is meeting the Fund's asset levels at the end of the informed business judgment, the Board periodically with such Fund's portfolio past calendar year and the way in which determined that the Advisory Agreement is managers and/or other investment personnel the advisory fee breakpoint has been in the best interests of the Fund and its and believes that such individuals are structured, the Fund has yet to benefit shareholders and that the compensation to competent and able to continue to carry from the breakpoint. The Board noted that AIM under the Advisory Agreement is fair out their responsibilities under the AIM has contractually agreed to waive and reasonable and would have been Advisory Agreement. advisory fees of the Fund through June 30, obtained through arm's length 2007 to the extent necessary so that the negotiations. o Overall performance of AIM. The Board advisory fees payable by the Fund do not considered the overall performance of AIM exceed a specified maximum advisory fee Unless otherwise stated, information in providing investment advisory and rate, which maximum rate includes presented below is as of June 27, 2006 and portfolio administrative services to the breakpoints and is based on net asset does not reflect any changes that may have Fund and concluded that such performance levels. The Board concluded that the occurred since June 27, 2006, including was satisfactory. Fund's fee levels under the Advisory but not limited to changes to the Fund's Agreement therefore would reflect performance, advisory fees, expense o Fees relative to those clients of AIM economies of scale at higher asset levels limitations and/or fee waivers. with comparable investment strategies. The and that it was not necessary to change Board reviewed the effective advisory fee the advisory fee breakpoints in the Fund's o The nature and extent of the advisory rate (before waivers) for the Fund under advisory fee schedule. services to be provided by AIM. The Board the Advisory Agreement. The Board noted reviewed the services to be provided by that this rate was (i) the same as the o Investments in affiliated money market AIM under the Advisory Agreement. Based on effective advisory fee rate (before funds. The Board also took into account such review, the Board concluded that the waivers) for one mutual fund advised by the fact that uninvested cash and cash range of services to be provided by AIM AIM with investment strategies comparable collateral from securities lending under the Advisory Agreement was to those of the Fund and below the arrangements, if any, (collectively, "cash appropriate and that AIM currently is effective advisory fee rate (before balances") of the Fund may be invested in providing services in accordance with the waivers) for a second mutual fund advised money market funds advised by AIM pursuant terms of the Advisory Agreement. by AIM with investment strategies to the terms of an SEC exemptive order. comparable to those of the Fund; (ii) the The Board found that the Fund may realize o The quality of services to be provided same as the effective advisory fee rate certain benefits upon investing cash by AIM. The Board reviewed the credentials (before waivers) for one variable balances in AIM advised money market and experience of the officers and insurance fund advised by AIM and offered funds, including a higher net return, employees of AIM who will provide to insurance company separate accounts increased liquidity, increased investment advisory services to the Fund. with investment strategies comparable to diversification or decreased transaction In reviewing the qualifications of AIM to those of the Fund; and (iii) above the costs. The Board also found that the Fund provide investment advisory services, the effective sub-advisory fee rate for one will not receive reduced services if it Board considered such issues as AIM's Canadian mutual fund sub-advised by an AIM invests its cash balances in such money portfolio and product review process, affiliate with investment strategies market funds. The Board noted that, to the various back office support functions comparable to those of the Fund. The Board extent the Fund invests uninvested cash in provided by AIM and AIM's equity and fixed noted that AIM has agreed to waive affiliated money market funds, AIM has income trading operations. Based on the advisory fees of the Fund and to limit the voluntarily agreed to waive a portion of review of these and other factors, the Fund's total operating expenses, as the advisory fees it receives from the Board concluded that the quality of discussed below. Based on this review, the Fund attributable to such investment. The services to be provided by AIM was Board concluded that the advisory fee rate Board further determined that appropriate and that AIM currently is for the Fund under the Advisory Agreement providing satisfactory services in was fair and reasonable. accordance with the terms of the Advisory Agreement. o The performance of the Fund relative to comparable funds. The Board reviewed the performance of the Fund during the past one and two calendar years against the (continued) 10 AIM Trimark Small Companies Fund the proposed securities lending program administrative, transfer agency and periods was above the median performance and related procedures with respect to the distribution services, and that AIM and of such comparable funds. Based on this lending Fund is in the best interests of its affiliates currently are providing review and after taking account of all of the lending Fund and its respective satisfactory non-investment advisory the other factors that the Board shareholders. The Board therefore services. considered in determining whether to concluded that the investment of cash continue the Advisory Agreement for the collateral received in connection with the o Other factors and current trends. The Fund, the Board concluded that no changes securities lending program in the money Board considered the steps that AIM and should be made to the Fund and that it was market funds according to the procedures its affiliates have taken over the last not necessary to change the Fund's is in the best interests of the lending several years, and continue to take, in portfolio management team at this time. Fund and its respective shareholders. order to improve the quality and However, due to the Fund's efficiency of the services they provide to under-performance, the Board also o Independent written evaluation and the Funds in the areas of investment concluded that it would be appropriate for recommendations of the Fund's Senior performance, product line diversification, the Board to continue to closely monitor Officer. The Board noted that, upon their distribution, fund operations, shareholder and review the performance of the Fund. direction, the Senior Officer of the Fund, services and compliance. The Board Although the independent written who is independent of AIM and AIM's concluded that these steps taken by AIM evaluation of the Fund's Senior Officer affiliates, had prepared an independent have improved, and are likely to continue (discussed below) only considered Fund written evaluation in order to assist the to improve, the quality and efficiency of performance through the most recent Board in determining the reasonableness of the services AIM and its affiliates calendar year, the Board also reviewed the proposed management fees of the AIM provide to the Fund in each of these more recent Fund performance, which did Funds, including the Fund. The Board noted areas, and support the Board's approval of not change their conclusions. that the Senior Officer's written the continuance of the Advisory Agreement evaluation had been relied upon by the for the Fund. o The performance of the Fund relative to Board in this regard in lieu of a indices. The Board reviewed the competitive bidding process. In APPROVAL OF SUB-ADVISORY AGREEMENT performance of the Fund during the past determining whether to continue the one and two calendar years against the Advisory Agreement for the Fund, the Board The Board oversees the management of the performance of the Lipper Small-Cap Core considered the Senior Officer's written Fund and, as required by law, determines Index. The Board noted that the Fund's evaluation and the recommendation made by annually whether to approve the performance in such periods was above the the Senior Officer to the Board that the continuance of the Fund's sub-advisory performance of such Index. Based on this Board consider whether the advisory fee agreement. Based upon the recommendation review and after taking account of all of waivers for certain equity AIM Funds, of the Investments Committee of the Board, the other factors that the Board including the Fund, should be simplified. at a meeting held on June 27, 2006, the considered in determining whether to The Board concluded that it would be Board, including all of the independent continue the Advisory Agreement for the advisable to consider this issue and reach trustees, approved the continuance of the Fund, the Board concluded that no changes a decision prior to the expiration date of sub-advisory agreement (the "Sub-Advisory should be made to the Fund and that it was such advisory fee waivers. Agreement") between AIM Funds Management not necessary to change the Fund's Inc. (the "Sub-Advisor") and AIM with portfolio management team at this time. o Profitability of AIM and its affiliates. respect to the Fund for another year, However, due to the Fund's The Board reviewed information concerning effective July 1, 2006. under-performance, the Board also the profitability of AIM's (and its concluded that it would be appropriate for affiliates') investment advisory and other The Board considered the factors the Board to continue to closely monitor activities and its financial condition. discussed below in evaluating the fairness and review the performance of the Fund. The Board considered the overall and reasonableness of the Sub-Advisory Although the independent written profitability of AIM, as well as the Agreement at the meeting on June 27, 2006 evaluation of the Fund's Senior Officer profitability of AIM in connection with and as part of the Board's ongoing (discussed below) only considered Fund managing the Fund. The Board noted that oversight of the Fund. In their performance through the most recent AIM's operations remain profitable, deliberations, the Board and the calendar year, the Board also reviewed although increased expenses in recent independent trustees did not identify any more recent Fund performance, which did years have reduced AIM's profitability. particular factor that was controlling, not change their conclusions. Based on the review of the profitability and each trustee attributed different of AIM's and its affiliates' investment weights to the various factors. o Meetings with the Fund's portfolio advisory and other activities and its managers and investment personnel. The financial condition, the Board concluded The discussion below serves as a Board is meeting periodically with the that the compensation to be paid by the discussion of the material factors and the Fund's portfolio managers and/or other Fund to AIM under its Advisory Agreement conclusions with respect thereto that investment personnel and believes that was not excessive. formed the basis for the Board's approval such individuals are competent and able to of the Sub-Advisory Agreement. After continue to carry out their o Benefits of soft dollars to AIM. The consideration of all of the factors below responsibilities under the Sub-Advisory Board considered the benefits realized by and based on its informed business Agreement. AIM as a result of brokerage transactions judgment, the Board determined that the executed through "soft dollar" Sub-Advisory Agreement is in the best o Overall performance of the Sub-Advisor. arrangements. Under these arrangements, interests of the Fund and its shareholders The Board considered the overall brokerage commissions paid by the Fund and that the compensation to the performance of the Sub-Advisor in and/or other funds advised by AIM are used Sub-Advisor under the Sub-Advisory providing investment advisory services to to pay for research and execution Agreement is fair and reasonable. the Fund and concluded that such services. This research may be used by AIM performance was satisfactory. in making investment decisions for the Unless otherwise stated, information Fund. The Board concluded that such presented below is as of June 27, 2006 and o Fees relative to those clients of the arrangements were appropriate. does not reflect any changes that may have Sub-Advisor with comparable investment occurred since June 27, 2006, including strategies. The Board noted that the o AIM's financial soundness in light of but not limited to changes to the Fund's Sub-Advisor does not serve as an advisor the Fund's needs. The Board considered performance. or sub-advisor to other mutual funds or whether AIM is financially sound and has other clients with investment strategies the resources necessary to perform its o The nature and extent of the advisory comparable to those of the Fund. obligations under the Advisory Agreement, services to be provided by the and concluded that AIM has the financial Sub-Advisor. The Board reviewed the o Profitability of AIM and its affiliates. resources necessary to fulfill its services to be provided by the Sub-Advisor The Board reviewed information concerning obligations under the Advisory Agreement. under the Sub-Advisory Agreement. Based on the profitability of AIM's (and its such review, the Board concluded that the affiliates') investment advisory and other o Historical relationship between the Fund range of services to be provided by the activities and its financial condition. and AIM. In determining whether to Sub-Advisor under the Sub-Advisory The Board considered the overall continue the Advisory Agreement for the Agreement was appropriate and that the profitability of AIM, as well as the Fund, the Board also considered the prior Sub-Advisor currently is providing profitability of AIM in connection with relationship between AIM and the Fund, as services in accordance with the terms of managing the Fund. The Board noted that well as the Board's knowledge of AIM's the Sub-Advisory Agreement. AIM's operations remain profitable, operations, and concluded that it was although increased expenses in recent beneficial to maintain the current o The quality of services to be provided years have reduced AIM's profitability. relationship, in part, because of such by the Sub-Advisor. The Board reviewed the Based on the review of the profitability knowledge. The Board also reviewed the credentials and experience of the officers of AIM's and its affiliates' investment general nature of the non-investment and employees of the Sub-Advisor who will advisory and other activities and its advisory services currently performed by provide investment advisory services to financial condition, the Board concluded AIM and its affiliates, such as the Fund. Based on the review of these and that the compensation to be paid by the administrative, transfer agency and other factors, the Board concluded that Fund to AIM under its Advisory Agreement distribution services, and the fees the quality of services to be provided by was not excessive. received by AIM and its affiliates for the Sub-Advisor was appropriate, and that performing such services. In addition to the Sub-Advisor currently is providing o The Sub-Advisor's financial soundness in reviewing such services, the trustees also satisfactory services in accordance with light of the Fund's needs. The Board considered the organizational structure the terms of the Sub-Advisory Agreement. considered whether the Sub-Advisor is employed by AIM and its affiliates to financially sound and has the resources provide those services. Based on the o The performance of the Fund relative to necessary to perform its obligations under review of these and other factors, the comparable funds. The Board reviewed the the Sub-Advisory Agreement, and concluded Board concluded that AIM and its performance of the Fund during the past that the Sub-Advisor has the financial affiliates were qualified to continue to one and two calendar years against the resources necessary to fulfill its provide non-investment advisory services performance of funds advised by other obligations under the Sub-Advisory to the Fund, including advisors with investment strategies Agreement. comparable to those of the Fund. The Board noted that the Fund's performance in such 11 Supplement to Annual Report dated 10/31/06 AIM Trimark Small Companies Fund =================================== Institutional Class Shares AVERAGE ANNUAL TOTAL RETURNS HAD THE ADVISOR NOT WAIVED FEES AND/OR For periods ended 10/31/06 REIMBURSED EXPENSES IN THE PAST, PERFORMANCE The following information has been prepared to WOULD HAVE BEEN LOWER. provide Institutional Class shareholders with Inception 18.53% a performance overview specific to their 1 Year 20.16 PLEASE NOTE THAT PAST PERFORMANCE IS NOT holdings. Institutional Class shares are 6 Months* 4.97 INDICATIVE OF FUTURE RESULTS. MORE RECENT offered exclusively to institutional RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. investors, including defined contribution =================================== ALL RETURNS ASSUME REINVESTMENT OF plans that meet certain criteria. DISTRIBUTIONS AT NAV. INVESTMENT RETURN AND AVERAGE ANNUAL TOTAL RETURNS PRINCIPAL VALUE WILL FLUCTUATE SO YOUR For periods ended 9/30/06,most SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR recent calendar quarter-end LESS THAN THEIR ORIGINAL COST. SEE FULL REPORT FOR INFORMATION ON COMPARATIVE Inception 17.20% BENCHMARKS. PLEASE CONSULT YOUR FUND 1 Year 11.61 PROSPECTUS FOR MORE INFORMATION. FOR THE MOST 6 Months* 0.91 CURRENT MONTH-END PERFORMANCE, PLEASE CALL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. *Cumulative total return that has not been annualized =================================== INSTITUTIONAL CLASS SHARES' INCEPTION DATE IS APRIL 30, 2004. RETURNS SINCE THAT DATE ARE HISTORICAL RETURNS. ALL OTHER RETURNS ARE BLENDED RETURNS OF HISTORICAL INSTITUTIONAL CLASS SHARE PERFORMANCE AND RESTATED CLASS A SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE INCEPTION DATE OF INSTITUTIONAL CLASS SHARES) AT NET ASSET VALUE (NAV) AND REFLECT THE HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS A SHARES. CLASS A SHARES' INCEPTION DATE IS NOVEMBER 4, 2003. INSTITUTIONAL CLASS SHARES HAVE NO SALES CHARGE; THEREFORE, PERFORMANCE IS AT NAV. PERFORMANCE OF INSTITUTIONAL CLASS SHARES WILL DIFFER FROM PERFORMANCE OF OTHER SHARE CLASSES PRIMARILY DUE TO DIFFERING SALES CHARGES AND CLASS EXPENSES. ============================================== NASDAQ SYMBOL ATIIX ============================================== Over for information on your Fund's expenses. ================================================================================ THIS REPORT MUST BE ACCOMPANIED OR PRECEDED BY A CURRENTLY EFFECTIVE FUND PROSPECTUS, WHICH CONTAINS MORE COMPLETE INFORMATION, INCLUDING SALES CHARGES AND EXPENSES. INVESTORS SHOULD READ IT CAREFULLY BEFORE INVESTING. ================================================================================ FOR INSTITUTIONAL INVESTOR USE ONLY This material is for institutional investor use only and may not be quoted, reproduced or shown to the public, nor used in written form as sales literature for public use. [YOUR GOALS. OUR SOLUTIONS.] [AIM INVESTMENTS LOGO APPEARS HERE] AIMINVESTMENTS.COM T-SCO-INS-1 A I M Distributors, Inc. --REGISTERED TRADEMARK-- --REGISTERED TRADEMARK-- Information about your Fund's expenses Calculating your ongoing Fund expenses Example divide your account value by $1,000 The hypothetical account values and (for example, an $8,600 account expenses may not be used to estimate the As a shareholder of the Fund, you incur value divided by $1,000 = 8.6), actual ending account balance or expenses you ongoing costs, including management fees and then multiply the result by the paid for the period. You may use this other Fund expenses. This example is intended number in the table under the information to compare the ongoing costs of to help you understand your ongoing costs (in heading entitled "Actual Expenses investing in the Fund and other funds. To do dollars) of investing in the Fund and to Paid During Period" to estimate so, compare this 5% hypothetical example with compare these costs with ongoing costs of the expenses you paid on your the 5% hypothetical examples that appear in investing in other mutual funds. The example account during this period. the shareholder reports of the other funds. is based on an investment of $1,000 invested at the beginning of the period and held for Hypothetical example for comparison Please note that the expenses shown in the entire period May 1, 2006, through October purposes the table are meant to highlight your ongoing 31, 2006. costs only. Therefore, the hypothetical The table below also provides information is useful in comparing ongoing Actual expenses information about hypothetical costs only, and will not help you determine account values and hypothetical the relative total costs of owning different The table below provides information about expenses based on the Fund's actual funds. actual account values and actual expenses. You expense ratio and an assumed rate may use the information in this table, of return of 5% per year before together with the amount you invested, to expenses, which is not the Fund's estimate the expenses that you paid over the actual return. The Fund's actual period. Simply cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. ==================================================================================================================================== HYPOTHETICAL (5% ANNUAL RETURN BEFORE ACTUAL EXPENSES) BEGINNING ENDING EXPENSES ENDING EXPENSES ANNUALIZED SHARE ACCOUNT VALUE ACCOUNT VALUE PAID DURING ACCOUNT VALUE PAID DURING EXPENSE CLASS (5/1/06) (10/31/06)(1) PERIOD(2) (10/31/06) PERIOD(2) RATIO Institutional $1,000.00 $1,049.70 $4.70 $1,020.62 $4.63 0.91% (1) The actual ending account value is based on the actual total return of the Fund for the period May 1, 2006, through October 31, 2006, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund's expense ratio and a hypothetical annual return of 5% before expenses. The Fund's actual cumulative total return after expenses for the six months ended October 31, 2006, appears in the table on the front of this supplement. (2) Expenses are equal to the Fund's annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMINVESTMENTS.COM T-SCO-INS-1 A I M Distributors, Inc. AIM Trimark Small Companies Fund SCHEDULE OF INVESTMENTS October 31, 2006 <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ DOMESTIC COMMON STOCKS-73.45% ADVERTISING-1.93% Harte-Hanks, Inc. 221,100 $ 5,582,775 ======================================================================== AGRICULTURAL PRODUCTS-1.75% Delta and Pine Land Co. 125,000 5,063,750 ======================================================================== AIR FREIGHT & LOGISTICS-5.95% Dynamex Inc.(a)(b) 450,209 9,539,929 - ------------------------------------------------------------------------ Pacer International, Inc. 249,400 7,654,086 ======================================================================== 17,194,015 ======================================================================== APPAREL, ACCESSORIES & LUXURY GOODS-4.93% Columbia Sportswear Co.(b) 178,300 9,956,272 - ------------------------------------------------------------------------ Hampshire Group, Ltd.(b) 315,800 4,291,722 ======================================================================== 14,247,994 ======================================================================== AUTOMOTIVE RETAIL-3.08% Lithia Motors, Inc.-Class A 349,700 8,917,350 ======================================================================== BIOTECHNOLOGY-1.73% Tercica, Inc.(b) 989,674 5,007,750 ======================================================================== COMMUNICATIONS EQUIPMENT-8.78% Plantronics, Inc. 446,000 9,415,060 - ------------------------------------------------------------------------ SpectraLink Corp.(a) 1,010,562 9,327,487 - ------------------------------------------------------------------------ Tekelec(b) 449,500 6,630,125 ======================================================================== 25,372,672 ======================================================================== DATA PROCESSING & OUTSOURCED SERVICES-3.89% Sabre Holdings Corp.-Class A 441,900 11,233,098 ======================================================================== DIVERSIFIED COMMERCIAL & PROFESSIONAL SERVICES-3.15% FTI(b) 320,300 9,099,723 ======================================================================== EDUCATION SERVICES-2.46% Educate, Inc.(b) 930,240 7,116,336 ======================================================================== HEALTH CARE EQUIPMENT-5.53% Kinetic Concepts, Inc.(b) 460,100 15,993,076 ======================================================================== HEALTH CARE SUPPLIES-2.87% Cooper Cos., Inc. (The) 143,724 8,282,814 ======================================================================== HOME FURNISHINGS-5.33% Tempur-Pedic International Inc.(b) 780,400 15,405,096 ======================================================================== HUMAN RESOURCE & EMPLOYMENT SERVICES-0.91% Learning Tree International, Inc.(b) 302,700 2,630,463 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> LEISURE PRODUCTS-3.87% Polaris Industries Inc. 261,100 $ 11,180,302 ======================================================================== OFFICE SERVICES & SUPPLIES-0.82% HNI Corp. 53,000 2,383,410 ======================================================================== PHARMACEUTICALS-3.02% Endo Pharmaceuticals Holdings Inc.(b) 305,600 8,721,824 ======================================================================== SPECIALTY CHEMICALS-2.07% MacDermid, Inc. 179,200 5,994,240 ======================================================================== SYSTEMS SOFTWARE-4.71% Embarcadero Technologies, Inc.(a)(b) 1,638,800 13,602,040 ======================================================================== THRIFTS & MORTGAGE FINANCE-2.52% Northwest Bancorp, Inc. 272,428 7,287,449 ======================================================================== TRUCKING-4.15% Con-way Inc. 254,200 11,990,614 ======================================================================== Total Domestic Common Stocks (Cost $185,903,871) 212,306,791 ======================================================================== FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-13.22% CANADA-13.22% Chemtrade Logistics Income Fund (Commodity Chemicals) 888,800 8,264,961 - ------------------------------------------------------------------------ Cymat Technologies Ltd. (Aluminum)(b) 2,497,500 322,566 - ------------------------------------------------------------------------ Cymat Technologies Ltd.-Wts. expiring 6/23/08 (Aluminum) (Acquired 06/22/05; Cost $0)(c)(d)(e)(f) 700,000 0 - ------------------------------------------------------------------------ Duntroon Energy Ltd. (Oil & Gas Exploration & Production)(b)(e)(f) 69,374 0 - ------------------------------------------------------------------------ FirstService Corp. (Diversified Commercial & Professional Services)(b) 334,000 8,032,422 - ------------------------------------------------------------------------ Husky Injection Molding Systems Ltd. (Industrial Machinery) 1,328,900 5,740,772 - ------------------------------------------------------------------------ MEGA Brands Inc. (Leisure Products)(b) 697,000 15,862,074 ======================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $33,541,181) 38,222,795 ======================================================================== MONEY MARKET FUNDS-12.74% Liquid Assets Portfolio-Institutional Class(g) 18,412,324 18,412,324 - ------------------------------------------------------------------------ Premier Portfolio-Institutional Class(g) 18,412,324 18,412,324 ======================================================================== Total Money Market Funds (Cost $36,824,648) 36,824,648 ======================================================================== TOTAL INVESTMENTS-99.41% (Cost $256,269,700) 287,354,234 ======================================================================== OTHER ASSETS LESS LIABILITIES-0.59% 1,719,102 ======================================================================== NET ASSETS-100.00% $289,073,336 ________________________________________________________________________ ======================================================================== </Table> F-1 AIM Trimark Small Companies Fund Investment Abbreviations: <Table> Wts. - Warrants </Table> Notes to Schedule of Investments: (a) Affiliated company. The Investment Company Act of 1940 defines affiliates as those companies in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The aggregate value of these securities as of October 31, 2006 was $32,469,456, which represented 11.23% of the Fund's Net Assets. See Note 3. (b) Non-income producing security. (c) Security not registered under the Securities Act of 1933, as amended (e.g., the security was purchased in a Rule 144A transaction or a Regulation D transaction). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The Fund has no rights to demand registration of these securities. The value of this security at October 31, 2006 represented less than 0.00% of the Fund's Net Assets. This security is not considered to be illiquid. (d) Non-income producing security acquired through a corporate action. (e) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The aggregate value of these securities at October 31, 2006 was $6, which represented less than 0.00% of the Fund's Net Assets. See Note 1A. (f) Security considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. The aggregate value of these securities at October 31, 2006 was $6 which represented less than 0.00% of the Fund's Net Assets. (g) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-2 AIM Trimark Small Companies Fund STATEMENT OF ASSETS AND LIABILITIES October 31, 2006 <Table> ASSETS: Investments, at value (cost $191,958,186) $218,060,130 - ----------------------------------------------------------- Investments in affiliates, at value (cost $64,311,514) 69,294,104 =========================================================== Total investments (cost $256,269,700) 287,354,234 =========================================================== Foreign currencies, at value (cost $98,942) 99,268 - ----------------------------------------------------------- Receivables for: Investments sold 831,717 - ----------------------------------------------------------- Fund shares sold 862,951 - ----------------------------------------------------------- Dividends 446,242 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 10,413 - ----------------------------------------------------------- Other assets 33,867 =========================================================== Total assets 289,638,692 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Fund shares reacquired 286,102 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 14,440 - ----------------------------------------------------------- Accrued distribution fees 93,600 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 1,417 - ----------------------------------------------------------- Accrued transfer agent fees 107,442 - ----------------------------------------------------------- Accrued operating expenses 62,355 =========================================================== Total liabilities 565,356 =========================================================== Net assets applicable to shares outstanding $289,073,336 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $236,664,150 - ----------------------------------------------------------- Undistributed net investment income (loss) (10,810) - ----------------------------------------------------------- Undistributed net realized gain from investment securities and foreign currencies 21,335,132 - ----------------------------------------------------------- Unrealized appreciation of investment securities and foreign currencies 31,084,864 =========================================================== $289,073,336 ___________________________________________________________ =========================================================== NET ASSETS: Class A $193,126,702 ___________________________________________________________ =========================================================== Class B $ 21,066,417 ___________________________________________________________ =========================================================== Class C $ 42,640,154 ___________________________________________________________ =========================================================== Class R $ 2,758,923 ___________________________________________________________ =========================================================== Institutional Class $ 29,481,140 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 12,021,371 ___________________________________________________________ =========================================================== Class B 1,337,620 ___________________________________________________________ =========================================================== Class C 2,709,107 ___________________________________________________________ =========================================================== Class R 172,598 ___________________________________________________________ =========================================================== Institutional Class 1,813,540 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 16.07 - ----------------------------------------------------------- Offering price per share (Net asset value of $16.07 divided by 94.50%) $ 17.01 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 15.75 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 15.74 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 15.98 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 16.26 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-3 AIM Trimark Small Companies Fund STATEMENT OF OPERATIONS For the year ended October 31, 2006 <Table> INVESTMENT INCOME: Dividends (net of foreign withholding tax of $164,056) $ 2,400,864 - ------------------------------------------------------------------------- Dividends from affiliates 727,646 - ------------------------------------------------------------------------- Interest 130,724 ========================================================================= Total investment income 3,259,234 ========================================================================= EXPENSES: Advisory fees 2,055,953 - ------------------------------------------------------------------------- Administrative services fees 95,632 - ------------------------------------------------------------------------- Custodian fees 40,455 - ------------------------------------------------------------------------- Distribution fees: Class A 403,281 - ------------------------------------------------------------------------- Class B 207,098 - ------------------------------------------------------------------------- Class C 334,228 - ------------------------------------------------------------------------- Class R 10,653 - ------------------------------------------------------------------------- Transfer agent fees -- A, B, C and R 567,943 - ------------------------------------------------------------------------- Transfer agent fees -- Institutional 1,215 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 20,914 - ------------------------------------------------------------------------- Other 226,216 ========================================================================= Total expenses 3,963,588 ========================================================================= Less: Fees waived and expense offset arrangements (274,173) ========================================================================= Net expenses 3,689,415 ========================================================================= Net investment income (loss) (430,181) ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENT SECURITIES AND FOREIGN CURRENCIES: Net realized gain (loss) from: Investment securities 21,940,724 - ------------------------------------------------------------------------- Foreign currencies (56,398) ========================================================================= 21,884,326 ========================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities 20,730,250 - ------------------------------------------------------------------------- Foreign currencies (19,828) ========================================================================= 20,710,422 ========================================================================= Net gain from investment securities and foreign currencies 42,594,748 ========================================================================= Net increase in net assets resulting from operations $42,164,567 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-4 AIM Trimark Small Companies Fund STATEMENT OF CHANGES IN NET ASSETS For the years ended October 31, 2006 and 2005 <Table> <Caption> 2006 2005 - ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income (loss) $ (430,181) $ (689,923) - ------------------------------------------------------------------------------------------ Net realized gain from investment securities and foreign currencies 21,884,326 4,609,343 - ------------------------------------------------------------------------------------------ Change in net unrealized appreciation of investment securities and foreign currencies 20,710,422 7,556,279 ========================================================================================== Net increase in net assets resulting from operations 42,164,567 11,475,699 ========================================================================================== Distributions to shareholders from net realized gains: Class A (2,434,107) (196,595) - ------------------------------------------------------------------------------------------ Class B (369,102) (50,849) - ------------------------------------------------------------------------------------------ Class C (494,184) (38,970) - ------------------------------------------------------------------------------------------ Class R (31,492) (275) - ------------------------------------------------------------------------------------------ Institutional Class (349,345) (41,277) ========================================================================================== Decrease in net assets resulting from distributions (3,678,230) (327,966) ========================================================================================== Share transactions-net: Class A 40,386,818 98,110,668 - ------------------------------------------------------------------------------------------ Class B (1,602,422) 11,658,554 - ------------------------------------------------------------------------------------------ Class C 12,640,041 18,887,288 - ------------------------------------------------------------------------------------------ Class R 639,091 1,673,597 - ------------------------------------------------------------------------------------------ Institutional Class 6,742,452 12,205,626 ========================================================================================== Net increase in net assets resulting from share transactions 58,805,980 142,535,733 ========================================================================================== Net increase in net assets 97,292,317 153,683,466 ========================================================================================== NET ASSETS: Beginning of year 191,781,019 38,097,553 ========================================================================================== End of year (including undistributed net investment income (loss) of $(10,810) and $(5,235), respectively) $289,073,336 $191,781,019 __________________________________________________________________________________________ ========================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. F-5 AIM Trimark Small Companies Fund NOTES TO FINANCIAL STATEMENTS October 31, 2006 NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Trimark Small Companies Fund (the "Fund") is a series portfolio of AIM Investment Funds (the "Trust"). The Trust is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of nine separate series portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's investment objective is long-term growth of capital. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. A security listed or traded on an exchange (except convertible bonds) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on the prices furnished by independent pricing services, in which case the securities may be considered fair valued, or by market makers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and the ask prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and ask prices. For purposes of determining net asset value per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange ("NYSE"). Investments in open-end registered investment companies and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in closed-end registered investment companies that trade on an exchange are valued at the last sales price as of the close of the customary trading session on the exchange where the security is principally traded. Debt obligations (including convertible bonds) are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate, yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data. Short-term obligations having 60 days or less to maturity and commercial paper are recorded at amortized cost which approximates value. Foreign securities (including foreign exchange contracts) are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that are significant and may make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, ADRs and domestic and foreign index futures. Securities for which market prices are not provided by any of the above methods are valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and asked prices. Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes. Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the realized and unrealized net gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund's net asset value and, F-6 AIM Trimark Small Companies Fund accordingly, they reduce the Fund's total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and Statement of Changes in Net Assets, or the net investment income per share and ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the advisor. The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class. C. COUNTRY DETERMINATION -- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, AIM may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer's securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America unless otherwise noted. D. DISTRIBUTIONS -- Distributions from income and net realized capital gain, if any, are generally paid annually and recorded on ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes. E. FEDERAL INCOME TAXES -- The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as a regulated investment company and to distribute substantially all of the Fund's taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. F. EXPENSES -- Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to the Institutional Class are charged to such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets. G. ACCOUNTING ESTIMATES -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates. H. INDEMNIFICATIONS -- Under the Trust's organizational documents, each Trustee, officer, employee or other agent of the Trust (including the Trust's investment manager) is indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. I. FOREIGN CURRENCY TRANSLATIONS -- Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (i) sales of foreign currencies, (ii) currency gains or losses realized between the trade and settlement dates on securities transactions, and (iii) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates. J. FOREIGN CURRENCY CONTRACTS -- A foreign currency contract is an obligation to purchase or sell a specific currency for an agreed-upon price at a future date. The Fund may enter into a foreign currency contract to attempt to minimize the risk to the Fund from adverse changes in the relationship between currencies. The Fund may also enter into a foreign currency contract for the purchase or sale of a security denominated in a foreign currency in order to "lock in" the U.S. dollar price of that security. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The Fund could be exposed to risk, which may be in excess of the amount reflected in the Statement of Assets and Liabilities, if counterparties to the contracts are unable to meet the terms of their contracts or if the value of the foreign currency changes unfavorably. F-7 AIM Trimark Small Companies Fund NOTE 2--ADVISORY FEES AND OTHER FEES PAID TO AFFILIATES The Trust has entered into a master investment advisory agreement with A I M Advisors, Inc. ("AIM"). Under the terms of the investment advisory agreement, the Fund pays an advisory fee to AIM based on the annual rate of the Fund's average daily net assets as follows: <Table> <Caption> AVERAGE NET ASSETS RATE - ------------------------------------------------------------------- First $1 billion 0.85% - ------------------------------------------------------------------- Over $1 billion 0.80% __________________________________________________________________ =================================================================== </Table> Through June 30, 2007, AIM has contractually agreed to waive advisory fees to the extent necessary so that the advisory fees payable by the Fund (based on the Fund's average daily net assets) do not exceed the annual rate of: <Table> <Caption> AVERAGE NET ASSETS RATE - ------------------------------------------------------------------- First $250 million 0.745% - ------------------------------------------------------------------- Next $250 million 0.73% - ------------------------------------------------------------------- Next $500 million 0.715% - ------------------------------------------------------------------- Next $1.5 billion 0.70% - ------------------------------------------------------------------- Next $2.5 billion 0.685% - ------------------------------------------------------------------- Next $2.5 billion 0.67% - ------------------------------------------------------------------- Next $2.5 billion 0.655% - ------------------------------------------------------------------- Over $10 billion 0.64% __________________________________________________________________ =================================================================== </Table> Under the terms of a master sub-advisory agreement between AIM and AIM Funds Management Inc. ("AIM Funds Management"), AIM pays AIM Funds Management 40% of the amount of AIM's compensation on the sub-advised assets. AIM has contractually agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit total annual operating expenses (excluding certain items discussed below) of Class A, Class B, Class C, Class R and Institutional Class shares to 1.50%, 2.25%, 2.25%, 1.75% and 1.25% of average daily net assets, respectively, through at least June 30, 2007. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the net annual operating expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Fund's Board of Trustees; and (vi) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with AMVESCAP PLC ("AMVESCAP") described more fully below, the expense offset arrangements from which the Fund may benefit are in the form of credits that the Fund receives from banks where the Fund or its transfer agent has deposit accounts in which it holds uninvested cash. In addition, the Fund may also benefit from a one time credit to be used to offset future custodian expenses. Those credits are used to pay certain expenses incurred by the Fund. Further, AIM has voluntarily agreed to waive advisory fees of the Fund in the amount of 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors. For the year ended October 31, 2006, AIM waived advisory fees of $256,761. At the request of the Trustees of the Trust, AMVESCAP agreed to reimburse expenses incurred by the Fund in connection with market timing matters in the AIM Funds, which may include legal, audit, shareholder reporting, communications and trustee expenses. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the year ended October 31, 2006, AMVESCAP did not reimburse any expenses. The Fund, pursuant to a master administrative services agreement with AIM, has agreed to pay AIM for certain administrative costs incurred in providing accounting services to the Fund. Pursuant to such agreement, for the year ended October 31, 2006, AIM was paid $95,632. The Fund, pursuant to a transfer agency and service agreement, has agreed to pay AIM Investment Services, Inc. ("AIS") a fee for providing transfer agency and shareholder services to the Fund and reimburse AIS for certain expenses incurred by AIS in the course of providing such services. AIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by AIS to intermediaries that provide omnibus account services or sub-accounting are charged back to the Fund, subject to certain limitations approved by the Trust's Board of Trustees. For the year ended October 31, 2006, the Fund paid AIS $567,943 for Class A, Class B, Class C and Class R share classes and $1,215 for Institutional Class shares. The Trust has entered into master distribution agreements with A I M Distributors, Inc. ("ADI") to serve as the distributor for the Class A, Class B, Class C, Class R and Institutional Class shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund's Class A, Class B, Class C and Class R shares (collectively the "Plans"). The Fund, pursuant to the Plans, pays ADI compensation at the annual rate of 0.25% of the Fund's average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. Of the Rule 12b-1 payments, up to 0.25% of the average daily net assets of the Class A, Class B, Class C or Class R shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. National Association of Securities Dealers ("NASD") Rules impose a F-8 AIM Trimark Small Companies Fund cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. Pursuant to the Plans, for the year ended October 31, 2006, the Class A, Class B, Class C and Class R shares paid $403,281, $207,098, $334,228 and $10,653, respectively. Front-end sales commissions and contingent deferred sales charges ("CDSC") (collectively the "sales charges") are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2006, ADI advised the Fund that it retained $77,934 in front-end sales commissions from the sale of Class A shares and $49,036, $12,525, $7,839 and $0 from Class A, Class B, Class C and Class R shares, respectively, for CDSC imposed on redemptions by shareholders. Certain officers and trustees of the Trust are officers and directors of AIM, AIS and/or ADI. NOTE 3--INVESTMENTS IN AFFILIATES The Fund is permitted, pursuant to procedures approved by the Board of Trustees, to invest daily available cash balances in affiliated money market funds. The Fund and the money market funds below have the same investment advisor and therefore, are considered to be affiliated. The table below shows the transactions in and earnings from investments in affiliated money market funds for the year ended October 31, 2006. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED FUND 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - -------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio- Institutional Class $ -- $ 63,318,738 $ (44,906,414) $ -- $18,412,324 $334,864 $ -- - -------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio- Institutional Class -- 37,105,072 (18,692,748) -- 18,412,324 174,639 -- - -------------------------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio-Institutional Class -- 37,529,039 (37,529,039) -- -- 161,067 -- ================================================================================================================================ Subtotal $ -- $137,952,849 $(101,128,201) $ -- $36,824,648 $670,570 $ -- ________________________________________________________________________________________________________________________________ ================================================================================================================================ </Table> INVESTMENTS IN OTHER AFFILIATES: The Investment Company Act of 1940 defines affiliates as those issuances in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The following is a summary of the transactions with affiliates for the year ended October 31, 2006 <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED 10/31/05 AT COST FROM SALES (DEPRECIATION) 10/31/06 INCOME GAIN (LOSS) - ------------------------------------------------------------------------------------------------------------------------------ Dynamex Inc. $ 9,018,012 $ -- $ (2,119,967) $ 2,641,884 $ 9,539,929 $ -- $289,464 - ------------------------------------------------------------------------------------------------------------------------------ Embarcadero Technologies Inc. 5,777,428 5,469,892 -- 2,354,720 13,602,040 -- -- - ------------------------------------------------------------------------------------------------------------------------------ Spectralink Inc. 7,180,186 4,053,441 -- (1,906,140) 9,327,487 57,076 -- ============================================================================================================================== Subtotal $21,975,626 $ 9,523,333 $ (2,119,967) $ 3,090,464 $32,469,456 $ 57,076 $289,464 ============================================================================================================================== Total Investments in Affiliates $21,975,626 $147,476,182 $(103,248,168) $ 3,090,464 $69,294,104 $727,646 $289,464 ______________________________________________________________________________________________________________________________ ============================================================================================================================== </Table> NOTE 4--EXPENSE OFFSET ARRANGEMENTS The expense offset arrangements are comprised of (i) transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions, (ii) custodian credits which result from periodic overnight cash balances at the custodian and (iii) a one time custodian fee credit to be used to offset future custodian fees. For the year ended October 31, 2006, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $17,412. NOTE 5--TRUSTEES' AND OFFICER'S FEES AND BENEFITS "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to pay remuneration to each Trustee and Officer of the Fund who is not an "interested person" of AIM. Trustees have the option to defer compensation payable by the Fund, and "Trustees' and Officer's Fees and Benefits" also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various AIM Funds in which their deferral accounts shall be deemed to be invested. Finally, current Trustees are eligible to participate in a retirement plan that provides for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. "Trustees' and Officer's Fees and Benefits" include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund. F-9 AIM Trimark Small Companies Fund During the year ended October 31, 2006, the Fund paid legal fees of $4,390 for services rendered by Kramer, Levin, Naftalis & Frankel LLP as counsel to the Independent Trustees. A member of that firm is a Trustee of the Trust. NOTE 6--BORROWINGS Pursuant to an exemptive order from the Securities and Exchange Commission, the Fund may participate in an interfund lending facility that AIM has established for temporary borrowings by the AIM Funds. An interfund loan will be made under this facility only if the loan rate (an average of the rate available on bank loans and the rate available on investments in overnight repurchase agreements) is favorable to both the lending fund and the borrowing fund. A loan will be secured by collateral if the Fund's aggregate borrowings from all sources exceed 10% of the Fund's total assets. To the extent that the loan is required to be secured by collateral, the collateral is marked to market daily to ensure that the market value is at least 102% of the outstanding principal value of the loan. The Fund is a participant in an uncommitted unsecured revolving credit facility with State Street Bank and Trust Company ("SSB"). The Fund may borrow up to the lesser of (i) $125,000,000, or (ii) the limits set by its prospectus for borrowings. The Fund and other funds advised by AIM which are parties to the credit facility can borrow on a first come, first served basis. Principal on each loan outstanding shall bear interest at the bid rate quoted by SSB at the time of the request for the loan. During the year ended October 31, 2006, the Fund did not borrow or lend under the interfund lending facility or borrow under the uncommitted unsecured revolving credit facility. Additionally, the Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (ii) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and AIM, not to exceed the contractually agreed upon rate. NOTE 7--DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF NET ASSETS DISTRIBUTIONS TO SHAREHOLDERS: The tax character of distributions paid during the years ended October 31, 2006 and 2005 was as follows: <Table> <Caption> 2006 2005 - ------------------------------------------------------------------------------------ Distributions paid from: Ordinary income $3,323,963 $327,966 - ------------------------------------------------------------------------------------ Long-term capital gain 354,267 -- ==================================================================================== Total distributions $3,678,230 $327,966 ____________________________________________________________________________________ ==================================================================================== </Table> TAX COMPONENTS OF NET ASSETS: As of October 31, 2006, the components of net assets on a tax basis were as follows: <Table> <Caption> 2006 - ---------------------------------------------------------------------------- Undistributed ordinary income $ 5,487,443 - ---------------------------------------------------------------------------- Undistributed long-term gain 16,259,528 - ---------------------------------------------------------------------------- Unrealized appreciation -- investments 30,673,025 - ---------------------------------------------------------------------------- Temporary book/tax differences (10,810) - ---------------------------------------------------------------------------- Shares of beneficial interest 236,664,150 ============================================================================ Total net assets $289,073,336 ____________________________________________________________________________ ============================================================================ </Table> The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund's unrealized appreciation (depreciation) difference is attributable primarily to losses on wash sales. The tax-basis unrealized appreciation on investments amount includes appreciation on foreign currencies of $330. The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund's temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan expenses. The Fund has no capital loss carryforward as of October 31, 2006. F-10 AIM Trimark Small Companies Fund NOTE 8--INVESTMENT SECURITIES The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2006 was $128,727,629 and $105,821,763, respectively. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $37,810,130 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (7,137,435) =============================================================================== Net unrealized appreciation of investment securities $30,672,695 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $256,681,539. </Table> NOTE 9--RECLASSIFICATION OF PERMANENT DIFFERENCES Primarily as a result of differing book/tax treatment of net operating losses and foreign currency transactions, on October 31, 2006, undistributed net investment income (loss) was increased by $424,606 and undistributed net realized gain was decreased by $424,606. This reclassification had no effect on the net assets of the Fund. NOTE 10--SHARE INFORMATION The Fund currently offers five different classes of shares: Class A, Class B, Class C, Class R and Institutional Class. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met. Class B shares and Class C shares are sold with CDSC. Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class A shares and Class R shares are subject to CDSC. Generally, Class B shares will automatically convert to Class A shares on or about the month-end which is at least eight years after the date of purchase. <Table> <Caption> CHANGES IN SHARES OUTSTANDING - ---------------------------------------------------------------------------------------------------------------------- YEAR ENDED OCTOBER 31, -------------------------------------------------------- 2006(A) 2005 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 6,334,375 $ 93,178,359 10,119,625 $133,711,057 - ---------------------------------------------------------------------------------------------------------------------- Class B 463,043 6,675,126 1,147,251 14,931,995 - ---------------------------------------------------------------------------------------------------------------------- Class C 1,383,674 19,965,765 1,683,952 21,999,614 - ---------------------------------------------------------------------------------------------------------------------- Class R 85,883 1,255,970 134,259 1,788,046 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 487,102 7,217,168 987,101 12,936,760 ====================================================================================================================== Issued as reinvestment of dividends: Class A 162,060 2,333,653 15,350 191,412 - ---------------------------------------------------------------------------------------------------------------------- Class B 24,160 343,068 3,944 48,870 - ---------------------------------------------------------------------------------------------------------------------- Class C 32,958 468,010 2,967 36,729 - ---------------------------------------------------------------------------------------------------------------------- Class R 2,193 31,492 22 275 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 24,093 349,345 3,302 41,277 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 99,536 1,463,334 41,792 550,687 - ---------------------------------------------------------------------------------------------------------------------- Class B (101,214) (1,463,334) (42,178) (550,687) ====================================================================================================================== Reacquired: Class A (3,865,598) (56,588,528) (2,722,736) (36,342,488) - ---------------------------------------------------------------------------------------------------------------------- Class B (498,551) (7,157,282) (212,921) (2,771,624) - ---------------------------------------------------------------------------------------------------------------------- Class C (539,420) (7,793,734) (239,629) (3,149,055) - ---------------------------------------------------------------------------------------------------------------------- Class R (44,171) (648,371) (8,448) (114,724) - ---------------------------------------------------------------------------------------------------------------------- Institutional Class (56,960) (824,061) (58,298) (772,411) ====================================================================================================================== 3,993,163 $ 58,805,980 10,855,355 $142,535,733 ______________________________________________________________________________________________________________________ ====================================================================================================================== </Table> (a) There are four entities that are each record owners of more than 5% of the outstanding shares of the Fund and in the aggregate they own 46% of the outstanding shares of the Fund. ADI has an agreement with these entities to sell Fund shares. The Fund, AIM and/or AIM affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, AIM and/or AIM affiliates including but not limited to services such as, securities brokerage, distribution, third party record keeping and account servicing. The Trust has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially. In addition, 10% of the outstanding shares of the Fund are owned by affiliated mutual funds. Affiliated mutual funds are other mutual funds that are also advised by AIM. F-11 AIM Trimark Small Companies Fund NOTE 11--NEW ACCOUNTING STANDARD In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48"). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement for a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The provisions for FIN 48 are effective for fiscal years beginning after December 15, 2006. Management is currently assessing the impact of FIN 48, if any, on the Fund's financial statements and intends for the Fund to adopt the FIN 48 provisions during 2007. NOTE 12--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ------------------------------------------------ NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO ----------------------- OCTOBER 31, 2006 2005 2004 - -------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.67 $ 11.90 $ 10.00 - -------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.01)(a) (0.06)(a) (0.04) - -------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.65 1.90 1.94 ============================================================================================================== Total from investment operations 2.64 1.84 1.90 ============================================================================================================== Less distributions from net realized gains (0.24) (0.07) -- ============================================================================================================== Net asset value, end of period $ 16.07 $ 13.67 $ 11.90 ______________________________________________________________________________________________________________ ============================================================================================================== Total return(b) 19.55% 15.55% 19.00% ______________________________________________________________________________________________________________ ============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $193,127 $127,013 $21,862 ______________________________________________________________________________________________________________ ============================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.41%(c) 1.51% 2.01%(d) - -------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.52%(c) 1.61% 3.26%(d) ============================================================================================================== Ratio of net investment income (loss) to average net assets (0.06)%(c) (0.45)% (1.17)%(d) ______________________________________________________________________________________________________________ ============================================================================================================== Portfolio turnover rate(e) 47% 20% 29% ______________________________________________________________________________________________________________ ============================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $161,312,331. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-12 AIM Trimark Small Companies Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B ---------------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 13.50 $ 11.84 $10.00 - ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.12)(a) (0.15)(a) (0.08) - ------------------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 2.61 1.88 1.92 ============================================================================================================ Total from investment operations 2.49 1.73 1.84 ============================================================================================================ Less distributions from net realized gains (0.24) (0.07) -- ============================================================================================================ Net asset value, end of period $ 15.75 $ 13.50 $11.84 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 18.67% 14.69% 18.40% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $21,066 $19,582 $6,558 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.16%(c) 2.21% 2.66%(d) - ------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 2.27%(c) 2.31% 3.91%(d) ============================================================================================================ Ratio of net investment income (loss) to average net assets (0.81)%(c) (1.15)% (1.82)%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 47% 20% 29% ____________________________________________________________________________________________________________ ============================================================================================================ </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $20,709,838. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS C ---------------------------------------------- NOVEMBER 4, 2003 YEAR ENDED (DATE OPERATIONS OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 13.50 $ 11.83 $10.00 - ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.12)(a) (0.15)(a) (0.07) - ------------------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 2.60 1.89 1.90 ============================================================================================================ Total from investment operations 2.48 1.74 1.83 ============================================================================================================ Less distributions from net realized gains (0.24) (0.07) -- ============================================================================================================ Net asset value, end of period $ 15.74 $ 13.50 $11.83 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 18.60% 14.79% 18.30% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $42,640 $24,724 $4,550 ____________________________________________________________________________________________________________ ============================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.16%(c) 2.21% 2.66%(d) - ------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 2.27%(c) 2.31% 3.91%(d) ============================================================================================================ Ratio of net investment income (loss) to average net assets (0.81)%(c) (1.15)% (1.82)%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 47% 20% 29% ____________________________________________________________________________________________________________ ============================================================================================================ </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $33,422,761. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-13 AIM Trimark Small Companies Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS R ------------------------------------------ APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO ------------------- OCTOBER 31, 2006 2005 2004 - -------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $13.64 $11.89 $10.56 - -------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.05)(a) (0.09)(a) (0.04) - -------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.63 1.91 1.37 ======================================================================================================== Total from investment operations 2.58 1.82 1.33 ======================================================================================================== Less distributions from net realized gains (0.24) (0.07) -- ======================================================================================================== Net asset value, end of period $15.98 $13.64 $11.89 ________________________________________________________________________________________________________ ======================================================================================================== Total return(b) 19.15% 15.39% 12.59% ________________________________________________________________________________________________________ ======================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $2,759 $1,755 $ 34 ________________________________________________________________________________________________________ ======================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.66%(c) 1.71% 2.16%(d) - -------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.77%(c) 1.81% 3.41%(d) ======================================================================================================== Ratio of net investment income (loss) to average net assets (0.31)%(c) (0.65)% (1.32)%(d) ________________________________________________________________________________________________________ ======================================================================================================== Portfolio turnover rate(e) 47% 20% 29% ________________________________________________________________________________________________________ ======================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $2,130,643. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> INSTITUTIONAL CLASS -------------------------------------------- APRIL 30, 2004 YEAR ENDED (DATE SALES OCTOBER 31, COMMENCED) TO --------------------- OCTOBER 31, 2006 2005 2004 - ---------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.76 $ 11.92 $10.56 - ---------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.06(a) 0.00(a) (0.02) - ---------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.68 1.91 1.38 ========================================================================================================== Total from investment operations 2.74 1.91 1.36 ========================================================================================================== Less distributions from net realized gains (0.24) (0.07) -- ========================================================================================================== Net asset value, end of period $ 16.26 $ 13.76 $11.92 __________________________________________________________________________________________________________ ========================================================================================================== Total return(b) 20.16% 16.11% 12.88% __________________________________________________________________________________________________________ ========================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $29,481 $18,708 $5,094 __________________________________________________________________________________________________________ ========================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 0.91%(c) 1.02% 1.60%(d) - ---------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.01%(c) 1.12% 2.86%(d) ========================================================================================================== Ratio of net investment income (loss) to average net assets 0.44%(c) 0.04% (0.77)%(d) __________________________________________________________________________________________________________ ========================================================================================================== Portfolio turnover rate(e) 47% 20% 29% __________________________________________________________________________________________________________ ========================================================================================================== </Table> (a) Calculated using average shares outstanding. (b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year. (c) Ratios are based on average daily net assets of $24,301,220. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. F-14 AIM Trimark Small Companies Fund NOTE 13--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. SETTLED ENFORCEMENT ACTIONS AND INVESTIGATIONS RELATED TO MARKET TIMING On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and A I M Distributors, Inc. ("ADI") (the distributor of the retail AIM Funds) reached final settlements with certain regulators, including the Securities and Exchange Commission ("SEC"), the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlement. These two fair funds may increase as a result of contributions from third parties who reach final settlements with the SEC or other regulators to resolve allegations of market timing and/or late trading that also may have harmed applicable AIM Funds. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC. Management of AIM and the Fund are unable to estimate the impact, if any, that the distribution of these two fair funds may have on the Fund or whether such distribution will have an impact on the Fund's financial statements in the future. At the request of the trustees of the AIM Funds, AMVESCAP PLC ("AMVESCAP"), the parent company of IFG and AIM, has agreed to reimburse expenses incurred by the AIM Funds related to market timing matters. PENDING LITIGATION AND REGULATORY INQUIRIES On August 30, 2005, the West Virginia Office of the State Auditor - -Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, IFG, AIM, ADI and/or related entities and individuals, depending on the lawsuit, alleging: - that the defendants permitted improper market timing and related activity in the AIM Funds; - that certain AIM Funds inadequately employed fair value pricing; - that the defendants charged excessive advisory and/or distribution fees and failed to pass on to shareholders the perceived savings generated by economies of scale and that the defendants adopted unlawful distribution plans; and - that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions (all the claims in this category of lawsuits were dismissed with prejudice by the court on September 29, 2006, except for the Section 36(b) claim which was dismissed with leave to amend to plead it properly as a derivative claim). These lawsuits allege as theories of recovery, depending on the lawsuit, violations of various provisions of the Federal and state securities laws and ERISA, negligence, breach of fiduciary duty and/or breach of contract. These lawsuits seek remedies that include, depending on the lawsuit, damages, restitution, injunctive relief, imposition of a constructive trust, removal of certain directors and/or employees, various corrective measures under ERISA, rescission of certain AIM Funds' advisory agreements and/or distribution plans and recovery of all fees paid, an accounting of all fund-related fees, commissions and soft dollar payments, restitution of all commissions and fees paid, and prospective relief in the form of reduced fees. All lawsuits based on allegations of market timing, late trading and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court"). Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds; (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants; and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in AMVESCAP's 401(k) plan. Based on orders issued by the MDL Court, all claims asserted against the AIM Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the Consolidated Amended Fund Derivative Complaint. On September 15, 2006, the MDL Court granted the AMVESCAP defendants' motion to dismiss the Amended Class Action Complaint for Violations of ERISA and dismissed such Complaint. The plaintiff has commenced an appeal from that decision. F-15 AIM Trimark Small Companies Fund NOTE 13--LEGAL PROCEEDINGS--(CONTINUED) IFG, AIM, ADI and/or related entities and individuals have received inquiries from numerous regulators in the form of subpoenas or other oral or written requests for information and/or documents related to one or more of the following issues, among others, some of which concern one or more AIM Funds: market timing activity, late trading, fair value pricing, excessive or improper advisory and/or distribution fees, mutual fund sales practices, including revenue sharing and directed-brokerage arrangements, investments in securities of other registered investment companies, contractual plans, issues related to Section 529 college savings plans and procedures for locating lost security holders. IFG, AIM and ADI have advised the Fund that they are providing full cooperation with respect to these inquiries. Regulatory actions and/or additional civil lawsuits related to these or other issues may be filed against the AIM Funds, IFG, AIM and/or related entities and individuals in the future. At the present time, management of AIM and the Fund are unable to estimate the impact, if any, that the outcome of the Pending Litigation and Regulatory Inquiries described above may have on AIM, ADI or the Fund. F-16 AIM Trimark Small Companies Fund REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees of AIM Investment Funds and Shareholders of AIM Trimark Small Companies Fund: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AIM Trimark Small Companies Fund (one of the funds constituting AIM Investment Funds, hereafter referred to as the "Fund") at October 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2006 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PRICEWATERHOUSECOOPERS LLP December 20, 2006 Houston, Texas F-17 AIM Trimark Small Companies Fund TAX DISCLOSURES REQUIRED FEDERAL INCOME TAX INFORMATION Of ordinary dividends paid to shareholders during the Fund's tax year ended October 31, 2006, 20.31% is eligible for the dividends received deduction for corporations. The Fund distributed long term capital gains of $354,266 for the Fund's tax year ended October 31, 2006. For its tax year ended October 31, 2006 the Fund designates 20.16%, or the maximum amount allowable, of its dividend distributions as qualified dividend income. Your actual amount of qualified dividend income for the calendar year will be reported in your Form 1099-DIV. You should consult your tax advisor regarding treatment of the amounts. TAX INFORMATION FOR NON-RESIDENT ALIEN SHAREHOLDERS For its tax year ended October 31, 2006, the Fund designates 0%, or the maximum amount allowable, of its dividend distributions as qualified interest income exempt from U.S. income tax for non-resident alien shareholders. Your actual amount of qualified interest income for the calendar year will be reported in your Form 1042-S mailing. You should consult your tax advisor regarding treatment of the amounts. The Fund designates qualified short-term capital gains of $2,534 for the Fund's tax year ended October 31, 2006. The percentage of qualifying assets not subject to the U.S. estate tax for the fiscal quarters ended January 31, 2006, April 30, 2006 and July 31, 2006 and October 31, 2006 are 26.15%, 23.23%, 24.61% and 26.00%, respectively. F-18 AIM Trimark Small Companies Fund TRUSTEES AND OFFICERS The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> TRUSTEE AND/ NAME, YEAR OF BIRTH AND OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) POSITION(S) HELD WITH THE TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------- INTERESTED PERSONS - ------------------------------------------------------------------------------------------------------------------------------- Robert H. Graham(1) -- 1946 1998 Director and Chairman, A I M Management None Trustee and Vice Chair Group Inc. (financial services holding company); Director and Vice Chairman, AMVESCAP PLC; Chairman, AMVESCAP PLC -- AIM Division (parent of AIM and a global investment management firm) and Trustee and Vice Chair of The AIM Family of Funds--Registered Trademark-- Formerly: President and Chief Executive Officer, A I M Management Group Inc.; Director, Chairman and President, A I M Advisors, Inc. (registered investment advisor); Director and Chairman, A I M Capital Management, Inc. (registered investment advisor), A I M Distributors, Inc. (registered broker dealer), AIM Investment Services, Inc., (registered transfer agent), and Fund Management Company (registered broker dealer); Chief Executive Officer, AMVESCAP PLC -- Managed Products; and President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- - ------------------------------------------------------------------------------------------------------------------------------- Philip A. Taylor(2) -- 1954 2006 Director, Chief Executive Officer and None Trustee, President and President, A I M Management Group Inc., Principal AIM Mutual Fund Dealer Inc. (registered Executive Officer broker dealer), AIM Funds Management Inc. (registered investment advisor) and 1371 Preferred Inc. (holding company); Director and President, A I M Advisors, Inc., INVESCO Funds Group, Inc. (registered investment advisor and register transfer agent) and AIM GP Canada Inc. (general partner for a limited partnership); Director, A I M Capital Management, Inc. and A I M Distributors, Inc.; Director and Chairman, AIM Investment Services, Inc., Fund Management Company and INVESCO Distributors, Inc. (registered broker dealer); Director, President and Chairman, AVZ Callco Inc. (holding company); AMVESCAP Inc. (holding company) and AIM Canada Holdings Inc. (holding company); Director and Chief Executive Officer, AIM Trimark Corporate Class Inc. (formerly AIM Trimark Global Fund Inc.) (corporate mutual fund company) and AIM Trimark Canada Fund Inc. (corporate mutual fund company); Trustee, President and Principal Executive Officer of The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); Trustee and Executive Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); and Manager, Powershares Capital Management LLC Formerly: President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only); Chairman, AIM Canada Holdings, Inc.; Executive Vice President and Chief Operations Officer, AIM Funds Management Inc.; President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.; and Director, Trimark Trust (federally regulated Canadian Trust Company) - ------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - ------------------------------------------------------------------------------------------------------------------------------- Bruce L. Crockett -- 1944 2001 Chairman, Crockett Technology Associates ACE Limited (insurance company); Trustee and Chair (technology consulting company) and Captaris, Inc. (unified messaging provider) - ------------------------------------------------------------------------------------------------------------------------------- Bob R. Baker -- 1936 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Frank S. Bayley -- 1939 1987 Retired Badgley Funds, Inc. (registered Trustee investment company (2 portfolios)) Formerly: Partner, law firm of Baker & McKenzie - ------------------------------------------------------------------------------------------------------------------------------- James T. Bunch -- 1942 2003 Founder, Green, Manning & Bunch Ltd., None Trustee (investment banking firm); and Director, Policy Studies, Inc. and Van Gilder Insurance Corporation - ------------------------------------------------------------------------------------------------------------------------------- Albert R. Dowden -- 1941 2001 Director of a number of public and None Trustee private business corporations, including the Boss Group Ltd. (private investment and management); Cortland Trust, Inc. (Chairman) (registered investment company (3 portfolios)); Annuity and Life Re (Holdings), Ltd. (insurance company); CompuDyne Corporation (provider of products and services to the public security market); and Homeowners of America Holding Corporation (property casualty company) Formerly: Director, President and Chief Executive Officer, Volvo Group North America, Inc.; Senior Vice President, AB Volvo; and Director of various affiliated Volvo companies; and Director, Magellan Insurance Company - ------------------------------------------------------------------------------------------------------------------------------- Jack M. Fields -- 1952 2001 Chief Executive Officer, Twenty First Administaff, and Discovery Global Trustee Century Group, Inc. (government affairs Education Fund (non-profit) company); and Owner, Dos Angelos Ranch, L.P. Formerly: Chief Executive Officer, Texana Timber LP (sustainable forestry company) - ------------------------------------------------------------------------------------------------------------------------------- Carl Frischling -- 1937 2001 Partner, law firm of Kramer Levin Cortland Trust, Inc. (registered Trustee Naftalis and Frankel LLP investment company (3 portfolios)) - ------------------------------------------------------------------------------------------------------------------------------- Prema Mathai-Davis -- 1950 2001 Formerly: Chief Executive Officer, YWCA None Trustee of the USA - ------------------------------------------------------------------------------------------------------------------------------- Lewis F. Pennock -- 1942 2001 Partner, law firm of Pennock & Cooper None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Ruth H. Quigley -- 1935 1987 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Larry Soll -- 1942 2003 Retired None Trustee - ------------------------------------------------------------------------------------------------------------------------------- Raymond Stickel, Jr. -- 1944 2005 Retired Director, Mainstay VP Series Trustee Formerly: Partner, Deloitte & Touche Funds, Inc. (21 portfolios) - ------------------------------------------------------------------------------------------------------------------------------- </Table> (1) Mr. Graham is considered an interested person of the Trust because he is a director of AMVESCAP PLC, parent of the advisor to the Trust. (2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of, the Trust. F-19 TRUSTEES AND OFFICERS--(CONTINUED) AIM Trimark Small Companies Fund The address of each trustee and officer of AIM Investment Funds (the "Trust"), is 11 Greenway Plaza, Suite 100, Houston, Texas 77046. Each trustee oversees 109 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Column two below includes length of time served with predecessor entities, if any. <Table> <Caption> NAME, YEAR OF BIRTH AND TRUSTEE AND/ POSITION(S) HELD WITH THE OR OFFICER PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIP(S) TRUST SINCE DURING PAST 5 YEARS HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------ OTHER OFFICERS - ------------------------------------------------------------------------------------------------------------------------------ Russell C. Burk -- 1958 2005 Senior Vice President and Senior Officer N/A Senior Vice President and of The AIM Family of Funds--Registered Senior Officer Trademark-- Formerly: Director of Compliance and Assistant General Counsel, ICON Advisers, Inc.; Financial Consultant, Merrill Lynch; General Counsel and Director of Compliance, ALPS Mutual Funds, Inc. - ------------------------------------------------------------------------------------------------------------------------------ John M. Zerr -- 1962 2006 Director, Senior Vice President, N/A Senior Vice President, Chief Secretary and General Counsel, A I M Legal Officer and Secretary Management Group Inc. and A I M Advisors, Inc.; Director, Vice President and Secretary, INVESCO Distributors, Inc.; Vice President and Secretary, A I M Capital Management, Inc., AIM Investment Services, Inc., and Fund Management Company; Senior Vice President and Secretary, A I M Distributors, Inc.; Director, INVESCO Funds Group Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; and Manager, Powershares Capital Management LLC Formerly: Chief Operating Officer, Senior Vice President, General Counsel, and Secretary, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company); Vice President and Secretary, PBHG Insurance Series Fund (an investment company); General Counsel and Secretary, Pilgrim Baxter Value Investors (an investment adviser); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator); General Counsel and Secretary, Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company) - ------------------------------------------------------------------------------------------------------------------------------ Lisa O. Brinkley -- 1959 2004 Global Compliance Director, AMVESCAP N/A Vice President PLC; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, A I M Management Group Inc. (financial services holding company); Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc. and A I M Distributors, Inc.; Vice President, AIM Investment Services, Inc. and Fund Management Company; Senior Vice President and Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; and Senior Vice President and Compliance Director, Delaware Investments Family of Funds - ------------------------------------------------------------------------------------------------------------------------------ Kevin M. Carome -- 1956 2003 Senior Vice President and General Vice President Counsel, AMVESCAP PLC; Director, INVESCO Funds Group, Inc.; and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Director, Vice President and N/A General Counsel, Fund Management Company; Director, Senior Vice President, Secretary and General Counsel, A I M Management Group Inc. and A I M Advisors, Inc.; Director and Vice President, INVESCO Distributors, Inc.; Senior Vice President, A I M Distributors, Inc.; Vice President, A I M Capital Management, Inc. and AIM Investment Services, Inc.; Senior Vice President, Chief Legal Officer and Secretary of The AIM Family of Funds--Registered Trademark--; Chief Executive Officer and President, INVESCO Funds Group, Inc.; and Senior Vice President, and General Counsel, Liberty Financial Companies, Inc. and Senior Vice President and General Counsel Liberty Funds Group, LLC - ------------------------------------------------------------------------------------------------------------------------------ Sidney M. Dilgren -- 1961 2004 Vice President and Fund Treasurer, A I M N/A Vice President, Principal Advisors, Inc.; and Vice President, Financial Officer and Treasurer and Principal Officer of The Treasurer AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Investment Services, Inc.; and Vice President, A I M Distributors, Inc. - ------------------------------------------------------------------------------------------------------------------------------ J. Philip Ferguson -- 1945 2005 Senior Vice President and Chief N/A Vice President Investment Officer, A I M Advisors Inc.; Director, Chairman, Chief Executive Officer, President and Chief Investment Officer, A I M Capital Management, Inc.; Executive Vice President, A I M Management Group Inc. and Vice President of The AIM Family of Funds--Registered Trademark-- Formerly: Senior Vice President, AIM Private Asset Management, Inc.; and Chief Equity Officer, Senior Vice President and Senior Investment Officer, A I M Capital Management, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Karen Dunn Kelley -- 1960 2004 Director of Cash Management, Managing N/A Vice President Director and Chief Cash Management Officer, A I M Capital Management, Inc; Director and President, Fund Management Company; and Vice President, A I M Advisors, Inc. and The AIM Family of Funds--Registered Trademark-- (other than AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust); and President and Principal Executive Officer, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust Only) Formerly: Vice President, The AIM Family of Funds--Registered Trademark-- (AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust only) - ------------------------------------------------------------------------------------------------------------------------------ Lance A. Rejsek -- 1967 2005 Anti-Money Laundering Compliance N/A Anti-Money Laundering Officer, A I M Advisors, Inc., A I M Compliance Officer Capital Management, Inc., A I M Distributors, Inc., AIM Investment Services, Inc., AIM Private Asset Management, Inc., Fund Management Company and The AIM Family of Funds--Registered Trademark-- Formerly: Manager of the Fraud Prevention Department, AIM Investment Services, Inc. - ------------------------------------------------------------------------------------------------------------------------------ Todd L. Spillane -- 1958 2006 Senior Vice President, A I M Management N/A Chief Compliance Officer Group Inc.; Senior Vice President and Chief Compliance Officer, A I M Advisors, Inc.; Chief Compliance Officer of The AIM Family of Funds--Registered Trademark--; Vice President and Chief Compliance Officer, A I M Capital Management, Inc.; and Vice President, A I M Distributors, Inc., AIM Investment Services, Inc. and Fund Management Company Formerly: Global Head of Product Development, AIG-Global Investment Group, Inc.; Chief Compliance Officer and Deputy General Counsel, AIG-SunAmerica Asset Management; and Chief Compliance Officer, Chief Operating Officer and Deputy General Counsel, American General Investment Management - ------------------------------------------------------------------------------------------------------------------------------ </Table> The Statement of Additional Information of the Trust includes additional information about the Fund's Trustees and is available upon request, without charge, by calling 1.800.959.4246. <Table> OFFICE OF THE FUND INVESTMENT ADVISOR DISTRIBUTOR AUDITORS SUB-ADVISOR 11 Greenway Plaza A I M Advisors, Inc. A I M Distributors, PricewaterhouseCoopers AIM Funds Management, Suite 100 11 Greenway Plaza Inc. LLP Inc. Houston, TX 77046-1173 Suite 100 11 Greenway Plaza 1201 Louisiana Street 5140 Yonge St. Houston, TX 77046-1173 Suite 100 Suite 2900 Suite 900 Houston, TX 77046-1173 Houston, TX 77002-5678 Toronto, Canada M2N 6X7 COUNSEL TO THE FUND COUNSEL TO THE TRANSFER AGENT CUSTODIAN Ballard Spahr INDEPENDENT TRUSTEES AIM Investment State Street Bank and Andrews & Ingersoll, LLP Kramer, Levin, Naftalis Services, Inc. Trust Company 1735 Market Street, 51st & Frankel LLP P.O. Box 4739 225 Franklin Street Floor 1177 Avenue of the Houston, TX 77210-4739 Boston, MA 02110-2801 Philadelphia, PA 19103-7599 Americas New York, NY 10036-2714 </Table> F-20 [eDELIVERY GO PAPERLESS AIMinvestments.com/edelivery Graphic] REGISTER FOR eDELIVERY eDelivery is the process of receiving your fund and account If used after January 20, 2007, this report must be information via e-mail. Once your quarterly statements, tax accompanied by a Fund Performance & Commentary or by an AIM forms, fund reports, and prospectuses are available, we will Quarterly Performance Review for the most recent quarter-end. send you an e-mail notification containing links to these Mutual funds distributed by A I M Distributors, Inc. documents. For security purposes, you will need to log in to your account to view your statements and tax forms. A I M Management Group Inc. has provided leadership in the investment management industry since 1976. AIM Investment WHY SIGN UP? Services, Inc. is the transfer agent for the products and services represented by AIM Investments. AIM is a subsidiary Register for eDelivery to: of AMVESCAP PLC, one of the world's largest independent financial services companies with $450 billion in assets o reduce the amount of paper you receive. under management as of October 31, 2006. o gain access to your documents faster by not waiting for the mail. CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND o view your documents online anytime at your convenience. EXPENSES CAREFULLY. FOR THIS AND OTHER INFORMATION ABOUT AIM FUNDS, OBTAIN A PROSPECTUS FROM YOUR FINANCIAL ADVISOR AND o save the documents to your personal computer or print READ IT CAREFULLY BEFORE INVESTING. them out for your records. HOW DO I SIGN UP? It's easy. Just follow these simple steps: 1. Log in to your account. 2. Click on the "Service Center" tab. 3. Select "Register for eDelivery" and complete the consent process. This AIM service is provided by AIM Investment Services, Inc. AIMinvestments.com T-SCO-AR-1 A I M Distributors, Inc. [YOUR GOALS. OUR SOLUTIONS.] --Registered Trademark-- - ------------------------------------------------------------------------------ Mutual Retirement Annuities College Separately Offshore Cash Funds Products Savings Managed Products Management Plans Accounts [AIM INVESTMENTS LOGO APPEARS HERE] - ------------------------------------------------------------------------------ --Registered Trademark-- ITEM 2. CODE OF ETHICS. As of the end of the period covered by this report, the Registrant had adopted a code of ethics (the "Code") that applies to the Registrant's principal executive officer ("PEO") and principal financial officer ("PFO"). The Code was amended in September, 2006, to (i) remove individuals listed in Exhibit A and any references to Exhibit A thus allowing for future flexibility and (ii) remove ambiguities found in the second paragraph of Section III. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code to the PEO or PFO during the period covered by this report. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its Audit Committee. The Audit Committee financial expert is Raymond Stickel, Jr. Mr. Stickel is "independent" within the meaning of that term as used in Form N-CSR. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. FEES BILLED BY PWC RELATED TO THE REGISTRANT PWC billed the Registrant aggregate fees for services rendered to the Registrant for the last two fiscal years as follows: Percentage of Fees Billed Applicable Percentage of Fees to Non-Audit Billed Applicable to Services Provided Non-Audit Services Fees Billed for for fiscal year end Provided for fiscal Services Rendered 2006 Pursuant to Fees Billed for year end 2005 to the Registrant Waiver of Services Rendered to Pursuant to Waiver for fiscal year end Pre-Approval the Registrant for of Pre-Approval 2006 Requirement(1) fiscal year end 2005 Requirement(1) ------------------- ------------------- -------------------- -------------------- Audit Fees $345,827 N/A $192,225 N/A Audit-Related Fees(2) $ 0 0% $ 5,625 0% Tax Fees(3) $ 69,828 0% $ 45,783 0% All Other Fees $ 0 0% $ 0 0% -------- -------- Total Fees $415,655 0% $243,633 0% ======== ======== PWC billed the Registrant aggregate non-audit fees of $69,828 for the fiscal year ended 2006, and $51,408 for the fiscal year ended 2005, for non-audit services rendered to the Registrant. - ---------- (1) With respect to the provision of non-audit services, the pre-approval requirement is waived pursuant to a de minimis exception if (i) such services were not recognized as non-audit services by the Registrant at the time of engagement, (ii) the aggregate amount of all such services provided is no more than 5% of the aggregate audit and non-audit fees paid by the Registrant to PWC during a fiscal year; and (iii) such services are promptly approved by the Registrant's Audit Committee prior to the completion of the audit by the Audit Committee. (2) Audit-Related fees for the fiscal year end October 31, 2005 includes fees billed for completing agreed upon procedures related to fund mergers. (3) Tax fees for the fiscal year end October 31, 2006 includes fees billed for reviewing tax returns. Tax fees for fiscal year end October 31, 2005 includes fees billed for reviewing tax returns. FEES BILLED BY PWC RELATED TO AIM AND AIM AFFILIATES PWC billed AIM Advisors, Inc. ("AIM"), the Registrant's adviser, and any entity controlling, controlled by or under common control with AIM that provides ongoing services to the Registrant ("AIM Affiliates") aggregate fees for pre-approved non-audit services rendered to AIM and AIM Affiliates for the last two fiscal years as follows: Fees Billed for Fees Billed for Non-Audit Services Percentage of Fees Non-Audit Services Percentage of Fees Rendered to AIM and Billed Applicable to Rendered to AIM and Billed Applicable to AIM Affiliates for Non-Audit Services AIM Affiliates for Non-Audit Services fiscal year end 2006 Provided for fiscal fiscal year end 2005 Provided for fiscal That Were Required year end 2006 That Were Required year end 2005 to be Pre-Approved Pursuant to Waiver to be Pre-Approved Pursuant to Waiver of by the Registrant's of Pre-Approval by the Registrant's Pre-Approval Audit Committee Requirement(1) Audit Committee Requirement(1) -------------------- -------------------- -------------------- --------------------- Audit-Related Fees $0 0% $0 0% Tax Fees $0 0% $0 0% All Other Fees $0 0% $0 0% --- --- Total Fees(2) $0 0% $0 0% === === - ---------- (1) With respect to the provision of non-audit services, the pre-approval requirement is waived pursuant to a de minimis exception if (i) such services were not recognized as non-audit services by the Registrant at the time of engagement, (ii) the aggregate amount of all such services provided is no more than 5% of the aggregate audit and non-audit fees paid by the Registrant, AIM and AIM Affiliates to PWC during a fiscal year; and (iii) such services are promptly approved by the Registrant's Audit Committee prior to the completion of the audit by the Audit Committee. (2) Including the fees for services not required to be pre-approved by the registrant's audit committee, PWC billed AIM and AIM Affiliates aggregate non-audit fees of $0 for the fiscal year ended 2006, and $0 for the fiscal year ended 2005, for non-audit services rendered to AIM and AIM Affiliates. The Audit Committee also has considered whether the provision of non-audit services that were rendered to AIM and AIM Affiliates that were not required to be pre-approved pursuant to SEC regulations, if any, is compatible with maintaining PWC's independence. PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES POLICIES AND PROCEDURES As adopted by the Audit Committees of the AIM Funds (the "Funds") Last Amended September 18, 2006 STATEMENT OF PRINCIPLES Under the Sarbanes-Oxley Act of 2002 and rules adopted by the Securities and Exchange Commission ("SEC") ("Rules"), the Audit Committees of the Funds' (the "Audit Committee") Board of Trustees (the "Board") are responsible for the appointment, compensation and oversight of the work of independent accountants (an "Auditor"). As part of this responsibility and to assure that the Auditor's independence is not impaired, the Audit Committees pre-approve the audit and non-audit services provided to the Funds by each Auditor, as well as all non-audit services provided by the Auditor to the Funds' investment adviser and to affiliates of the adviser that provide ongoing services to the Funds ("Service Affiliates") if the services directly impact the Funds' operations or financial reporting. The SEC Rules also specify the types of services that an Auditor may not provide to its audit client. The following policies and procedures comply with the requirements for pre-approval and provide a mechanism by which management of the Funds may request and secure pre-approval of audit and non-audit services in an orderly manner with minimal disruption to normal business operations. Proposed services either may be pre-approved without consideration of specific case-by-case services by the Audit Committees ("general pre-approval") or require the specific pre-approval of the Audit Committees ("specific pre-approval"). As set forth in these policies and procedures, unless a type of service has received general pre-approval, it will require specific pre-approval by the Audit Committees. Additionally, any fees exceeding 110% of estimated pre-approved fee levels provided at the time the service was pre-approved will also require specific approval by the Audit Committees before payment is made. The Audit Committees will also consider the impact of additional fees on the Auditor's independence when determining whether to approve any additional fees for previously pre-approved services. The Audit Committees will annually review and generally pre-approve the services that may be provided by each Auditor without obtaining specific pre-approval from the Audit Committee. The term of any general pre-approval runs from the date of such pre-approval through September 30th of the following year, unless the Audit Committees consider a different period and state otherwise. The Audit Committees will add to or subtract from the list of general pre-approved services from time to time, based on subsequent determinations. The purpose of these policies and procedures is to set forth the guidelines to assist the Audit Committees in fulfilling their responsibilities. DELEGATION The Audit Committees may from time to time delegate pre-approval authority to one or more of its members who are Independent Trustees. All decisions to pre-approve a service by a delegated member shall be reported to the Audit Committee at its next quarterly meeting. AUDIT SERVICES The annual audit services engagement terms will be subject to specific pre-approval of the Audit Committees. Audit services include the annual financial statement audit and other procedures such as tax provision work that is required to be performed by the independent auditor to be able to form an opinion on the Funds' financial statements. The Audit Committee will obtain, review and consider sufficient information concerning the proposed Auditor to make a reasonable evaluation of the Auditor's qualifications and independence. In addition to the annual Audit services engagement, the Audit Committees may grant either general or specific pre-approval of other audit services, which are those services that only the independent auditor reasonably can provide. Other Audit services may include services such as issuing consents for the inclusion of audited financial statements with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings. NON-AUDIT SERVICES The Audit Committees may provide either general or specific pre-approval of any non-audit services to the Funds and its Service Affiliates if the Audit Committees believe that the provision of the service will not impair the independence of the Auditor, is consistent with the SEC's Rules on auditor independence, and otherwise conforms to the Audit Committee's general principles and policies as set forth herein. AUDIT-RELATED SERVICES "Audit-related services" are assurance and related services that are reasonably related to the performance of the audit or review of the Fund's financial statements or that are traditionally performed by the independent auditor. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure matters not classified as "Audit services"; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; and agreed-upon procedures related to mergers, compliance with ratings agency requirements and interfund lending activities. TAX SERVICES "Tax services" include, but are not limited to, the review and signing of the Funds' federal tax returns, the review of required distributions by the Funds and consultations regarding tax matters such as the tax treatment of new investments or the impact of new regulations. The Audit Committee will scrutinize carefully the retention of the Auditor in connection with a transaction initially recommended by the Auditor, the major business purpose of which may be tax avoidance or the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee will consult with the Funds' Treasurer (or his or her designee) and may consult with outside counsel or advisors as necessary to ensure the consistency of Tax services rendered by the Auditor with the foregoing policy. No Auditor shall represent any Fund or any Service Affiliate before a tax court, district court or federal court of claims. Under rules adopted by the Public Company Accounting Oversight Board and approved by the SEC, in connection with seeking Audit Committee pre-approval of permissible Tax services, the Auditor shall: 1. Describe in writing to the Audit Committees, which writing may be in the form of the proposed engagement letter: a. The scope of the service, the fee structure for the engagement, and any side letter or amendment to the engagement letter, or any other agreement between the Auditor and the Fund, relating to the service; and b. Any compensation arrangement or other agreement, such as a referral agreement, a referral fee or fee-sharing arrangement, between the Auditor and any person (other than the Fund) with respect to the promoting, marketing, or recommending of a transaction covered by the service; 2. Discuss with the Audit Committees the potential effects of the services on the independence of the Auditor; and 3. Document the substance of its discussion with the Audit Committees. ALL OTHER AUDITOR SERVICES The Audit Committees may pre-approve non-audit services classified as "All other services" that are not categorically prohibited by the SEC, as listed in Exhibit 1 to this policy. PRE-APPROVAL FEE LEVELS OR ESTABLISHED AMOUNTS Pre-approval of estimated fees or established amounts for services to be provided by the Auditor under general or specific pre-approval policies will be set periodically by the Audit Committees. Any proposed fees exceeding 110% of the maximum estimated pre-approved fees or established amounts for pre-approved audit and non-audit services will be reported to the Audit Committees at the quarterly Audit Committees meeting and will require specific approval by the Audit Committees before payment is made. The Audit Committee will always factor in the overall relationship of fees for audit and non-audit services in determining whether to pre-approve any such services and in determining whether to approve any additional fees exceeding 110% of the maximum pre-approved fees or established amounts for previously pre-approved services. PROCEDURES On an annual basis, A I M Advisors, Inc. ("AIM") will submit to the Audit Committees for general pre-approval, a list of non-audit services that the Funds or Service Affiliates of the Funds may request from the Auditor. The list will describe the non-audit services in reasonable detail and will include an estimated range of fees and such other information as the Audit Committee may request. Each request for services to be provided by the Auditor under the general pre-approval of the Audit Committees will be submitted to the Funds' Treasurer (or his or her designee) and must include a detailed description of the services to be rendered. The Treasurer or his or her designee will ensure that such services are included within the list of services that have received the general pre-approval of the Audit Committees. The Audit Committees will be informed at the next quarterly scheduled Audit Committees meeting of any such services for which the Auditor rendered an invoice and whether such services and fees had been pre-approved and if so, by what means. Each request to provide services that require specific approval by the Audit Committees shall be submitted to the Audit Committees jointly by the Fund's Treasurer or his or her designee and the Auditor, and must include a joint statement that, in their view, such request is consistent with the policies and procedures and the SEC Rules. Each request to provide tax services under either the general or specific pre-approval of the Audit Committees will describe in writing: (i) the scope of the service, the fee structure for the engagement, and any side letter or amendment to the engagement letter, or any other agreement between the Auditor and the audit client, relating to the service; and (ii) any compensation arrangement or other agreement between the Auditor and any person (other than the audit client) with respect to the promoting, marketing, or recommending of a transaction covered by the service. The Auditor will discuss with the Audit Committees the potential effects of the services on the Auditor's independence and will document the substance of the discussion. Non-audit services pursuant to the de minimis exception provided by the SEC Rules will be promptly brought to the attention of the Audit Committees for approval, including documentation that each of the conditions for this exception, as set forth in the SEC Rules, has been satisfied. On at least an annual basis, the Auditor will prepare a summary of all the services provided to any entity in the investment company complex as defined in section 2-01(f)(14) of Regulation S-X in sufficient detail as to the nature of the engagement and the fees associated with those services. The Audit Committees have designated the Funds' Treasurer to monitor the performance of all services provided by the Auditor and to ensure such services are in compliance with these policies and procedures. The Funds' Treasurer will report to the Audit Committee on a periodic basis as to the results of such monitoring. Both the Funds' Treasurer and management of AIM will immediately report to the chairman of the Audit Committee any breach of these policies and procedures that comes to the attention of the Funds' Treasurer or senior management of AIM. EXHIBIT 1 TO PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES POLICIES AND PROCEDURES CONDITIONALLY PROHIBITED NON-AUDIT SERVICES (NOT PROHIBITED IF THE FUND CAN REASONABLY CONCLUDE THAT THE RESULTS OF THE SERVICE WOULD NOT BE SUBJECT TO AUDIT PROCEDURES IN CONNECTION WITH THE AUDIT OF THE FUND'S FINANCIAL STATEMENTS) - Bookkeeping or other services related to the accounting records or financial statements of the audit client - Financial information systems design and implementation - Appraisal or valuation services, fairness opinions, or contribution-in-kind reports - Actuarial services - Internal audit outsourcing services CATEGORICALLY PROHIBITED NON-AUDIT SERVICES - Management functions - Human resources - Broker-dealer, investment adviser, or investment banking services - Legal services - Expert services unrelated to the audit - Any service or product provided for a contingent fee or a commission - Services related to marketing, planning, or opining in favor of the tax treatment of confidential transactions or aggressive tax position transactions, a significant purpose of which is tax avoidance - Tax services for persons in financial reporting oversight roles at the Fund - Any other service that the Public Company Oversight Board determines by regulation is impermissible. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS. Investments in securities of unaffiliated issuers is included as part of the reports to stockholders filed under Item 1 of this Form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None ITEM 11. CONTROLS AND PROCEDURES. (a) As of December 14, 2006, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the PEO and PFO, to assess the effectiveness of the Registrant's disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the "Act"), as amended. Based on that evaluation, the Registrant's officers, including the PEO and PFO, concluded that, as of December 14, 2006, the Registrant's disclosure controls and procedures were reasonably designed to ensure: (1) that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating to the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure. (b) There have been no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 12. EXHIBITS. 12(a)(1) Code of Ethics. 12(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940. 12(a)(3) Not applicable. 12(b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Registrant: AIM Investment Funds By: /s/ PHILIP A. TAYLOR ---------------------------------- Philip A. Taylor Principal Executive Officer Date: January 5, 2007 Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /s/ PHILIP A. TAYLOR --------------------------------- Philip A. Taylor Principal Executive Officer Date: January 5, 2007 By: /s/ SIDNEY M. DILGREN --------------------------------- Sidney M. Dilgren Principal Financial Officer Date: January 5, 2007 EXHIBIT INDEX 12(a)(1) Code of Ethics. 12(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940. 12(a)(3) Not applicable. 12(b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.