--------------------------- OMB APPROVAL --------------------------- OMB Number: 3235-0570 Expires: April 30, 2008 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 811-01540 ------------------------------------------------------------------------- AIM Funds Group - -------------------------------------------------------------------------------- (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: 12/31 ----- Date of reporting period: 06/30/07 -------- Item 1. Reports to Stockholders. AIM BASIC BALANCED FUND Semiannual Report to Shareholders o June 30, 2007 DOMESTIC EQUITY Large-Cap Value Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 14 Notes to Financial Statements ............ 16 Financial Highlights ..................... 24 Fund Expenses ............................ 29 Approval of Advisory Agreement ........... 30 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM BASIC BALANCED FUND Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of Trustees of the AIM Funds continues to focus on improved investment performance, [CROCKETT reduced shareholder costs, and high ethical standards. PHOTO] Since my last letter, your Board has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO Bruce L. Crockett of AIM Investments --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM BASIC BALANCED FUND FUND PERFORMANCE ======================================================================================= ========================================== PERFORMANCE SUMMARY FUND PERFORMANCE FUND VS. INDEXES As of 6/30/07, including applicable sales charges Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. CLASS A SHARES Inception (9/28/01) 6.80% Class A Shares 5.92% 5 Years 7.31 Class B Shares 5.53 1 Year 9.53 Class C Shares 5.52 Class R Shares 5.79 CLASS B SHARES Investor Class Shares 5.92 Inception (9/28/01) 6.97% S&P 500 Index(1) (Broad Market Index) 6.96 5 Years 7.44 Custom Basic Balanced Index(2) (Style-Specific Index) 4.15 1 Year 10.05 Lipper Mixed-Asset Target Allocation Moderate Funds Index(1) (Peer Group Index)* 5.16 CLASS C SHARES Lipper Balanced Funds Index(1) (Former Peer Group Index)* 5.73 Inception (9/28/01) 7.11% 5 Years 7.76 SOURCES: (1)LIPPER INC.; (2)A I M MANAGEMENT GROUP INC., LIPPER INC. 1 Year 14.04 * During the year, Lipper reclassified AIM Basic Balanced Fund from the Lipper CLASS R SHARES Balanced Funds category to the Lipper Mixed-Asset Target Allocation Moderate Funds Inception 7.63% category. 5 Years 8.30 1 Year 15.60 The unmanaged S&P 500 --REGISTERED TRADEMARK-- Index is an index of common stocks frequently used as a general measure of U.S. stock market performance. INVESTOR CLASS SHARES Inception 7.85% The Custom BASIC BALANCED INDEX used in this report is an index created by A I M 5 Years 8.52 Advisors, Inc. to benchmark the Fund. The index consists of the following indexes: 60% 1 Year 15.97 Russell 1000 --REGISTERED TRADEMARK-- Value Index and 40% Lehman Brothers U.S. ========================================== AGGREGATE BOND INDEX. The Russell 1000 Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth THE TOTAL ANNUAL FUND OPERATING EXPENSE values. The Russell 1000 Value Index is a trademark/service mark of the Frank Russell RATIO SET FORTH IN THE MOST RECENT FUND Company. Russell --REGISTERED TRADEMARK-- is a trademark of the Frank Russell Company. PROSPECTUS AS OF THE DATE OF THIS REPORT The Lehman Brothers U.S. Aggregate Bond Index covers U.S. investment-grade fixed-rate FOR CLASS A, CLASS B, CLASS C, CLASS R AND bonds with components for government and corporate securities, mortgage pass-throughs INVESTOR CLASS SHARES WAS 1.14%, 1.89%, and asset-backed securities. 1.89%, 1.39% AND 1.14%, RESPECTIVELY. THE EXPENSE RATIOS PRESENTED ABOVE MAY VARY The unmanaged LIPPER MIXED-ASSET TARGET ALLOCATION MODERATE FUNDS INDEX is an FROM THE EXPENSE RATIOS PRESENTED IN OTHER equally weighted representation of the largest moderate funds that by portfolio SECTIONS OF THIS REPORT THAT ARE BASED ON practice maintain a mix of between 40%-60% equity securities, with the remainder EXPENSES INCURRED DURING THE PERIOD invested in bonds, cash and cash equivalents. Lipper Inc. is an independent mutual fund COVERED BY THIS REPORT. performance monitor. CLASS A SHARE PERFORMANCE REFLECTS THE The unmanaged LIPPER BALANCED FUNDS INDEX represents an average of the largest MAXIMUM 5.50% SALES CHARGE, AND CLASS B balanced funds tracked by Lipper Inc., an independent mutual fund performance monitor. AND CLASS C SHARE PERFORMANCE REFLECTS THE It is calculated daily, with adjustments for distributions as of the ex-dividend dates. APPLICABLE CONTINGENT DEFERRED SALES CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE The Fund is not managed to track the performance of any particular index, including CDSC ON CLASS B SHARES DECLINES FROM 5% the indexes defined here, and consequently, the performance of the Fund may deviate BEGINNING AT THE TIME OF PURCHASE TO 0% AT significantly from the performance of the indexes. THE BEGINNING OF THE SEVENTH YEAR. THE CDSC ON CLASS C SHARES IS 1% FOR THE FIRST A direct investment cannot be made in an index. Unless otherwise indicated, index YEAR AFTER PURCHASE. CLASS R SHARES DO NOT results include reinvested dividends, and they do not reflect sales charges. HAVE A FRONT-END SALES CHARGE; RETURNS Performance of an index of funds reflects fund expenses; performance of a market index SHOWN ARE AT NET ASSET VALUE AND DO NOT does not. REFLECT A 0.75% CDSC THAT MAY BE IMPOSED ======================================================================================= ON A TOTAL REDEMPTION OF RETIREMENT PLAN ASSETS WITHIN THE FIRST YEAR. INVESTOR CLASS R SHARES' INCEPTION DATE IS APRIL CLASS A SHARES FOR THE PERIOD USING CLASS SHARES DO NOT HAVE A FRONT-END SALES 30, 2004. RETURNS SINCE THAT DATE ARE BLENDED RETURNS. CLASS A SHARES' INCEPTION CHARGE OR A CDSC; THEREFORE, PERFORMANCE HISTORICAL RETURNS. ALL OTHER RETURNS ARE DATE IS SEPTEMBER 28, 2001. IS AT NET ASSET VALUE. BLENDED RETURNS OF HISTORICAL CLASS R SHARE PERFORMANCE AND RESTATED CLASS A THE PERFORMANCE DATA QUOTED REPRESENT THE PERFORMANCE OF THE FUND'S SHARE SHARE PERFORMANCE (FOR PERIODS PRIOR TO PAST PERFORMANCE AND CANNOT GUARANTEE CLASSES WILL DIFFER PRIMARILY DUE TO THE INCEPTION DATE OF CLASS R SHARES) AT COMPARABLE FUTURE RESULTS; CURRENT DIFFERENT SALES CHARGE STRUCTURES AND NET ASSET VALUE, ADJUSTED TO REFLECT THE PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE CLASS EXPENSES. HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS VISIT AIMINVESTMENTS.COM FOR THE MOST R SHARES. CLASS A SHARES' INCEPTION DATE RECENT MONTH-END PERFORMANCE. PERFORMANCE IS SEPTEMBER 28, 2001. FIGURES REFLECT REINVESTED DISTRIBUTIONS, CHANGES IN NET ASSET VALUE AND THE EFFECT INVESTOR CLASS SHARES' INCEPTION DATE OF THE MAXIMUM SALES CHARGE UNLESS IS JULY 15, 2005. RETURNS SINCE THAT DATE OTHERWISE STATED. PERFORMANCE FIGURES DO ARE HISTORICAL RETURNS. ALL OTHER RETURNS NOT REFLECT DEDUCTION OF TAXES A ARE BLENDED RETURNS OF HISTORICAL INVESTOR SHAREHOLDER WOULD PAY ON FUND CLASS SHARE PERFORMANCE AND RESTATED CLASS DISTRIBUTIONS OR SALE OF FUND SHARES. A SHARE PERFORMANCE. (FOR PERIODS PRIOR TO INVESTMENT RETURN AND PRINCIPAL VALUE WILL THE INCEPTION DATE OF INVESTOR CLASS FLUCTUATE SO THAT YOU MAY HAVE A GAIN OR SHARES) AT NET ASSET VALUE, WHICH RESTATED LOSS WHEN YOU SELL SHARES. PERFORMANCE WILL REFLECT THE HIGHER RULE 12B-1 FEES APPLICABLE TO 3 AIM Basic Balanced Fund PORTFOLIO COMPOSITION By security type, based on Net Assets As of June 30, 2007 <Table> Common Stocks & Other Equity Interests 62.5% - --------------------------------------------------------- Bonds & Notes 25.3 - --------------------------------------------------------- U.S. Mortgage-Backed Securities 13.8 - --------------------------------------------------------- Asset-Backed Securities 3.2 - --------------------------------------------------------- U.S. Government Agency Securities 1.0 - --------------------------------------------------------- Commercial Paper 0.8 - --------------------------------------------------------- Municipal Obligations 0.4 - --------------------------------------------------------- Preferred Stocks 0.4 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities (7.4) _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-62.46% ADVERTISING-3.53% Interpublic Group of Cos., Inc. (The)(a) 2,306,244 $ 26,291,182 - --------------------------------------------------------------------------- Omnicom Group Inc. 502,594 26,597,274 =========================================================================== 52,888,456 =========================================================================== AEROSPACE & DEFENSE-0.35% Honeywell International Inc. 93,252 5,248,223 =========================================================================== APPAREL RETAIL-1.35% Gap, Inc., (The) 1,058,705 20,221,265 =========================================================================== ASSET MANAGEMENT & CUSTODY BANKS-1.22% Bank of New York Mellon Corp. 442,966 18,356,511 =========================================================================== BREWERS-1.70% Molson Coors Brewing Co.-Class B 275,945 25,513,875 =========================================================================== BROADCASTING & CABLE TV-0.00% Citadel Broadcasting Corp. 1 5 =========================================================================== BUILDING PRODUCTS-0.75% American Standard Cos., Inc. 189,964 11,204,077 =========================================================================== COMPUTER HARDWARE-2.58% Dell Inc.(a) 1,355,013 38,685,621 =========================================================================== CONSTRUCTION MATERIALS-2.09% Cemex S.A.B. de C.V.-ADR (Mexico)(a) 850,910 31,398,579 =========================================================================== DATA PROCESSING & OUTSOURCED SERVICES-2.72% First Data Corp. 523,163 17,091,735 - --------------------------------------------------------------------------- Western Union Co. (The) 1,139,519 23,736,181 =========================================================================== 40,827,916 =========================================================================== </Table> <Table> SHARES VALUE - --------------------------------------------------------------------------- <Caption> EDUCATION SERVICES-1.76% Apollo Group, Inc.-Class A(a) 451,656 $ 26,390,260 =========================================================================== ELECTRONIC MANUFACTURING SERVICES-0.75% Tyco Electronics Ltd.(a) 289,690 11,315,282 =========================================================================== ENVIRONMENTAL & FACILITIES SERVICES-0.63% Waste Management, Inc. 242,948 9,487,119 =========================================================================== GENERAL MERCHANDISE STORES-1.85% Target Corp. 436,898 27,786,713 =========================================================================== HEALTH CARE DISTRIBUTORS-2.37% Cardinal Health, Inc. 502,974 35,530,083 =========================================================================== HEALTH CARE EQUIPMENT-1.34% Baxter International Inc. 246,882 13,909,332 - --------------------------------------------------------------------------- Covidien Ltd.(a) 142,690 6,149,928 =========================================================================== 20,059,260 =========================================================================== HOME IMPROVEMENT RETAIL-1.32% Home Depot, Inc. (The) 501,622 19,738,826 =========================================================================== INDUSTRIAL CONGLOMERATES-2.70% General Electric Co. 651,294 24,931,534 - --------------------------------------------------------------------------- Tyco International Ltd. 289,690 15,550,546 =========================================================================== 40,482,080 =========================================================================== </Table> 4 AIM Basic Balanced Fund <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- INDUSTRIAL MACHINERY-1.38% Illinois Tool Works Inc. 382,418 $ 20,723,231 =========================================================================== INSURANCE BROKERS-0.43% Marsh & McLennan Cos., Inc. 210,000 6,484,800 =========================================================================== INVESTMENT BANKING & BROKERAGE-2.14% Merrill Lynch & Co., Inc. 156,862 13,110,526 - --------------------------------------------------------------------------- Morgan Stanley 227,067 19,046,380 =========================================================================== 32,156,906 =========================================================================== MANAGED HEALTH CARE-2.59% UnitedHealth Group Inc. 758,728 38,801,350 =========================================================================== MOVIES & ENTERTAINMENT-1.44% Walt Disney Co. (The) 632,102 21,579,962 =========================================================================== MULTI-LINE INSURANCE-1.16% American International Group, Inc. 148,357 10,389,441 - --------------------------------------------------------------------------- Hartford Financial Services Group, Inc. (The) 71,588 7,052,134 =========================================================================== 17,441,575 =========================================================================== OIL & GAS DRILLING-2.01% Transocean Inc.(a) 284,184 30,117,820 =========================================================================== OIL & GAS EQUIPMENT & SERVICES-3.47% Halliburton Co. 794,443 27,408,284 - --------------------------------------------------------------------------- Schlumberger Ltd. 290,028 24,634,978 =========================================================================== 52,043,262 =========================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-3.97% Citigroup Inc. 716,578 36,753,285 - --------------------------------------------------------------------------- JPMorgan Chase & Co. 469,395 22,742,188 =========================================================================== 59,495,473 =========================================================================== PACKAGED FOODS & MEATS-1.20% Unilever N.V. (Netherlands)(b) 576,752 17,934,940 =========================================================================== PHARMACEUTICALS-4.50% Pfizer Inc. 779,428 19,929,974 - --------------------------------------------------------------------------- Sanofi-Aventis (France)(b) 257,970 20,830,744 - --------------------------------------------------------------------------- Wyeth 464,790 26,651,059 =========================================================================== 67,411,777 =========================================================================== PROPERTY & CASUALTY INSURANCE-0.96% ACE Ltd. 229,067 14,321,269 =========================================================================== SEMICONDUCTOR EQUIPMENT-1.29% KLA-Tencor Corp. 350,589 19,264,866 =========================================================================== SYSTEMS SOFTWARE-3.52% CA Inc. 1,183,969 30,581,919 - --------------------------------------------------------------------------- Microsoft Corp. 753,837 22,215,577 =========================================================================== 52,797,496 =========================================================================== </Table> <Table> SHARES VALUE - --------------------------------------------------------------------------- <Caption> THRIFTS & MORTGAGE FINANCE-2.16% Fannie Mae 495,396 $ 32,364,221 =========================================================================== WIRELESS TELECOMMUNICATION SERVICES-1.23% Sprint Nextel Corp. 892,944 18,492,870 =========================================================================== Total Common Stocks & Other Equity Interests (Cost $670,056,458) 936,565,969 =========================================================================== <Caption> PRINCIPAL AMOUNT BONDS & NOTES-25.30% AEROSPACE & DEFENSE-0.30% Goodrich Corp., Unsec. Unsub. Notes, 6.45%, 04/15/08(c) $ 1,520,000 1,529,987 - --------------------------------------------------------------------------- Systems 2001 Asset Trust LLC (United Kingdom)-Series 2001, Class G, Pass Through Ctfs., (INS-MBIA Insurance Corp.) 6.66%, 09/15/13 (Acquired 02/09/05-10/27/05; Cost $3,147,111)(c)(d)(e) 2,857,404 2,963,799 =========================================================================== 4,493,786 =========================================================================== AGRICULTURAL PRODUCTS-0.38% Corn Products International Inc., Sr. Unsec. Notes, 8.25%, 07/15/07(c) 5,665,000 5,668,739 =========================================================================== ALUMINUM-0.09% Alcoa Inc., Sr. Unsec. Global Notes, 4.25%, 08/15/07(c) 281,000 280,587 - --------------------------------------------------------------------------- Cordant Technologies Holding Co., Sr. Unsec. Notes, 6.63%, 03/01/08(c) 1,000,000 1,005,390 =========================================================================== 1,285,977 =========================================================================== APPAREL RETAIL-0.10% Gap Inc. (The), Unsec. Notes, 6.90%, 09/15/07(c) 1,430,000 1,431,787 =========================================================================== ASSET MANAGEMENT & CUSTODY BANKS-0.07% Bank of New York Co. Inc. (The), Sr. Unsec. Sub. Notes, 4.25%, 09/04/12(c)(f) 610,000 609,542 - --------------------------------------------------------------------------- Tokai Preferred Capital Co. LLC-Series A, Bonds, 9.98% (Acquired 01/29/07; Cost $475,007)(c)(e)(f)(g) 450,000 468,630 =========================================================================== 1,078,172 =========================================================================== AUTO PARTS & EQUIPMENT-0.03% Johnson Controls, Inc., Sr. Floating Rate Notes, 5.59%, 01/17/08(c) 500,000 500,656 =========================================================================== AUTOMOBILE MANUFACTURERS-0.49% DaimlerChrysler N.A. Holding Corp., Unsec. Gtd. Unsub. Global Notes, 4.05%, 06/04/08(c) 2,270,000 2,236,699 - --------------------------------------------------------------------------- Unsec. Gtd. Unsub. Global Notes, 4.75%, 01/15/08(c) 440,000 438,064 - --------------------------------------------------------------------------- -Series E, Unsec. Gtd. Unsub. Floating Rate Medium Term Notes, 5.89%, 10/31/08(c)(f) 4,720,000 4,743,351 =========================================================================== 7,418,114 =========================================================================== AUTOMOTIVE RETAIL-0.03% AutoZone, Inc., Unsec. Deb., 6.50%, 07/15/08(c) 480,000 483,648 =========================================================================== </Table> 5 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- BIOTECHNOLOGY-0.17% Amgen Inc.; Sr. Unsec. Notes, 5.85%, 06/01/17 (Acquired 05/24/07; Cost $1,282,983)(c)(e) $ 1,285,000 $ 1,269,966 - --------------------------------------------------------------------------- 6.38%, 06/01/37 (Acquired 05/24/07; Cost $1,283,625)(c)(e) 1,285,000 1,263,476 =========================================================================== 2,533,442 =========================================================================== BROADCASTING & CABLE TV-1.53% Clear Channel Communications Inc., Sr. Unsec. Sub. Global Notes, 4.63%, 01/15/08(c) 4,000,000 3,972,480 - --------------------------------------------------------------------------- Comcast Cable Communications Holdings Inc., Unsec. Gtd. Global Notes, 9.46%, 11/15/22(c) 3,135,000 4,005,151 - --------------------------------------------------------------------------- Comcast Holdings Corp., Sr. Gtd. Sub. Notes, 10.63%, 07/15/12(c) 2,175,000 2,605,889 - --------------------------------------------------------------------------- Cox Communications Inc., Sr. Unsec. Notes, 6.40%, 08/01/08(c) 1,300,000 1,310,920 - --------------------------------------------------------------------------- Unsec. Floating Rate Global Notes, 5.91%, 12/14/07(c)(f) 625,000 626,319 - --------------------------------------------------------------------------- Cox Enterprises, Inc., Notes, 4.38%, 05/01/08 (Acquired 04/25/07; Cost $2,314,213)(c)(e) 2,340,000 2,317,185 - --------------------------------------------------------------------------- Notes, 7.88%, 09/15/10 (Acquired 05/02/07; Cost $692,162)(c)(e) 645,000 682,042 - --------------------------------------------------------------------------- Hearst-Argyle Television Inc., Sr. Unsec. Unsub. Notes, 7.00%, 11/15/07(c) 1,560,000 1,567,129 - --------------------------------------------------------------------------- Time Warner Entertainment Co. L.P., Sr. Unsec. Notes, 10.15%, 05/01/12(c) 4,970,000 5,849,491 =========================================================================== 22,936,606 =========================================================================== BUILDING PRODUCTS-0.37% American Standard Inc., Sr. Unsec. Gtd. Notes, 7.38%, 02/01/08(c) 4,220,000 4,260,765 - --------------------------------------------------------------------------- Masco Corp., Unsec. Notes, 4.63%, 08/15/07(c) 1,250,000 1,248,675 =========================================================================== 5,509,440 =========================================================================== CASINOS & GAMING-0.14% Verizon New York Inc., Unsec. Deb., 7.00%, 12/01/33(c) 2,070,000 2,065,115 =========================================================================== CONSUMER FINANCE-0.56% Capital One Capital III, Jr. Gtd. Sub. Notes, 7.69%, 08/15/36(c) 900,000 932,625 - --------------------------------------------------------------------------- Ford Motor Credit Co. LLC, Sr. Unsec. Notes, 4.95%, 01/15/08(c) 5,850,000 5,811,156 - --------------------------------------------------------------------------- SLM Corp.-Series A, Medium Term Notes, 3.95%, 08/15/08(c) 1,630,000 1,593,912 =========================================================================== 8,337,693 =========================================================================== DATA PROCESSING & OUTSOURCED SERVICES-0.49% Computer Sciences Corp., Notes, 3.50%, 04/15/08(c) 6,420,000 6,323,636 - --------------------------------------------------------------------------- Fiserv Inc., Sr. Unsec. Global Notes, 3.00%, 06/27/08(c) 990,000 966,071 =========================================================================== 7,289,707 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE DEPARTMENT STORES-0.08% JC Penney Corp. Inc.-Series A, Medium Term Notes, 6.50%, 12/15/07(c) $ 500,000 $ 502,360 - --------------------------------------------------------------------------- May Department Stores Co. (The), Unsec. Global Notes, 3.95%, 07/15/07(c) 475,000 474,753 - --------------------------------------------------------------------------- Unsec. Gtd. Deb., 7.90%, 10/15/07(c) 155,000 155,970 =========================================================================== 1,133,083 =========================================================================== DIVERSIFIED BANKS-1.82% Bangkok Bank PCL (Hong Kong), Unsec. Sub. Notes, 9.03%, 03/15/29 (Acquired 04/22/05; Cost $1,471,124)(c)(e) 1,175,000 1,410,106 - --------------------------------------------------------------------------- BankAmerica Institutional-Series A, Gtd. Trust Pfd. Capital Securities, 8.07%, 12/31/26 (Acquired 09/26/06; Cost $1,870,264)(c)(e) 1,790,000 1,869,458 - --------------------------------------------------------------------------- Barclays Bank PLC (United Kingdom), Floating Rate Global Notes, 4.85%, 08/08/07 (Acquired 04/06/06; Cost $1,293,253)(c)(e)(f) 1,300,000 1,300,130 - --------------------------------------------------------------------------- BBVA International Preferred S.A. Unipersonal (Spain), Unsec. Gtd. Unsub. Notes, 5.92% (Acquired 03/22/07; Cost $790,000)(c)(e)(f)(g) 790,000 739,061 - --------------------------------------------------------------------------- Calyon (France), Gtd. Floating Rate Medium Term Notes, 5.38%, 02/11/08 (Acquired 04/02/07; Cost $1,293,500)(c)(e) 1,300,000 1,295,151 - --------------------------------------------------------------------------- Centura Capital Trust I, Gtd. Trust Pfd. Capital Securities, 8.85%, 06/01/27 (Acquired 05/22/03; Cost $1,847,528)(c)(e) 1,460,000 1,521,130 - --------------------------------------------------------------------------- First Union Institutional Capital I, Jr. Unsec. Gtd. Sub. Trust Pfd. Bonds, 8.04%, 12/01/26(c) 540,000 563,744 - --------------------------------------------------------------------------- Lloyds TSB Bank PLC (United Kingdom)- Series 1, Unsec. Sub. Floating Rate Euro Notes, 5.63%(c)(f)(g) 4,010,000 3,529,137 - --------------------------------------------------------------------------- Mizuho Financial Group Cayman Ltd. (Cayman Islands), Gtd. Sub. Second Tier Euro Bonds, 8.38%(c)(g) 550,000 574,492 - --------------------------------------------------------------------------- National Bank of Canada (Canada), Floating Rate Euro Deb., 5.56%, 08/29/87(c)(f) 1,580,000 1,292,950 - --------------------------------------------------------------------------- National Westminster Bank PLC (United Kingdom)-Series B, Unsec. Sub. Floating Rate Euro Notes, 5.63%(c)(f)(g) 1,150,000 994,198 - --------------------------------------------------------------------------- NBD Bank N.A. Michigan, Unsec. Sub. Deb., 8.25%, 11/01/24(c) 915,000 1,097,186 - --------------------------------------------------------------------------- North Fork Bancorp., Inc., Unsec. Sub. Notes, 5.00%, 08/15/12(c)(f) 3,320,000 3,320,963 - --------------------------------------------------------------------------- RBD Capital S.A. (Luxembourg), Euro Notes, 6.50%, 08/11/08(c) 1,220,000 1,227,648 - --------------------------------------------------------------------------- RBS Capital Trust III, Jr. Gtd. Sub. Trust Pfd. Global Notes, 5.51%(c)(f)(g) 1,140,000 1,096,589 - --------------------------------------------------------------------------- Skandinaviska Enskilda Banken A.B. (Sweden), Unsec. Sub. Notes, 7.50% (Acquired 02/02/07; Cost $933,453)(c)(e)(f)(g) 900,000 933,174 - --------------------------------------------------------------------------- </Table> 6 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- DIVERSIFIED BANKS-(CONTINUED) Sumitomo Mitsui Banking Corp. (Japan), Sub. Second Tier Euro Notes, 8.15%(c)(g) $ 1,675,000 $ 1,719,953 - --------------------------------------------------------------------------- VTB Capital S.A. (Russia), Sr. Floating Rate Notes, 6.11%, 09/21/07 (Acquired 12/14/05; Cost $2,850,000)(c)(e)(f) 2,850,000 2,851,908 =========================================================================== 27,336,978 =========================================================================== DIVERSIFIED CHEMICALS-0.44% Bayer Corp., Bonds, 6.20%, 02/15/08 (Acquired 08/01/06-05/24/07; Cost $3,407,444)(c)(e)(f) 3,390,000 3,399,967 - --------------------------------------------------------------------------- Dow Chemical Co. (The), Sr. Unsec. Global Notes, 5.75%, 12/15/08(c) 1,800,000 1,808,352 - --------------------------------------------------------------------------- Sr. Unsec. Medium Term Notes Notes, 4.80%, 08/15/07(c) 100,000 99,946 - --------------------------------------------------------------------------- FMC Corp.-Series A, Medium Term Notes, 7.00%, 05/15/08(c) 440,000 444,563 - --------------------------------------------------------------------------- Hercules Inc., Unsec. Deb., 6.60%, 08/01/27(c) 910,000 910,409 =========================================================================== 6,663,237 =========================================================================== DIVERSIFIED COMMERCIAL & PROFESSIONAL SERVICES-0.10% Erac USA Finance Co., Bonds, 5.30%, 11/15/08 (Acquired 05/24/07; Cost $961,873)(c)(e) 965,000 959,538 - --------------------------------------------------------------------------- Science Applications International Corp., Unsec. Notes, 6.75%, 02/01/08(c) 500,000 503,320 =========================================================================== 1,462,858 =========================================================================== DIVERSIFIED METALS & MINING-0.07% Reynolds Metals Co., Medium Term Notes, 7.00%, 05/15/09(c) 1,018,000 1,034,553 =========================================================================== DRUG RETAIL-0.04% CVS Caremark Corp. Sr. Unsec. Global Notes, 3.88%, 11/01/07(c) 540,000 537,122 =========================================================================== ELECTRIC UTILITIES-0.47% Carolina Power & Light Co., First Mortgage Bonds, 6.80%, 08/15/07(c) 530,000 530,763 - --------------------------------------------------------------------------- Duke Energy Indiana, Inc., Unsec. Deb., 7.85%, 10/15/07(c) 1,045,000 1,051,521 - --------------------------------------------------------------------------- Entergy Gulf States, Inc., Sec. First Mortgage Bonds, 3.60%, 06/01/08(c) 1,420,000 1,394,809 - --------------------------------------------------------------------------- Ohio Edison Co., Sr. Unsec. Global Notes, 4.00%, 05/01/08(c) 1,560,000 1,539,923 - --------------------------------------------------------------------------- Pepco Holdings Inc., Unsec. Unsub. Global Notes, 5.50%, 08/15/07(c) 2,547,000 2,547,280 =========================================================================== 7,064,296 =========================================================================== ELECTRICAL COMPONENTS & EQUIPMENT-0.14% Thomas & Betts Corp., Medium Term Notes, 6.63%, 05/07/08(c) 2,040,000 2,056,055 =========================================================================== ENVIRONMENTAL & FACILITIES SERVICES-0.08% Waste Management Inc., Sr. Unsec. Unsub. Notes, 6.50%, 11/15/08(c) 1,265,000 1,279,231 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE FOOD RETAIL-0.62% Safeway Inc., Sr. Unsec. Notes, 4.80%, 07/16/07(c) $ 9,065,000 $ 9,063,006 - --------------------------------------------------------------------------- 7.00%, 09/15/07(c) 175,000 175,418 =========================================================================== 9,238,424 =========================================================================== GAS UTILITIES-0.16% CenterPoint Energy Resources Corp., Unsec. Deb., 6.50%, 02/01/08(c) 785,000 789,168 - --------------------------------------------------------------------------- National Fuel Gas Co.-Series D, Medium Term Notes, 6.30%, 05/27/08(c) 575,000 579,077 - --------------------------------------------------------------------------- Southern Union Co., Unsec. Unsub. Notes, 6.15%, 08/16/08(c) 1,065,000 1,071,252 =========================================================================== 2,439,497 =========================================================================== GENERAL MERCHANDISE STORES-0.07% Target Corp., Sr. Unsec. Notes, 5.38%, 05/01/17(c) 1,170,000 1,127,377 =========================================================================== HOMEBUILDING-0.08% DR Horton Inc. Sr. Unsec. Gtd. Notes, 5.00%, 01/15/09(c) 1,280,000 1,261,184 =========================================================================== HOTELS, RESORTS & CRUISE LINES-0.03% Carnival Corp., Sr. Unsec. Gtd. Global Notes, 3.75%, 11/15/07(c) 385,000 382,575 =========================================================================== HOUSEHOLD APPLIANCES-0.02% Whirlpool Corp. Deb., 9.10%, 02/01/08(c) 250,000 254,623 =========================================================================== HOUSEWARES & SPECIALTIES-0.04% Newell Rubbermaid Inc.-Series A, Unsec. Unsub. Putable Medium Term Notes, 6.35%, 07/15/08(c)(f) 660,000 665,953 =========================================================================== INDEPENDENT POWER PRODUCERS & ENERGY TRADERS-0.33% TXU Energy Co. LLC, Sr. Unsec. Floating Rate Notes, 5.86%, 09/16/08 (Acquired 03/13/07; Cost $4,880,000)(c)(e)(f) 4,880,000 4,882,279 =========================================================================== INDUSTRIAL MACHINERY-0.08% IDEX Corp., Sr. Unsec. Notes, 6.88%, 02/15/08(c) 1,140,000 1,148,846 =========================================================================== INDUSTRIAL REIT'S-0.14% AMB Property L.P., Sr. Unsec. Gtd. Sub. Notes, 7.10%, 06/30/08(c) 1,750,000 1,775,462 - --------------------------------------------------------------------------- ProLogis, Sr. Unsec. Notes, 7.10%, 04/15/08(c) 340,000 343,941 =========================================================================== 2,119,403 =========================================================================== INSURANCE BROKERS-0.35% Marsh & McLennan Cos., Inc., Unsec. Global Bonds, 3.63%, 02/15/08(c) 5,295,000 5,233,419 =========================================================================== INTEGRATED OIL & GAS-0.55% ConocoPhillips, Unsec. Deb., 7.13%, 03/15/28(c) 1,100,000 1,130,613 - --------------------------------------------------------------------------- Husky Oil Ltd. (Canada), Unsec. Sub. Yankee Bonds, 8.90%, 08/15/28(c)(f) 6,944,000 7,178,360 =========================================================================== 8,308,973 =========================================================================== </Table> 7 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- INTEGRATED TELECOMMUNICATION SERVICES-1.03% Southwestern Bell Telephone L.P., Unsec. Unsub. Deb., 7.20%, 10/15/26(c) $ 1,926,000 $ 1,988,518 - --------------------------------------------------------------------------- Telecom Italia Capital S.A. (Italy), Unsec. Gtd. Unsub. Global Notes, 4.00%, 11/15/08(c) 9,812,000 9,625,965 - --------------------------------------------------------------------------- Verizon Communications Inc., Sr. Unsec. Notes, 6.25%, 04/01/37(c) 1,110,000 1,080,374 - --------------------------------------------------------------------------- Verizon Virginia Inc.-Series A, Unsec. Global Deb., 4.63%, 03/15/13(c) 2,870,000 2,693,093 =========================================================================== 15,387,950 =========================================================================== INTERNET RETAIL-0.07% Expedia, Inc., Sr. Unsec. Gtd. Putable Global Notes, 7.46%, 08/15/13(c) 1,065,000 1,065,671 =========================================================================== INVESTMENT BANKING & BROKERAGE-0.58% Jefferies Group, Inc., Sr. Unsec. Deb., 5.88%, 06/08/14(c) 4,060,000 4,031,621 - --------------------------------------------------------------------------- Sr. Unsec. Notes, 6.45%, 06/08/27(c) 900,000 890,523 - --------------------------------------------------------------------------- -Series B, Sr. Unsec. Notes, 7.50%, 08/15/07(c) 555,000 556,088 - --------------------------------------------------------------------------- Lazard Group, Sr. Unsec. Notes, 6.85%, 06/15/17 (Acquired 06/18/07; Cost $1,266,215)(c)(e) 1,270,000 1,272,083 - --------------------------------------------------------------------------- Merrill Lynch & Co. Inc.-Series C, Sr. Unsec. Floating Rate Medium Term Notes, 5.69%, 07/21/09(c)(f) 760,000 760,015 - --------------------------------------------------------------------------- SB Treasury Co. LLC, Bond, 9.40% (Acquired 06/29/07; Cost $1,263,554)(c)(e)(f)(g) 1,220,000 1,262,163 =========================================================================== 8,772,493 =========================================================================== LEISURE FACILITIES-0.07% International Speedway Corp. Unsec. Global Notes, 4.20%, 04/15/09(c) 1,135,000 1,109,417 =========================================================================== LEISURE PRODUCTS-0.05% Hasbro Inc., Sr. Unsec. Notes, 6.15%, 07/15/08(c) 690,000 691,207 =========================================================================== LIFE & HEALTH INSURANCE-0.41% John Hancock Financial Services Inc., Sr. Notes, 5.63%, 12/01/08(c) 250,000 250,925 - --------------------------------------------------------------------------- Prudential Holdings, LLC-Series B, Bonds, (INS-Financial Security Assurance Inc.) 7.25%, 12/18/23 (Acquired 01/22/04-02/17/06; Cost $6,129,407)(c)(d)(e) 5,220,000 5,843,425 =========================================================================== 6,094,350 =========================================================================== MANAGED HEALTH CARE-0.05% Wellpoint Inc., Unsec. Unsub. Notes, 3.50%, 09/01/07(c) 730,000 727,365 =========================================================================== MORTGAGE REIT'S-0.14% iStar Financial Inc., Sr. Notes, 7.00%, 03/15/08(c) 680,000 690,493 - --------------------------------------------------------------------------- Sr. Unsec. Notes, 8.75%, 08/15/08(c) 1,430,000 1,478,105 =========================================================================== 2,168,598 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE MOVIES & ENTERTAINMENT-0.21% Historic TW Inc., Notes, 8.18%, 08/15/07(c) $ 3,000,000 $ 3,008,640 - --------------------------------------------------------------------------- News America Inc., Sr. Global Notes, 6.63%, 01/09/08(c) 134,000 134,793 =========================================================================== 3,143,433 =========================================================================== MULTI-LINE INSURANCE-0.14% American General Finance Corp.-Series H, Sr. Unsec. Medium Term Notes, 4.50%, 11/15/07(c) 250,000 249,172 - --------------------------------------------------------------------------- Unitrin Inc., Sr. Unsec. Notes, 5.75%, 07/01/07(c) 1,900,000 1,900,000 =========================================================================== 2,149,172 =========================================================================== MULTI-UTILITIES-1.30% Centerpoint Energy Inc.-Series B, Sr. Unsec. Global Notes, 5.88%, 06/01/08(c) 300,000 300,897 - --------------------------------------------------------------------------- Consumers Energy Co.-Series A, Sr. Sec. Global Notes, 6.38%, 02/01/08(c) 2,370,000 2,381,092 - --------------------------------------------------------------------------- Dominion Capital Trust I, Jr. Unsec. Gtd. Trust Pfd. Capital Securities, 7.83%, 12/01/27(c) 2,490,000 2,596,423 - --------------------------------------------------------------------------- Dominion Resources, Inc., Notes, 4.13%, 02/15/08(c) 525,000 520,600 - --------------------------------------------------------------------------- -Series D, Sr. Floating Rate Notes, 5.66%, 09/28/07(c)(f) 1,390,000 1,390,443 - --------------------------------------------------------------------------- DTE Energy Co., Sr. Unsec. Notes, 5.63%, 08/16/07(c) 525,000 525,089 - --------------------------------------------------------------------------- Midamerica Energy Holdings Co., Sr. Unsec. Notes, 7.63%, 10/15/07(c) 858,000 862,848 - --------------------------------------------------------------------------- 7.52%, 09/15/08(c) 1,395,000 1,426,890 - --------------------------------------------------------------------------- PSEG Funding Trust I, Notes, 5.38%, 11/16/07(c) 4,265,000 4,262,825 - --------------------------------------------------------------------------- Public Service Co of New Mexico, Sr. Unsec. Notes, 4.40%, 09/15/08(c) 615,000 606,863 - --------------------------------------------------------------------------- Tampa Electric Co., Unsec. Unsub. Notes, 5.38%, 08/15/07(c) 3,850,000 3,849,615 - --------------------------------------------------------------------------- TE Products Pipeline Co., Sr. Unsec. Notes, 6.45%, 01/15/08(c) 510,000 512,116 - --------------------------------------------------------------------------- Xcel Energy Inc., Sr. Global Notes, 3.40%, 07/01/08(c) 250,000 244,955 =========================================================================== 19,480,656 =========================================================================== OFFICE SERVICES & SUPPLIES-0.07% Avery Dennison Corp., Floating Rate Notes, 5.59%, 08/10/07(c)(f) 1,055,000 1,055,084 =========================================================================== OIL & GAS EXPLORATION & PRODUCTION-0.10% Pemex Project Funding Master Trust (Mexico), Unsec. Gtd. Unsub. Global Notes, 8.63%, 02/01/22(c) 1,250,000 1,528,062 =========================================================================== OIL & GAS REFINING & MARKETING-0.11% Premcor Refining Group Inc. (The), Sr. Unsec. Global Notes, 9.50%, 02/01/13(c) 1,545,000 1,648,546 =========================================================================== </Table> 8 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- OIL & GAS STORAGE & TRANSPORTATION-0.19% Enterprise Products Operating L.P.-Series B, Sr. Unsec. Gtd. Unsub. Global Notes, 4.00%, 10/15/07(c) $ 2,830,000 $ 2,818,369 =========================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-2.91% BankAmerica Capital II-Series 2, Jr. Unsec. Gtd. Sub. Trust Pfd. Capital Securities, 8.00%, 12/15/26(c) 1,420,000 1,482,011 - --------------------------------------------------------------------------- BankAmerica Capital III, Gtd. Floating Rate Trust Pfd. Capital Securities, 5.93%, 01/15/27(c)(f) 2,210,000 2,153,471 - --------------------------------------------------------------------------- Capmark Financial Group Inc. Sr. Unsec. Gtd. Floating Rate Notes, 6.01%, 05/10/10 (Acquired 05/03/07; Cost $3,710,000)(c)(e)(f) 3,710,000 3,712,189 - --------------------------------------------------------------------------- Countrywide Home Loans, Inc.-Series L, Medium Term Global Notes, 3.25%, 05/21/08(c) 2,500,000 2,449,375 - --------------------------------------------------------------------------- General Electric Capital Corp., Unsec. Floating Rate Putable Deb., 5.34%, 09/01/10(c)(f) 1,000,000 988,973 - --------------------------------------------------------------------------- Mantis Reef Ltd. (Cayman Islands), Notes, 4.69%, 11/14/08 (Acquired 08/11/06-05/23/07; Cost $4,438,836)(c)(e) 4,525,000 4,455,948 - --------------------------------------------------------------------------- Mizuho JGB Investment LLC-Series A, Sub. Bonds, 9.87% (Acquired 06/16/04-07/28/05; Cost $6,664,804)(c)(e)(f)(g) 5,890,000 6,133,434 - --------------------------------------------------------------------------- NB Capital Trust IV, Gtd. Sub. Trust Pfd. Capital Securities, 8.25%, 04/15/27(c) 3,140,000 3,273,764 - --------------------------------------------------------------------------- Pemex Finance Ltd. (Mexico)-Series 1999-2, Class A1, Global Bonds, (INS-MBIA Insurance Corp.) 9.69%, 08/15/09(c) 4,653,000 4,847,077 - --------------------------------------------------------------------------- Regional Diversified Funding (Cayman Islands), Sr. Notes, 9.25%, 03/15/30 (Acquired 09/22/04; Cost $3,504,605)(c)(e) 2,962,222 3,255,986 - --------------------------------------------------------------------------- Class A-1a, Sr. Floating Rate Notes, 5.69%, 01/25/36 (Acquired 03/21/05; Cost $685,890)(c)(e)(f)(h) 723,406 721,869 - --------------------------------------------------------------------------- Residential Capital LLC, Sr. Unsec. Gtd. Floating Rate Notes, 5.86%, 06/09/08(c)(f) 2,375,000 2,352,082 - --------------------------------------------------------------------------- Suncorp-Metway Ltd. (Australia), Notes, 3.50%, 06/15/13 (Acquired 03/13/07; Cost $2,484,704)(c)(e)(f) 2,540,000 2,499,792 - --------------------------------------------------------------------------- Twin Reefs Pass-Through Trust, Floating Rate Pass Through Ctfs., 6.32% (Acquired 12/07/04-10/23/06; Cost $1,609,000)(c)(e)(f)(g) 1,610,000 1,615,176 - --------------------------------------------------------------------------- Two-Rock Pass-Through Trust (Bermuda), Floating Rate Pass Through Ctfs., 6.30% (Acquired 11/10/06; Cost $1,596,882)(c)(e)(f)(g) 1,595,000 1,571,474 - --------------------------------------------------------------------------- UFJ Finance Aruba AEC (Japan), Gtd. Sub. Second Tier Euro Bonds, 8.75%(c)(g) 1,020,000 1,060,998 - --------------------------------------------------------------------------- Windsor Financing LLC, Sr. Gtd. Notes, 5.88%, 07/15/17 (Acquired 02/07/06; Cost $1,030,556)(c)(e) 1,030,556 1,005,184 =========================================================================== 43,578,803 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE PACKAGED FOODS & MEATS-0.63% Heinz (H.J.) Co., Notes, 6.43%, 12/01/08 (Acquired 05/30/07; Cost $8,193,231)(c)(e) $ 8,100,000 $ 8,198,091 - --------------------------------------------------------------------------- Sara Lee Corp.-Series C, Medium Term Notes, 6.00%, 01/15/08(c) 1,190,000 1,192,761 =========================================================================== 9,390,852 =========================================================================== PAPER PACKAGING-0.20% Sealed Air Corp., Sr. Unsec. Notes, 5.38%, 04/15/08 (Acquired 05/18/07-05/21/07; Cost $3,003,906)(c)(e) 3,010,000 3,007,562 =========================================================================== PAPER PRODUCTS-0.05% Union Camp Corp., Notes, 6.50%, 11/15/07(c) 800,000 802,600 =========================================================================== PROPERTY & CASUALTY INSURANCE-2.24% Allstate Corp. (The) Jr. Sub. Global Deb., 6.13%, 05/15/37(c)(f) 540,000 521,511 - --------------------------------------------------------------------------- 6.50%, 05/15/57(c)(f) 360,000 343,130 - --------------------------------------------------------------------------- Chubb Corp., Sr. Unsec. Notes, 5.47%, 08/16/08(c) 990,000 991,297 - --------------------------------------------------------------------------- CNA Financial Corp., Sr. Unsec. Notes, 6.45%, 01/15/08(c) 3,275,000 3,289,115 - --------------------------------------------------------------------------- 6.60%, 12/15/08(c) 8,272,000 8,394,591 - --------------------------------------------------------------------------- First American Capital Trust I, Gtd. Trust Pfd. Capital Securities, 8.50%, 04/15/12(c) 4,705,000 5,123,463 - --------------------------------------------------------------------------- North Front Pass-Through Trust, Pass-Through Ctfs. Bonds, 5.81%, 12/15/24 (Acquired 12/08/04; Cost $2,369,940)(c)(e)(f) 2,350,000 2,325,842 - --------------------------------------------------------------------------- Oil Casualty Insurance Ltd. (Bermuda), Unsec. Sub. Deb., 8.00%, 09/15/34 (Acquired 04/29/05-06/09/05; Cost $3,737,949)(c)(e) 3,495,000 3,364,951 - --------------------------------------------------------------------------- Oil Insurance Ltd., Notes, 7.56% (Acquired 06/15/06; Cost $6,280,000)(c)(e)(f)(g) 6,280,000 6,480,772 - --------------------------------------------------------------------------- QBE Capital Funding II L.P. (Australia), Gtd. Sub. Bonds, 6.80% (Acquired 04/25/07; Cost $350,000)(c)(e)(f)(g) 350,000 340,571 - --------------------------------------------------------------------------- Safeco Capital Trust I, Gtd. Trust Pfd. Capital Securities, 8.07%, 07/15/37(c) 2,270,000 2,363,047 =========================================================================== 33,538,290 =========================================================================== REAL ESTATE MANAGEMENT & DEVELOPMENT-0.04% Chelsea GCA Realty Partnership L.P., Unsec. Unsub. Notes, 7.25%, 10/21/07(c) 150,000 150,724 - --------------------------------------------------------------------------- Realogy Corp., Sr. Floating Rate Notes, 7.06%, 10/20/09 (Acquired 10/13/06; Cost $495,000)(c)(e)(f) 495,000 491,831 =========================================================================== 642,555 =========================================================================== REGIONAL BANKS-1.48% Cullen/Frost Capital Trust I, Jr. Unsec. Gtd. Floating Rate Notes, 6.91%, 03/01/34(c)(f) 4,050,000 4,139,059 - --------------------------------------------------------------------------- Greater Bay Bancorp-Series B, Sr. Notes, 5.25%, 03/31/08(c) 975,000 969,755 - --------------------------------------------------------------------------- </Table> 9 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- REGIONAL BANKS-(CONTINUED) National City Corp. Sr. Unsec. Notes, 3.20%, 04/01/08(c) $ 500,000 $ 492,350 - --------------------------------------------------------------------------- PNC Capital Trust C, Gtd. Floating Rate Trust Pfd. Capital Securities, 5.93%, 06/01/28(c)(f) 1,175,000 1,135,720 - --------------------------------------------------------------------------- Popular North America Inc., Gtd. Notes, 4.25%, 04/01/08(c) 605,000 596,627 - --------------------------------------------------------------------------- Silicon Valley Bank, Unsec. Sub. Notes, 6.05%, 06/01/17(c) 2,020,000 1,974,691 - --------------------------------------------------------------------------- TCF National Bank, Sub. Notes, 5.00%, 06/15/14(c)(f) 1,500,000 1,477,560 - --------------------------------------------------------------------------- US AgBank FCB-Series 1, Notes, 6.11% (Acquired 03/15/07; Cost $1,405,000)(c)(e)(f)(g)(h) 1,405,000 1,387,747 - --------------------------------------------------------------------------- Western Financial Bank, Unsec. Sub. Deb., 9.63%, 05/15/12(c) 9,365,000 10,083,576 =========================================================================== 22,257,085 =========================================================================== REINSURANCE-0.18% Stingray Pass-Through Trust, Pass Through Ctfs., 5.90%, 01/12/15 (Acquired 01/07/05-11/03/05; Cost $2,747,640)(c)(e) 2,800,000 2,637,544 =========================================================================== RESIDENTIAL REIT'S-0.04% AvalonBay Communities Inc., Sr. Medium Term Notes, 8.25%, 07/15/08(c) 550,000 564,779 =========================================================================== RESTAURANTS-0.14% Yum! Brands Inc. Sr. Unsec. Notes, 7.65%, 05/15/08(c) 2,090,000 2,125,467 =========================================================================== RETAIL REIT'S-0.11% National Retail Properties Inc., Sr. Unsec. Notes, 7.13%, 03/15/08(c) 1,360,000 1,374,443 - --------------------------------------------------------------------------- Simon Property Group L.P., Unsec. Unsub. Notes, 6.38%, 11/15/07(c) 100,000 100,274 - --------------------------------------------------------------------------- Tanger Properties L.P., Sr. Unsec. Gtd. Notes, 9.13%, 02/15/08(c) 215,000 219,360 =========================================================================== 1,694,077 =========================================================================== SPECIALIZED REIT'S-0.43% Health Care Property Investors, Inc., Sr. Sec. Floating Rate Medium Term Notes, 5.81%, 09/15/08(c)(f) 2,540,000 2,541,173 - --------------------------------------------------------------------------- Sr. Sec. Medium Term Notes, 6.30%, 09/15/16(c) 2,020,000 2,020,344 - --------------------------------------------------------------------------- Health Care REIT, Inc., Sr. Notes, 5.88%, 05/15/15(c) 1,905,000 1,857,832 =========================================================================== 6,419,349 =========================================================================== SPECIALTY CHEMICALS-0.12% ICI Wilmington Inc., Gtd. Notes, 7.05%, 09/15/07(c) 880,000 881,355 - --------------------------------------------------------------------------- Valspar Corp. (The), Sr. Unsec. Unsub. Notes, 5.63%, 05/01/12(c) 500,000 494,530 - --------------------------------------------------------------------------- 6.05%, 05/01/17(c) 500,000 491,700 =========================================================================== 1,867,585 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE THRIFTS & MORTGAGE FINANCE-0.25% Countrywide Financial Corp. Gtd. Global Medium Term Notes, 5.80%, 06/07/12(c) $ 1,740,000 $ 1,735,424 - --------------------------------------------------------------------------- Countrywide Home Loans, Inc.-Series E, Gtd. Medium Term Notes, 6.94%, 07/16/07(c) 1,580,000 1,580,600 - --------------------------------------------------------------------------- PMI Group Inc. (The), Sr. Unsec. Notes, 5.57%, 11/15/08(c) 415,000 414,639 =========================================================================== 3,730,663 =========================================================================== TOBACCO-0.25% Altria Group, Inc., Unsec. Notes, 7.65%, 07/01/08(c) 3,646,000 3,716,441 =========================================================================== TRADING COMPANIES & DISTRIBUTORS-0.06% Western Power Distribution Holdings Ltd. (United Kingdom), Unsec. Unsub. Notes, 7.38%, 12/15/28 (Acquired 01/25/05; Cost $1,008,342)(c)(e) 900,000 958,419 =========================================================================== TRUCKING-0.44% Roadway Corp., Sr. Sec. Gtd. Global Notes, 8.25%, 12/01/08(c) 4,077,000 4,207,709 - --------------------------------------------------------------------------- Stagecoach Transport Holdings PLC (United Kingdom), Unsec. Unsub. Yankee Notes, 8.63%, 11/15/09(c) 2,300,000 2,447,361 =========================================================================== 6,655,070 =========================================================================== WIRELESS TELECOMMUNICATION SERVICES-0.75% Alamosa Delaware Inc., Sr. Gtd. Global Notes, 8.50%, 01/31/12(c) 3,550,000 3,746,102 - --------------------------------------------------------------------------- Nextel Communications, Inc.-Series D, Sr. Gtd. Notes, 7.38%, 08/01/15(c) 530,000 532,560 - --------------------------------------------------------------------------- Sprint Capital Corp., Sr. Unsec. Gtd. Global Notes, 6.13%, 11/15/08(c) 2,480,000 2,496,318 - --------------------------------------------------------------------------- Sprint Nextel Corp., Deb., 9.25%, 04/15/22(c) 2,900,000 3,335,087 - --------------------------------------------------------------------------- Vodafone Group PLC (United Kingdom), Unsec. Global Bonds, 6.15%, 02/27/37(c) 480,000 448,440 - --------------------------------------------------------------------------- Unsec. Global Notes, 5.63%, 02/27/17(c) 720,000 690,408 =========================================================================== 11,248,915 =========================================================================== Total Bonds & Notes (Cost $387,494,153) 379,339,277 =========================================================================== </Table> 10 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- U.S. MORTGAGE-BACKED SECURITIES-13.79% FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC)-3.37% Federal Home Loan Mortgage Corp., Pass Through Ctfs., 5.50%, 05/01/13 to 02/01/37(c) $ 2,193,220 $ 2,151,320 - --------------------------------------------------------------------------- 7.00%, 06/01/15 to 06/01/32(c) 3,984,714 4,119,759 - --------------------------------------------------------------------------- 6.50%, 01/01/16 to 01/01/35(c) 2,616,251 2,651,880 - --------------------------------------------------------------------------- 6.00%, 03/01/17 to 01/01/34(c) 4,687,092 4,701,501 - --------------------------------------------------------------------------- 4.50%, 10/01/18(c) 253,090 241,315 - --------------------------------------------------------------------------- 8.00%, 01/01/27(c) 647,885 682,602 - --------------------------------------------------------------------------- 7.50%, 11/01/30 to 03/01/32(c) 344,683 359,819 - --------------------------------------------------------------------------- 5.00%, 10/01/33(c) 250,712 236,275 - --------------------------------------------------------------------------- Pass Through Ctfs., TBA, 5.00%, 07/01/37(c)(i) 13,082,000 12,262,334 - --------------------------------------------------------------------------- 5.50%, 07/01/37(c)(i) 5,000,000 4,822,658 - --------------------------------------------------------------------------- 6.50%, 09/01/37(c)(i) 18,183,000 18,350,629 =========================================================================== 50,580,092 =========================================================================== FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-9.02% Federal National Mortgage Association, Pass Through Ctfs., 8.50%, 03/01/10 to 01/01/23(c) 116,620 123,576 - --------------------------------------------------------------------------- 6.50%, 04/01/14 to 01/01/37(c) 2,678,833 2,735,656 - --------------------------------------------------------------------------- 7.50%, 11/01/15 to 05/01/32(c) 2,454,531 2,581,408 - --------------------------------------------------------------------------- 7.00%, 12/01/15 to 09/01/32(c) 2,536,001 2,623,650 - --------------------------------------------------------------------------- 5.00%, 11/01/17 to 11/01/18(c) 1,796,549 1,743,079 - --------------------------------------------------------------------------- 5.50%, 07/01/19 to 10/01/34(c) 9,542,790 9,295,650 - --------------------------------------------------------------------------- 8.00%, 08/01/21 to 10/01/30(c) 535,261 564,665 - --------------------------------------------------------------------------- 6.00%, 03/01/22 to 03/01/37(c) 180,139 178,192 - --------------------------------------------------------------------------- 8.50%, 10/01/28(c) 1,066,072(j) 1,141,313 - --------------------------------------------------------------------------- Pass Through Ctfs., TBA, 5.50%, 07/01/22 to 07/01/37(c)(i) 31,614,000 30,799,599 - --------------------------------------------------------------------------- 6.00%, 07/01/22 to 07/01/37(c)(i) 51,464,000 51,309,068 - --------------------------------------------------------------------------- 6.50%, 07/01/37(c)(i) 18,628,000 18,805,553 - --------------------------------------------------------------------------- 7.00%, 07/01/37(c)(i) 12,914,000 13,261,064 =========================================================================== 135,162,473 =========================================================================== GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA)-1.40% Government National Mortgage Association Pass Through Ctfs., 6.50%, 10/15/08 to 04/15/37(c) 4,737,420 4,822,410 - --------------------------------------------------------------------------- 7.00%, 10/15/08 to 06/15/37(c) 3,232,296 3,345,450 - --------------------------------------------------------------------------- </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE GOVERNMENT NATIONAL MORTGAGE ASSOCIATION-(CONTINUED) Government National Mortgage Association, Pass Through Ctfs., 6.00%, 11/15/08 to 10/15/33(c) $ 6,429,761 $ 6,419,075 - --------------------------------------------------------------------------- 5.00%, 03/15/18(c) 1,440,476 1,399,912 - --------------------------------------------------------------------------- 8.00%, 08/15/22 to 01/20/31(c) 401,094 424,576 - --------------------------------------------------------------------------- 7.50%, 06/15/23 to 05/15/32(c) 928,131 971,757 - --------------------------------------------------------------------------- 8.50%, 11/15/24 to 02/15/25(c) 99,707 107,726 - --------------------------------------------------------------------------- 5.50%, 12/15/31 to 05/15/35(c) 3,573,261 3,475,300 =========================================================================== 20,966,206 =========================================================================== Total U.S. Mortgage-Backed Securities (Cost $208,312,051) 206,708,771 =========================================================================== ASSET-BACKED SECURITIES-3.19% COLLATERALIZED MORTGAGE OBLIGATIONS-2.07% Accredited Mortgage Loan Trust-Series 2003-3, Class A3, Floating Rate Pass Through Ctfs., 5.70%, 01/25/34(c)(f) 279,871 280,175 - --------------------------------------------------------------------------- Banc of America Mortgage Securities Inc.- Series 2003-D, Class 2AI, Floating Rate Pass Through Ctfs., 4.18%, 05/25/33(c)(f) 1,036,054 1,025,200 - --------------------------------------------------------------------------- Capital One Multi-Asset Execution Trust- Series 2003-B4, Class B4, Floating Rate Pass Through Ctfs., 6.12%, 07/15/11(c)(f) 2,230,000 2,248,363 - --------------------------------------------------------------------------- Countrywide Asset-Backed Ctfs.-Series 2004-6, Class 2A5, Floating Rate Pass Through Ctfs., 5.71%, 11/25/34(c)(f) 434,323 436,848 - --------------------------------------------------------------------------- Countrywide Home Loans-Series 2004-HYB7, Class 1A2, Pass Through Ctfs., 4.70%, 11/20/34(c)(f) 1,064,477 1,055,518 - --------------------------------------------------------------------------- Credit Suisse First Boston Mortgage Securities Corp., -Series 2004-AR3, Class 5A1, Pass Through Ctfs., 4.72%, 04/25/34(c)(f) 1,052,406 1,040,379 - --------------------------------------------------------------------------- -Series 2004-AR7, Class 2A1, Pass Through Ctfs., 4.65%, 11/25/34(c)(f) 1,170,171 1,158,270 - --------------------------------------------------------------------------- -Series 2004-C4, Class A6, Pass Through Ctfs., 4.69%, 10/15/39(c) 2,850,000 2,676,927 - --------------------------------------------------------------------------- Federal Home Loan Bank (FHLB)- Series TQ-2015, Class A, Pass Through Ctfs., 5.07%, 10/20/15(c) 2,339,701 2,288,017 - --------------------------------------------------------------------------- GSR Mortgage Loan Trust-Series 2004-5, Class 2A1, Pass Through Ctfs., 4.49%, 05/25/34(c)(f) 659,834 648,734 - --------------------------------------------------------------------------- Master Asset Securitization Trust-Series 2003-8, Class 1A1, Pass Through Ctfs., 5.50%, 09/25/33(c) 2,687,144 2,575,880 - --------------------------------------------------------------------------- MLCC Mortgage Investors, Inc.-Series 2003-G, Class A1, Floating Rate Pass Through Ctfs., 5.64%, 01/25/29(c)(f) 878,868 879,698 - --------------------------------------------------------------------------- Morgan Stanley Mortgage Loan Trust- Series 2004-6AR, Class 2A2, Pass Through Ctfs., 5.06%, 08/25/34(c)(f) 833,066 830,069 - --------------------------------------------------------------------------- </Table> 11 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- COLLATERALIZED MORTGAGE OBLIGATIONS-(CONTINUED) Nomura Asset Acceptance Corp.-Series 2005-AR1, Class 2A1, Floating Rate Pass Through Ctfs., 5.60%, 02/25/35(c)(f) $ 205,353 $ 205,708 - --------------------------------------------------------------------------- Option One Mortgage Securities Corp. NIM Trust-Series 2007-4A, Floating Rate Notes, 5.42%, 04/25/12 (Acquired 05/11/07; Cost $1,964,812)(e)(f) 1,964,812 1,964,812 - --------------------------------------------------------------------------- Residential Asset Mortgage Products, Inc.- Series 2003-RS2, Class AII, Floating Rate Pass Through Ctfs., 5.66%, 03/25/33(c)(f) 220,530 220,760 - --------------------------------------------------------------------------- Specialty Underwriting & Residential Finance- Series 2003-BC3, Class A, Floating Rate Pass Through Ctfs., 5.67%, 08/25/34(c)(f) 8,370 8,385 - --------------------------------------------------------------------------- Structured Adjustable Rate Mortgage Loan Trust, -Series 2004-3AC, Class A1, Floating Rate Pass Through Ctfs., 4.94%, 01/25/34(c)(f) 1,116,448 1,109,082 - --------------------------------------------------------------------------- -Series 2005-1, Class 1A1, Pass Through Ctfs., 5.12%, 02/25/35(c)(f) 692,458 696,178 - --------------------------------------------------------------------------- Structured Asset Securities Corp.,- Series 2003-37A, Class 7A, Pass Through Ctfs., 7.16%, 12/25/33(c)(f) 474,783 485,166 - --------------------------------------------------------------------------- -Series 2004-2AC, Class A1, Floating Rate Pass Through Ctfs., 5.03%, 02/25/34(c)(f) 2,206,281 2,190,888 - --------------------------------------------------------------------------- Structured Asset Securities Corp.- Series 2007-OSI, Floating Rate Pass Through Ctfs., 5.41%, 06/25/37(c)(f) 2,711,239 2,713,135 - --------------------------------------------------------------------------- US Bank N.A. Sr. Medium Term Notes, 5.92%, 05/25/12(c) 3,175,000 3,190,008 - --------------------------------------------------------------------------- Vanderbilt Mortgage Finance-Series 2002-B, Class A4, Pass Through Ctfs., 5.84%, 02/07/26(c) 1,175,000 1,172,579 =========================================================================== 31,100,779 =========================================================================== OTHER DIVERSIFIED FINANCIAL SERVICES-1.12% Citicorp Lease Pass-Through Trust- Series 1999-1, Class A2, Pass Through Ctfs., 8.04%, 12/15/19 (Acquired 06/01/00-01/26/06; Cost $6,733,854)(c)(e) 6,085,000 6,954,529 - --------------------------------------------------------------------------- LILACS Repackaging 2005-I-Series A, Sr. Sec. Notes, 5.14%, 01/15/64 (Acquired 07/14/05; Cost $4,406,005)(e)(h) 4,406,005 4,193,371 - --------------------------------------------------------------------------- Patrons' Legacy 2003-III-LILACS-III-Series A, Ctfs., 5.65%, 04/17/18 (Acquired 11/04/04; Cost $2,436,069)(e)(h) 2,375,703 2,291,864 - --------------------------------------------------------------------------- Patrons' Legacy, 2004-1-LILACS-1-Series A, Ctfs., 6.67%, 05/04/18 (Acquired 04/30/04-07/14/05; Cost $3,445,376)(e)(h) 3,402,778 3,318,304 =========================================================================== 16,758,068 =========================================================================== Total Asset-Backed Securities (Cost $44,271,005) 47,858,847 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> PRINCIPAL AMOUNT VALUE U.S. GOVERNMENT AGENCY SECURITIES-1.06% FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA)-0.80% Unsec. Floating Rate Global Notes, 3.92%, 02/17/09(c)(f) $ 3,860,000 $ 3,768,209 - --------------------------------------------------------------------------- Unsec. Notes, 5.30%, 01/12/10(c) 1,730,000 1,731,159 - --------------------------------------------------------------------------- 6.25%, 03/29/22(c) 6,550,000 6,449,392 =========================================================================== 11,948,760 =========================================================================== STUDENT LOAN MARKETING ASSOCIATION-0.26% Medium Term Notes, 5.05%,11/14/14(c) 1,230,000 1,024,873 - --------------------------------------------------------------------------- Series A Medium Term Notes, 3.63%, 03/17/08(c) 1,380,000 1,358,665 - --------------------------------------------------------------------------- Unsec. Unsub. Floating Rate Medium Term Notes, 5.42%, 12/15/08(c) 1,520,000 1,493,689 =========================================================================== 3,877,227 =========================================================================== Total U.S. Government Agency Securities (Cost $16,080,341) 15,825,987 =========================================================================== COMMERCIAL PAPER-0.78% BROADCASTING & CABLE TV-0.34% Cox Communications Inc., Floating Rate Commercial Paper, 5.62%, 08/15/07 (Acquired 11/06/06; Cost $5,030,000)(c)(e)(f) 5,030,000 5,030,357 =========================================================================== DIVERSIFIED COMMERCIAL & PROFESSIONAL SERVICES-0.31% PHH Corp. Disc. Commercial Paper, 5.63%, 07/18/07(k) 4,700,000 4,686,770 =========================================================================== MULTI-UTILITIES-0.13% Puget Sound Energy, Inc. Disc. Commercial Paper, 5.54%, 07/10/07(k) 2,000,000 1,996,614 =========================================================================== Total Commercial Paper (Cost $11,714,530) 11,713,741 =========================================================================== MUNICIPAL OBLIGATIONS-0.46% Detroit (City of), Michigan; Series 2005 A-1, Taxable Capital Improvement Limited Tax GO (INS-Ambac Assurance Corp.), 4.96%, 04/01/20(c)(d) 1,550,000 1,438,199 - --------------------------------------------------------------------------- Series 2005, Taxable COP (INS-Financial Guaranty Insurance Co.), 4.95%, 06/15/25(c)(d) 1,920,000 1,711,181 - --------------------------------------------------------------------------- Indianapolis (City of), Indiana Local Public Improvement Bond Bank; Series 2005 A, Taxable RB, 5.22%, 07/15/20(c) 1,100,000 1,045,099 - --------------------------------------------------------------------------- 5.28%, 01/15/22(c) 600,000 567,948 - --------------------------------------------------------------------------- Industry (City of), California Urban Development Agency (Project 3); Series 2003, Taxable Allocation RB, (INS-MBIA Insurance Corp.) 6.10%, 05/01/24(c)(d) 2,060,000 2,102,992 =========================================================================== Total Municipal Obligations (Cost $7,277,585) 6,865,419 =========================================================================== </Table> 12 AIM Basic Balanced Fund <Table> <Caption> PRINCIPAL AMOUNT VALUE - --------------------------------------------------------------------------- <Caption> SHARES VALUE - --------------------------------------------------------------------------- PREFERRED STOCKS-0.38% LIFE & HEALTH INSURANCE-0.13% Aegon N.V., 6.38% Pfd. (Netherlands) 79,800 $ 1,943,928 =========================================================================== SPECIALIZED FINANCE-0.10% Agfirst Farm Credit Bank-Class B, Pfd., 6.59% (Acquired 06/05/07; Cost $1,485,000)(c)(e)(f) 1,485,000 1,491,965 =========================================================================== WIRELESS TELECOMMUNICATION SERVICES-0.15% Telephone & Data Systems, Inc.-Series A, 7.60% Pfd. 93,000 2,278,500 =========================================================================== Total Preferred Stocks (Cost $5,863,125) 5,714,393 =========================================================================== </Table> <Table> - --------------------------------------------------------------------------- <Caption> SHARES VALUE - --------------------------------------------------------------------------- MONEY MARKET FUNDS-1.51% Liquid Assets Portfolio-Institutional Class(l) 11,337,502 $ 11,337,502 - --------------------------------------------------------------------------- Premier Portfolio-Institutional Class(l) 11,337,502 11,337,502 =========================================================================== Total Money Market Funds (Cost $22,675,004) 22,675,004 =========================================================================== TOTAL INVESTMENTS-108.93% (Cost $1,373,744,252) 1,633,267,408 =========================================================================== OTHER ASSETS LESS LIABILITIES-(8.93)% (133,874,619) =========================================================================== NET ASSETS-100.00% $1,499,392,789 ___________________________________________________________________________ =========================================================================== </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt COP - Certificates of Participation Ctfs. - Certificates Deb. - Debentures Disc. - Discounted GO - General Obligation Bonds Gtd. - Guaranteed INS - Insurer LILACS - Life Insurance and Life Annuities Based Certificates Pfd. - Preferred RB - Revenue Bonds REGS - Regulation S REIT - Real Estate Investment Trust Sec. - Secured. Sr. - Senior Sub. - Subordinated TBA - To Be Announced Unsec. - Unsecured Unsub. - Unsubordinated </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) 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 June 30, 2007 was $38,765,684, which represented 2.59% of the Fund's Net Assets. See Note 1A. (c) 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 June 30, 2007 was $651,352,272, which represented 43.44% of the Fund's Net Assets. See Note 1A. (d) Principal and/or interest payments are secured by the bond insurance company listed. (e) 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 June 30, 2007 was $117,914,255, which represented 7.86% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (f) Interest or dividend rate is redetermined periodically. Rate shown is the rate in effect on June 30, 2007. (g) Perpetual bond with no specified maturity date. (h) 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 June 30, 2007 was $11,913,155, which represented 0.79% of the Fund's Net Assets. (i) Security purchased on forward commitment basis. This security is subject to dollar roll transactions. See Note 1I. (j) 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. (k) Zero coupon bond issued at a discount. The interest rate shown represents the yield to maturity at the time of purchase by the Fund. (l) 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. 13 AIM Basic Balanced Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $1,351,069,248) $1,610,592,404 - ------------------------------------------------------------ Investments in affiliated money market funds (Cost $22,675,004) 22,675,004 ============================================================ Total investments (Cost $1,373,744,252) 1,633,267,408 ============================================================ Foreign currencies, at value (Cost $7,484) 7,565 - ------------------------------------------------------------ Receivables for: Investments sold 93,104,373 - ------------------------------------------------------------ Variation margin 670,081 - ------------------------------------------------------------ Fund shares sold 1,192,833 - ------------------------------------------------------------ Dividends and Interest 7,821,534 - ------------------------------------------------------------ Investment for trustee deferred compensation and retirement plans 463,291 ============================================================ Total assets 1,736,527,085 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 219,936,053 - ------------------------------------------------------------ Fund shares reacquired 14,506,367 - ------------------------------------------------------------ Amount due custodian 488,632 - ------------------------------------------------------------ Trustee deferred compensation and retirement plans 664,928 - ------------------------------------------------------------ Accrued distribution fees 602,307 - ------------------------------------------------------------ Accrued trustees' and officer's fees and benefits 7,431 - ------------------------------------------------------------ Accrued transfer agent fees 709,222 - ------------------------------------------------------------ Accrued operating expenses 219,356 ============================================================ Total liabilities 237,134,296 ============================================================ Net assets applicable to shares outstanding $1,499,392,789 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $1,762,268,665 - ------------------------------------------------------------ Undistributed net investment income (2,729,672) - ------------------------------------------------------------ Undistributed net realized gain (loss) (519,320,600) - ------------------------------------------------------------ Unrealized appreciation 259,174,396 ============================================================ $1,499,392,789 ____________________________________________________________ ============================================================ NET ASSETS: Class A $ 764,743,719 ____________________________________________________________ ============================================================ Class B $ 303,863,178 ____________________________________________________________ ============================================================ Class C $ 152,707,802 ____________________________________________________________ ============================================================ Class R $ 7,646,167 ____________________________________________________________ ============================================================ Investor Class $ 270,048,838 ____________________________________________________________ ============================================================ Institutional Class $ 383,085 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 55,045,036 ____________________________________________________________ ============================================================ Class B 21,923,418 ____________________________________________________________ ============================================================ Class C 11,008,863 ____________________________________________________________ ============================================================ Class R 550,779 ____________________________________________________________ ============================================================ Investor Class 19,441,815 ____________________________________________________________ ============================================================ Institutional Class 27,610 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 13.89 - ------------------------------------------------------------ Offering price per share (Net asset value of $13.89 divided by 94.50%) $ 14.70 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 13.86 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 13.87 ____________________________________________________________ ============================================================ Class R: Net asset value and offering price per share $ 13.88 ____________________________________________________________ ============================================================ Investor Class: Net asset value and offering price per share $ 13.89 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 13.87 ____________________________________________________________ ============================================================ </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 14 AIM Basic Balanced Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Interest $15,001,872 - ------------------------------------------------------------------------- Dividends (net of foreign withholding taxes of $176,288) 8,229,545 - ------------------------------------------------------------------------- Dividends from affiliated money market funds 1,052,488 ========================================================================= Total investment income 24,283,905 ========================================================================= EXPENSES: Advisory fees 3,967,171 - ------------------------------------------------------------------------- Administrative services fees 199,424 - ------------------------------------------------------------------------- Custodian fees 50,431 - ------------------------------------------------------------------------- Distribution fees: Class A 958,014 - ------------------------------------------------------------------------- Class B 1,652,457 - ------------------------------------------------------------------------- Class C 784,029 - ------------------------------------------------------------------------- Class R 18,466 - ------------------------------------------------------------------------- Investor Class 351,107 - ------------------------------------------------------------------------- Transfer agent fees -- A, B, C, R and Investor 1,693,727 - ------------------------------------------------------------------------- Transfer agent fees -- Institutional 135 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 31,742 - ------------------------------------------------------------------------- Other 278,115 ========================================================================= Total expenses 9,984,818 ========================================================================= Less: Fee waived and expense offset arrangements (64,034) ========================================================================= Net expenses 9,920,784 ========================================================================= Net investment income 14,363,121 ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from: Investment securities (includes net gains from securities sold to affiliates of $4,547,754) 82,521,869 - ------------------------------------------------------------------------- Foreign currencies 8,538 - ------------------------------------------------------------------------- Futures contracts (1,875,745) - ------------------------------------------------------------------------- Swap Agreements (10,667) ========================================================================= 80,643,995 ========================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities (7,502,472) - ------------------------------------------------------------------------- Foreign currencies 7,131 - ------------------------------------------------------------------------- Futures contracts 547,598 - ------------------------------------------------------------------------- Swap agreements 19,925 ========================================================================= (6,927,818) ========================================================================= Net realized and unrealized gain 73,716,177 ========================================================================= Net increase in net assets resulting from operations $88,079,298 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 15 AIM Basic Balanced Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - ----------------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 14,363,121 $ 28,303,189 - ----------------------------------------------------------------------------------------------- Net realized gain 80,643,995 94,967,335 - ----------------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) (6,927,818) 41,153,333 =============================================================================================== Net increase in net assets resulting from operations 88,079,298 164,423,857 =============================================================================================== Distributions to shareholders from net investment income: Class A (8,416,794) (17,077,479) - ----------------------------------------------------------------------------------------------- Class B (2,330,832) (6,054,999) - ----------------------------------------------------------------------------------------------- Class C (1,123,713) (2,530,825) - ----------------------------------------------------------------------------------------------- Class R (72,628) (131,080) - ----------------------------------------------------------------------------------------------- Investor Class (3,086,697) (6,589,651) - ----------------------------------------------------------------------------------------------- Institutional Class (4,416) (2,846) =============================================================================================== Decrease in net assets resulting from distributions (15,035,080) (32,386,880) =============================================================================================== Share transactions-net: Class A (59,634,205) (91,768,660) - ----------------------------------------------------------------------------------------------- Class B (70,423,188) (190,334,691) - ----------------------------------------------------------------------------------------------- Class C (18,353,499) (43,939,203) - ----------------------------------------------------------------------------------------------- Class R 9,632 51,923 - ----------------------------------------------------------------------------------------------- Investor Class (31,722,880) (79,282,144) - ----------------------------------------------------------------------------------------------- Institutional Class 221,301 106,661 =============================================================================================== Net increase (decrease) in net assets resulting from share transactions (179,902,839) (405,166,114) =============================================================================================== Net increase (decrease) in net assets (106,858,621) (273,129,137) =============================================================================================== NET ASSETS: Beginning of period 1,606,251,410 1,879,380,547 =============================================================================================== End of period (including undistributed net investment income of $(2,729,672) and $(2,057,713), respectively) $1,499,392,789 $1,606,251,410 _______________________________________________________________________________________________ =============================================================================================== </Table> NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Basic Balanced Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently consists of multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital and current income. A. SECURITY VALUATIONS -- Securities, including restricted securities, are valued according to the following policy. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 16 AIM Basic Balanced Fund 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Swap agreements are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service are valued based on a model which may include end of day net present values, spreads, ratings, industry, and company performance. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. 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. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 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 17 AIM Basic Balanced Fund 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 and paid quarterly and are recorded on ex-dividend date. 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. DOLLAR ROLL TRANSACTIONS -- The Fund may engage in dollar roll transactions with respect to mortgage-backed securities issued by GNMA, FNMA and FHLMC. In a dollar roll transaction, the Fund sells a mortgage-backed security held in the Fund to a financial institution such as a bank or broker-dealer, and simultaneously agrees to purchase a substantially similar security (same type, coupon and maturity) from the institution at an agreed upon price and future date. The mortgage-backed securities to be purchased will bear the same interest rate as those sold, but generally will be collateralized by different pools of mortgages with different prepayment histories. Based on the typical structure of dollar roll transactions by the Fund, the dollar roll transactions are accounted for as financing transactions in which the Fund receives compensation as either a "fee" or a "drop". "Fee" income which is agreed upon amongst the parties at the commencement of the dollar roll and the "drop" which is the difference between the selling price and the repurchase price of the mortgage-backed securities are amortized to income. During the period between the sale and purchase settlement dates, the Fund will not be entitled to receive interest and principal payments on securities purchased and not yet settled. Proceeds of the sale may be invested in short-term instruments, and the income from these investments, together with any additional fee income received on the sale, could generate income for the Fund exceeding the yield on the security sold. Dollar roll transactions are considered borrowings under the 1940 Act. At the time the Fund enters into the dollar roll, it will segregate liquid assets having a dollar value equal to the purchase price. Dollar roll transactions involve the risk that the market value of the securities retained by the Fund may decline below the price of the securities that the Fund has sold but is obligated to purchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files for bankruptcy or becomes insolvent, the Fund's use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund's obligation to purchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed the return on the securities sold. 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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 18 AIM Basic Balanced Fund 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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. 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. COVERED CALL OPTIONS WRITTEN -- The Fund may write call options, including options on futures. 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. 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. An option on a futures contract gives the holder the right to receive a cash "exercise settlement amount" equal to the difference between the exercise price of the option and the value of the underlying futures contract on the exercise date. The value of a futures contract fluctuates with changes in the market values of the securities underlying the futures contract. In writing futures contract options, the principal risk is that the Fund could bear a loss on the options that would be only partially offset (or not offset at all) by the increased value or reduced cost of underlying portfolio securities. Risks may exceed amounts recognized in the Statement of Assets and Liabilities. N. PUT OPTIONS PURCHASED AND WRITTEN -- The Fund may purchase and write put options including options on securities indexes and/or futures contracts. By purchasing a put option, the Fund obtains the right (but not the obligation) to sell the option's underlying instrument at a fixed strike price. In return for this right, the Fund pays an option premium. The option's underlying instrument may be a security, securities index, or a futures contract. Put options may be used by the Fund to hedge securities it owns by locking in a minimum price at which the Fund can sell. If security prices fall, the put option could be exercised to offset all or a portion of the Fund's resulting losses. At the same time, because the maximum the Fund has at risk is the cost of the option, purchasing put options does not eliminate the potential for the Fund to profit from an increase in the value of the underlying portfolio securities. The Fund may write put options to earn additional income in the form of option premiums if it expects the price of the underlying instrument to remain stable or rise during the option period so that the option will not be exercised. The risk in this strategy is that the price of the underlying securities may decline by an amount greater than the premium received. Put options written are reported as a liability in the Statement of Assets and Liabilities. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. A risk in buying an option is that the Fund pays a premium whether or not the option is exercised. In addition, there can be no assurance that a liquid secondary market will exist for any option purchased. O. 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 19 AIM Basic Balanced Fund 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. 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. P. 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 $150 million 0.65% - -------------------------------------------------------------------- Next $1.85 billion 0.50% - -------------------------------------------------------------------- Next $2 billion 0.45% - -------------------------------------------------------------------- Next $2 billion 0.40% - -------------------------------------------------------------------- Next $2 billion 0.375% - -------------------------------------------------------------------- Over $8 billion 0.35% ___________________________________________________________________ ==================================================================== </Table> Effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $6,880. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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, Investor Class 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, Class R 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 0.50% of the average daily net assets of Class R shares. The Fund, pursuant to the Investor Class Plan, reimburses ADI for its allocated share of expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of Investor Class shares. Of the Plan payments, up to 0.25% of the average daily net assets of each class of 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 also impose a cap on the total sales charges, including asset-based sales charges that may be paid by any class of shares of the Fund. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it 20 AIM Basic Balanced Fund retained $56,853 in front-end sales commissions from the sale of Class A shares and $344, $114,264, $3,782 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - -------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $21,896,097 $189,626,385 $(200,184,980) $11,337,502 $ 527,562 - -------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 21,896,097 189,626,385 (200,184,980) 11,337,502 524,926 ================================================================================================== Total Investments in Affiliates $43,792,194 $379,252,770 $(400,369,960) $22,675,004 $1,052,488 __________________________________________________________________________________________________ ================================================================================================== </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 six months ended June 30, 2007, the Fund engaged in securities sales of $15,120,715, which resulted in net realized gains of $4,547,754, and securities purchases of $554,208. 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 used to offset custodian fees. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $57,154. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $5,308 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 participates 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. 21 AIM Basic Balanced Fund During the six months ended June 30, 2007, 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--FUTURES CONTRACTS On June 30, 2007, $1,066,072 principal amount of U.S. Mortgage-Backed 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 06/30/07 (DEPRECIATION) - ---------------------------------------------------------------------------------------------------------------------------- U.S. Treasury 5 Year Notes 417 Sept-07/Long $ 43,400,578 $ 45,894 - ---------------------------------------------------------------------------------------------------------------------------- U.S. Treasury 10 Year Notes 909 Sept-07/Long 96,084,141 (613,042) - ---------------------------------------------------------------------------------------------------------------------------- U.S. Treasury Long Bonds 154 Sept-07/Long 16,593,500 178,905 ============================================================================================================================ $156,078,219 $(388,243) ============================================================================================================================ U.S. Treasury 2 Year Notes 63 Sept-07/Short $(12,838,219) $ 30,374 ============================================================================================================================ Total Futures Contracts $143,240,000 $(357,869) ____________________________________________________________________________________________________________________________ ============================================================================================================================ </Table> NOTE 9--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. 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 had a capital loss carryforward as of December 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- December 31, 2007 $ 20,533,696 - ----------------------------------------------------------------------------- December 31, 2008 35,503,936 - ----------------------------------------------------------------------------- December 31, 2009 533,892,842 ============================================================================= Total capital loss carryforward $589,930,474 _____________________________________________________________________________ ============================================================================= </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. To the extent that unrealized gains as of July 18, 2005, the date of the reorganization of AIM Total Return Fund and AIM Balanced Fund into the Fund, are realized on securities held in each fund at such date, the capital loss carryforward may be further limited for up to five years from the date of the reorganization. 22 AIM Basic Balanced Fund 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 six months ended June 30, 2007 was $389,696,787 and $571,444,380, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $271,533,718 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (22,525,421) ============================================================================== Net unrealized appreciation of investment securities $249,008,297 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $1,384,259,111. </Table> NOTE 11--SHARE INFORMATION The Fund currently consists of six different classes of shares: Class A, Class B, Class C, Class R, Investor Class and Institutional 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 and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a CDSC. Class R shares, Investor Class and Institutional Class shares are sold at net asset value. Under certain circumstances, Class R shares are subject to a 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 - -------------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(A) DECEMBER 31, 2006 ---------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT - -------------------------------------------------------------------------------------------------------------------------- Sold: Class A 2,367,089 $ 32,133,112 5,554,775 $ 69,877,462 - -------------------------------------------------------------------------------------------------------------------------- Class B 630,648 8,528,373 1,642,616 20,562,209 - -------------------------------------------------------------------------------------------------------------------------- Class C 443,012 6,005,192 1,035,649 12,980,241 - -------------------------------------------------------------------------------------------------------------------------- Class R 73,927 1,001,730 174,775 2,202,980 - -------------------------------------------------------------------------------------------------------------------------- Investor Class 832,851 11,314,901 2,076,711 26,090,526 - -------------------------------------------------------------------------------------------------------------------------- Institutional Class 21,638 293,092 8,219 104,034 ========================================================================================================================== Issued as reinvestment of dividends: Class A 585,444 7,957,884 1,288,017 16,206,328 - -------------------------------------------------------------------------------------------------------------------------- Class B 161,111 2,184,146 452,214 5,660,842 - -------------------------------------------------------------------------------------------------------------------------- Class C 75,520 1,025,216 186,996 2,344,394 - -------------------------------------------------------------------------------------------------------------------------- Class R 5,344 72,628 10,412 131,078 - -------------------------------------------------------------------------------------------------------------------------- Investor Class 218,536 2,970,841 508,154 6,386,710 - -------------------------------------------------------------------------------------------------------------------------- Institutional Class 305 4,152 224 2,846 ========================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 2,552,230 34,722,085 6,798,647 85,418,117 - -------------------------------------------------------------------------------------------------------------------------- Class B (2,559,546) (34,722,085) (6,818,504) (85,418,117) ========================================================================================================================== Reacquired: Class A (9,892,700) (134,447,286) (20,956,438) (263,270,567) - -------------------------------------------------------------------------------------------------------------------------- Class B (3,424,351) (46,413,622) (10,471,166) (131,139,625) - -------------------------------------------------------------------------------------------------------------------------- Class C (1,870,814) (25,383,907) (4,726,936) (59,263,838) - -------------------------------------------------------------------------------------------------------------------------- Class R (78,974) (1,064,726) (180,764) (2,282,135) - -------------------------------------------------------------------------------------------------------------------------- Investor Class (3,375,076) (46,008,622) (8,910,860) (111,759,380) - -------------------------------------------------------------------------------------------------------------------------- Institutional Class (5,522) (75,943) (17) (219) ========================================================================================================================== (13,239,328) $(179,902,839) (32,327,276) $(405,166,114) __________________________________________________________________________________________________________________________ ========================================================================================================================== </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 8% 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. 23 AIM Basic Balanced Fund 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 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 ---------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.26 $ 12.25 $ 11.86 $ 11.50 $ 9.46 $ 10.75 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.14(a) 0.24(a) 0.16 0.08 0.05 0.11(a) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.64 1.05 0.41 0.71 2.05 (1.28) ================================================================================================================================= Total from investment operations 0.78 1.29 0.57 0.79 2.10 (1.17) ================================================================================================================================= Less distributions: Dividends from net investment income (0.15) (0.28) (0.18) (0.10) (0.06) (0.12) - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.33) -- -- ================================================================================================================================= Total distributions (0.15) (0.28) (0.18) (0.43) (0.06) (0.12) ================================================================================================================================= Net asset value, end of period $ 13.89 $ 13.26 $ 12.25 $ 11.86 $ 11.50 $ 9.46 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 5.92% 10.67% 4.85% 6.89% 22.35% (10.97)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $764,744 $788,003 $817,588 $68,951 $53,675 $32,414 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.06%(c) 1.14% 1.14% 1.47% 1.50% 1.48% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.06%(c) 1.14% 1.14% 1.49% 1.57% 1.67% ================================================================================================================================= Ratio of net investment income to average net assets 2.10%(c) 1.93% 1.59% 0.73% 0.46% 1.15% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(d) 26% 38% 90% 64% 51% 42% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </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 annualized and based on average daily net assets of $772,762,766. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 24 AIM Basic Balanced Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B ---------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.23 $ 12.22 $ 11.84 $ 11.49 $ 9.46 $ 10.75 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.09(a) 0.15(a) 0.08 0.01 (0.02) 0.05(a) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.64 1.04 0.40 0.69 2.06 (1.29) ================================================================================================================================= Total from investment operations 0.73 1.19 0.48 0.70 2.04 (1.24) ================================================================================================================================= Less distributions: Dividends from net investment income (0.10) (0.18) (0.10) (0.02) (0.01) (0.05) - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.33) -- -- ================================================================================================================================= Total distributions (0.10) (0.18) (0.10) (0.35) (0.01) (0.05) ================================================================================================================================= Net asset value, end of period $ 13.86 $ 13.23 $ 12.22 $ 11.84 $ 11.49 $ 9.46 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 5.53% 9.86% 4.04% 6.12% 21.64% (11.56)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $303,863 $358,655 $517,032 $79,968 $76,304 $47,597 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.81%(c) 1.89% 1.88% 2.12% 2.15% 2.13% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.81%(c) 1.89% 1.88% 2.14% 2.22% 2.32% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 1.35%(c) 1.18% 0.85% 0.08% (0.19)% 0.50% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(d) 26% 38% 90% 64% 51% 42% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </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 annualized and based on average daily net assets of $333,230,255. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS C ---------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.24 $ 12.23 $ 11.85 $ 11.49 $ 9.46 $ 10.75 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.09(a) 0.15(a) 0.08 0.01 (0.02) 0.05(a) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.64 1.04 0.40 0.70 2.06 (1.29) ================================================================================================================================= Total from investment operations 0.73 1.19 0.48 0.71 2.04 (1.24) ================================================================================================================================= Less distributions: Dividends from net investment income (0.10) (0.18) (0.10) (0.02) (0.01) (0.05) - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.33) -- -- ================================================================================================================================= Total distributions (0.10) (0.18) (0.10) (0.35) (0.01) (0.05) ================================================================================================================================= Net asset value, end of period $ 13.87 $ 13.24 $ 12.23 $ 11.85 $ 11.49 $ 9.46 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(b) 5.52% 9.86% 4.04% 6.21% 21.64% (11.57)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $152,708 $163,630 $194,027 $27,729 $24,790 $15,727 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.81%(c) 1.89% 1.88% 2.12% 2.15% 2.13% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.81%(c) 1.89% 1.88% 2.14% 2.22% 2.32% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 1.35%(c) 1.18% 0.85% 0.08% (0.19)% 0.50% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(d) 26% 38% 90% 64% 51% 42% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </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 annualized and based on average daily net assets of $158,105,322. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 25 AIM Basic Balanced Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS R --------------------------------------------------- APRIL 30, 2004 SIX MONTHS YEAR ENDED (DATE SALES ENDED DECEMBER 31, COMMENCED) TO JUNE 30, ---------------- DECEMBER 31, 2007 2006 2005 2004 - ----------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.25 $12.24 $11.87 $ 11.61 - ----------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.12(a) 0.21(a) 0.13 0.05 - ----------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 0.64 1.05 0.40 0.60 ================================================================================================================= Total from investment operations 0.76 1.26 0.53 0.65 ================================================================================================================= Less distributions: Dividends from net investment income (0.13) (0.25) (0.16) (0.06) - ----------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.33) ================================================================================================================= Total distributions (0.13) (0.25) (0.16) (0.39) ================================================================================================================= Net asset value, end of period $ 13.88 $13.25 $12.24 $ 11.87 _________________________________________________________________________________________________________________ ================================================================================================================= Total return(b) 5.79% 10.40% 4.47% 5.68% _________________________________________________________________________________________________________________ ================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 7,646 $7,293 $6,684 $ 19 _________________________________________________________________________________________________________________ ================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.31%(c) 1.39% 1.38% 1.62%(d) - ----------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.31%(c) 1.39% 1.38% 1.64%(d) ================================================================================================================= Ratio of net investment income to average net assets 1.85%(c) 1.68% 1.35% 0.58%(d) _________________________________________________________________________________________________________________ ================================================================================================================= Portfolio turnover rate(e) 26% 38% 90% 64% _________________________________________________________________________________________________________________ ================================================================================================================= </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 annualized and based on average daily net assets of $7,447,772. (d) Annualized (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> INVESTOR CLASS ---------------------------------------------- JULY 15, 2005 SIX MONTHS (DATE SALES ENDED YEAR ENDED COMMENCED) TO JUNE 30, DECEMBER 31, DECEMBER 31, 2007 2006 2005 - ------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 13.26 $ 12.25 $ 11.97 - ------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income 0.14(a) 0.24(a) 0.09 - ------------------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 0.64 1.05 0.30 ============================================================================================================ Total from investment operations 0.78 1.29 0.39 ============================================================================================================ Less dividends from net investment income (0.15) (0.28) (0.11) ============================================================================================================ Net asset value, end of period $ 13.89 $ 13.26 $ 12.25 ____________________________________________________________________________________________________________ ============================================================================================================ Total return(b) 5.92% 10.67% 3.28% ____________________________________________________________________________________________________________ ============================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $270,049 $288,522 $344,015 ============================================================================================================ Ratio of expenses to average net assets 1.06%(c) 1.14% 1.10%(d) ============================================================================================================ Ratio of net investment income to average net assets 2.10%(c) 1.93% 1.63%(d) ____________________________________________________________________________________________________________ ============================================================================================================ Portfolio turnover rate(e) 26% 38% 90% ____________________________________________________________________________________________________________ ============================================================================================================ </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 annualized and based on average daily net assets of $283,213,157. (d) Annualized (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 26 AIM Basic Balanced Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> INSTITUTIONAL CLASS --------------------------------------------------- APRIL 30, 2004 SIX MONTHS YEAR ENDED (DATE SALES ENDED DECEMBER 31, COMMENCED) TO JUNE 30, ---------------- DECEMBER 31, 2007 2006 2005 2004 - ----------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.25 $12.24 $11.86 $ 11.61 - ----------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.17(a) 0.30(a) 0.22 0.10 - ----------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 0.63 1.05 0.40 0.61 ================================================================================================================= Total from investment operations 0.80 1.35 0.62 0.71 ================================================================================================================= Less distributions: Dividends from net investment income (0.18) (0.34) (0.24) (0.13) - ----------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- -- -- (0.33) ================================================================================================================= Total distributions (0.18) (0.34) (0.24) (0.46) ================================================================================================================= Net asset value, end of period $ 13.87 $13.25 $12.24 $ 11.86 _________________________________________________________________________________________________________________ ================================================================================================================= Total return(b) 6.07% 11.22% 5.28% 6.15% _________________________________________________________________________________________________________________ ================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $ 383 $ 149 $ 34 $ 11 _________________________________________________________________________________________________________________ ================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 0.69%(c) 0.68% 0.67% 0.93%(d) - ----------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 0.69%(c) 0.68% 0.67% 0.95%(d) ================================================================================================================= Ratio of net investment income to average net assets 2.47%(c) 2.39% 2.06% 1.27%(d) _________________________________________________________________________________________________________________ ================================================================================================================= Portfolio turnover rate(e) 26% 38% 90% 64% _________________________________________________________________________________________________________________ ================================================================================================================= </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 annualized and based on average daily net assets of $259,818. (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 July 6, 2007, the Securities and Exchange Commission ("SEC") published notice of two proposed distribution plans ("Distribution Plans") for the distribution of monies placed into two separate Fair Funds created pursuant to a settlement reached on October 8, 2004 between Invesco Funds Group, Inc. ("IFG"), A I M Advisors, Inc. ("AIM") and A I M Distributors, Inc. and the SEC (the "Order"). One of the Fair Funds consists of $325 million, plus interest and any contributions by other settling parties, for distribution to shareholders of certain mutual funds formerly advised by IFG who may have been harmed by market timing and related activity. The second Fair Fund consists of $50 million, plus interest and any contributions by other settling parties, for distribution to shareholders of mutual funds advised by AIM who may have been harmed by market timing and related activity. Comments on the Distribution Plans are due no later than August 6, 2007. After such comment period, the Distribution Plans will be submitted to the SEC for final approval. Distributions from the Fair Funds will begin after the SEC finally approves the Distribution Plans. The proposed Distribution Plans provide for distribution to all eligible investors, for the periods spanning January 1, 2000 through July 31, 2003 (for the IFG Fair Fund) and January 1, 2001 through September 30, 2003 (for the AIM Fair Fund), their proportionate share of the applicable Fair Fund to compensate such investors for injury they may have suffered as a result of market timing in the affected funds. The Distribution Plans include a provision for any residual amounts in the Fair Funds to be distributed in the future to the affected funds. Because the Distribution Plans have not received final approval from the SEC and distribution of the Fair Funds has not yet commenced, management of AIM and the Fund are unable to estimate the amount of distribution to be made to the Fund, if any. At the request of the trustees of the AIM Funds, INVESCO PLC ("INVESCO") (formerly AMVESCAP PLC), 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 27 AIM Basic Balanced Fund NOTE 14--LEGAL PROCEEDINGS--(CONTINUED) and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. 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; 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. 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 INVESCO'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 INVESCO 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. 28 AIM BASIC BALANCED FUND CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE You may use the information in this table, expenses you paid for the period. You may together with the amount you invested, to use this information to compare the As a shareholder of the Fund, you incur estimate the expenses that you paid over ongoing costs of investing in the Fund and two types of costs: (1) transaction costs, the period. Simply divide your account other funds. To do so, compare this 5% which may include sales charges (loads) on value by $1,000 (for example, an $8,600 hypothetical example with the 5% purchase payments; contingent deferred account value divided by $1,000 = 8.6), hypothetical examples that appear in the sales charges on redemptions, and then multiply the result by the number in shareholder reports of the other funds. redemption fees, if any; and (2) ongoing the table under the heading entitled costs, including management fees; "Actual Expenses Paid During Period" to Please note that the expenses shown in distribution and/or service (12b-1) fees; estimate the expenses you paid on your the table are meant to highlight your and other Fund expenses. This example is account during this period. ongoing costs only and do not reflect any intended to help you understand your transaction costs, such as sales charges ongoing costs (in dollars) of investing in HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent the Fund and to compare these costs with PURPOSES deferred sales charges on redemptions, and ongoing costs of investing in other mutual redemption fees, if any. Therefore, the funds. The example is based on an The table below also provides information hypothetical information is useful in investment of $1,000 invested at the about hypothetical account values and comparing ongoing costs only, and will not beginning of the period and held for the hypothetical expenses based on the Fund's help you determine the relative total entire period January 1, 2007, through actual expense ratio and an assumed rate costs of owning different funds. In June 30, 2007. of return of 5% per year before expenses, addition, if these transaction costs were which is not the Fund's actual return. included, your costs would have been ACTUAL EXPENSES higher. The hypothetical account values and The table below provides information about expenses may not be used to estimate the actual account values and actual expenses. actual ending account balance or ==================================================================================================================================== 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,059.20 $5.41 $1,019.54 $5.31 1.06% B 1,000.00 1,055.30 9.22 1,015.82 9.05 1.81 C 1,000.00 1,055.20 9.22 1,015.82 9.05 1.81 R 1,000.00 1,057.90 6.68 1,018.30 6.56 1.31 Investor 1,000.00 1,059.20 5.41 1,019.54 5.31 1.06 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 29 AIM BASIC BALANCED FUND APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM mendations and makes its own A. NATURE, EXTENT AND QUALITY OF SERVICES Funds Group is required under the recommendations regarding the performance, PROVIDED BY AIM Investment Company Act of 1940 to approve fees and expenses of the AIM Funds to the annually the renewal of the AIM Basic full Board. Moreover, the Investments The Board reviewed the advisory services Balanced Fund (the Fund) investment Committee considers each Sub-Committee's provided to the Fund by AIM under the advisory agreement with A I M Advisors, recommendations in making its annual Fund's advisory agreement, the performance Inc. (AIM). During contract renewal recommendation to the Board whether to of AIM in providing these services, and meetings held on June 25-27, 2007, the approve the continuance of each AIM Fund's the credentials and experience of the Board as a whole and the disinterested or investment advisory agreement and officers and employees of AIM who provide "independent" Trustees, voting separately, sub-advisory agreement, if applicable these services. The Board's review of the approved the continuance of the Fund's (advisory agreements), for another year. qualifications of AIM to provide these investment advisory agreement for another services included the Board's year, effective July 1, 2007. In doing so, The independent Trustees, as mentioned consideration of AIM's portfolio and the Board determined that the Fund's above, are assisted in their annual product review process, various back advisory agreement is in the best evaluation of the advisory agreements by office support functions provided by AIM, interests of the Fund and its shareholders the independent Senior Officer. One and AIM's equity and fixed income trading and that the compensation to AIM under the responsibility of the Senior Officer is to operations. The Board concluded that the Fund's advisory agreement is fair and manage the process by which the AIM Funds' nature, extent and quality of the advisory reasonable. proposed management fees are negotiated services provided to the Fund by AIM were during the annual contract renewal process appropriate and that AIM currently is The independent Trustees met separately to ensure that they are negotiated in a providing satisfactory advisory services during their evaluation of the Fund's manner which is at arms' length and in accordance with the terms of the Fund's investment advisory agreement with reasonable. Accordingly, the Senior advisory agreement. In addition, based on independent legal counsel from whom they Officer must either supervise a their ongoing meetings throughout the year received independent legal advice, and the competitive bidding process or prepare an with the Fund's portfolio managers, the independent Trustees also received independent written evaluation. The Senior Board concluded that these individuals are assistance during their deliberations from Officer has recommended that an competent and able to continue to carry the independent Senior Officer, a independent written evaluation be provided out their responsibilities under the full-time officer of the AIM Funds who and, upon the direction of the Board, has Fund's advisory agreement. reports directly to the independent prepared an independent written Trustees. The following discussion more evaluation. In determining whether to continue the fully describes the process employed by Fund's advisory agreement, the Board the Board to evaluate the performance of During the annual contract renewal considered the prior relationship between the AIM Funds (including the Fund) process, the Board considered the factors AIM and the Fund, as well as the Board's throughout the year and, more discussed below under the heading "Factors knowledge of AIM's operations, and specifically, during the annual contract and Conclusions and Summary of Independent concluded that it was beneficial to renewal meetings. Written Fee Evaluation" in evaluating the maintain the current relationship, in fairness and reasonableness of the Fund's part, because of such knowledge. The Board THE BOARD'S FUND EVALUATION PROCESS advisory agreement at the contract renewal also considered the steps that AIM and its meetings and at their meetings throughout affiliates have taken over the last The Board's Investments Committee has the year as part of their ongoing several years to improve the quality and established three Sub-Committees which are oversight of the Fund. The Fund's advisory efficiency of the services they provide to responsible for overseeing the management agreement was considered separately, the Funds in the areas of investment of a number of the series portfolios of although the Board also considered the performance, product line diversification, the AIM Funds. This Sub-Committee common interests of all of the AIM Funds distribution, fund operations, shareholder structure permits the Trustees to focus on in their deliberations. The Board services and compliance. The Board the performance of the AIM Funds that have comprehensively considered all of the concluded that the quality and efficiency been assigned to them. The Sub-Committees information provided to them and did not of the services AIM and its affiliates meet throughout the year to review the identify any particular factor that was provide to the AIM Funds in each of these performance of their assigned funds, and controlling. Furthermore, each Trustee may areas have generally improved, and support the Sub-Committees review monthly and have evaluated the information provided the Board's approval of the continuance of quarterly comparative performance differently from one another and the Fund's advisory agreement. information and periodic asset flow data attributed different weight to the various for their assigned funds. These materials factors. The Trustees recognized that the B. FUND PERFORMANCE are prepared under the direction and advisory arrangements and resulting supervision of the independent Senior advisory fees for the Fund and the other The Board compared the Fund's performance Officer. Over the course of each year, the AIM Funds are the result of years of during the past one, three and five Sub-Committees meet with portfolio review and negotiation between the calendar years to the performance of funds managers for their assigned funds and Trustees and AIM, that the Trustees may in the Fund's Lipper peer group that are other members of management and review focus to a greater extent on certain not managed by AIM, and against the with these individuals the performance, aspects of these arrangements in some performance of all funds in the Lipper investment objective(s), policies, years than others, and that the Trustees' Mixed-Asset Target Allocation Moderate strategies and limitations of these funds. deliberations and conclusions in a Funds Index. The Board also reviewed the particular year may be based in part on methodology used by Lipper to identify the In addition to their meetings their deliberations and conclusions of Fund's peers. The Board noted that the throughout the year, the Sub-Committees these same arrangements throughout the Fund's performance was comparable to the meet at designated contract renewal year and in prior years. median performance of its peers for the meetings each year to conduct an in-depth one year period, and below such review of the performance, fees and FACTORS AND CONCLUSIONS AND SUMMARY OF performance for the three and five year expenses of their assigned funds. During INDEPENDENT WRITTEN FEE EVALUATION periods. The Board noted that the Fund's the contract renewal process, the Trustees performance was below the performance of receive comparative performance and fee The discussion below serves as a the Index for the one and three year data regarding all the AIM Funds prepared summary of the Senior Officer's periods, and comparable to such Index for by an independent company, Lipper, Inc., independent written evaluation, as well as the five year period. The Board also under the direction and supervision of the a discussion of the material factors and considered the steps AIM has taken over independent Senior Officer who also related conclusions that formed the basis the last several years to improve the prepares a separate analysis of this for the Board's approval of the Fund's quality and efficiency of the services information for the Trustees. Each advisory agreement. Unless otherwise that AIM provides to the AIM Funds. The Sub-Committee then makes recommendations stated, information set forth below is as Board concluded that AIM continues to be to the Investments Committee regarding the of June 27, 2007 and does not reflect any responsive to the Board's focus on fund performance, fees and expenses of their changes that may have occurred since that performance. Although the independent assigned funds. The Investments Committee date, including but not limited to changes written evaluation of the Fund's Senior considers each Sub-Committee's recom- to the Fund's performance, advisory fees, Officer (discussed below) only considered expense limitations and/or fee waivers. Fund performance through (continued) 30 AIM BASIC BALANCED FUND the most recent calendar year, the Board breakpoints. The Board also noted that ates were providing these services in a also reviewed more recent Fund performance AIM's contractual advisory fee waiver satisfactory manner and in accordance with and this review did not change their discussed above includes breakpoints based the terms of their contracts, and were conclusions. on net asset levels. Based on this qualified to continue to provide these information, the Board concluded that the services to the Fund. C. ADVISORY FEES AND FEE WAIVERS Fund's advisory fees appropriately reflect economies of scale at current asset The Board considered the benefits The Board compared the Fund's contractual levels. The Board also noted that the Fund realized by AIM as a result of portfolio advisory fee rate to the contractual shares directly in economies of scale brokerage transactions executed through advisory fee rates of funds in the Fund's through lower fees charged by third party "soft dollar" arrangements. Under these Lipper peer group that are not managed by service providers based on the combined arrangements, portfolio brokerage AIM, at a common asset level and as of the size of all of the AIM Funds and commissions paid by the Fund and/or other end of the past calendar year. The Board affiliates. funds advised by AIM are used to pay for noted that the Fund's advisory fee rate research and execution services. The Board was comparable to the median advisory fee E. PROFITABILITY AND FINANCIAL RESOURCES noted that soft dollar arrangements shift rate of its peers. The Board also reviewed OF AIM the payment obligation for the research the methodology used by Lipper and noted and executions services from AIM to the that the contractual fee rates shown by The Board reviewed information from AIM funds and therefore may reduce AIM's Lipper include any applicable long-term concerning the costs of the advisory and expenses. The Board also noted that contractual fee waivers. The Board also other services that AIM and its affiliates research obtained through soft dollar compared the Fund's contractual advisory provide to the Fund and the profitability arrangements may be used by AIM in making fee rate to the contractual advisory fee of AIM and its affiliates in providing investment decisions for the Fund and may rates of other clients of AIM and its these services. The Board also reviewed therefore benefit Fund shareholders. The affiliates with investment strategies information concerning the financial Board concluded that AIM's soft dollar comparable to those of the Fund, including condition of AIM and its affiliates. The arrangements were appropriate. The Board one mutual fund advised by AIM, two Board also reviewed with AIM the also concluded that, based on their review Canadian funds advised by an AIM affiliate methodology used to prepare the and representations made by AIM, these and sub-advised by AIM, and one offshore profitability information. The Board arrangements were consistent with fund advised and sub-advised by AIM considered the overall profitability of regulatory requirements. affiliates. The Board noted that the AIM, as well as the profitability of AIM Fund's rate was: (i) below the rate for in connection with managing the Fund. The The Board considered the fact that the the mutual fund; (ii) above the Board noted that AIM continues to operate Fund's uninvested cash and cash collateral sub-advisory fee rates for the two at a net profit, although increased from any securities lending arrangements Canadian funds, although the advisory fee expenses in recent years have reduced the may be invested in money market funds rates for such Canadian funds were above profitability of AIM and its affiliates. advised by AIM pursuant to procedures the Fund's; and (iii) below the advisory The Board concluded that the Fund's approved by the Board. The Board noted fee rate for the offshore fund. advisory fees were fair and reasonable, that AIM will receive advisory fees from and that the level of profits realized by these affiliated money market funds The Board noted that AIM has AIM and its affiliates from providing attributable to such investments, although contractually agreed to waive advisory services to the Fund was not excessive in AIM has contractually agreed to waive the fees of the Fund through December 31, 2012 light of the nature, quality and extent of advisory fees payable by the Fund with and that this fee waiver includes the services provided. The Board respect to its investment of uninvested breakpoints based on net asset levels. The considered whether AIM is financially cash in these affiliated money market Board considered the contractual nature of sound and has the resources necessary to funds through at least June 30, 2008. The this fee waiver and noted that it remains perform its obligations under the Fund's Board considered the contractual nature of in effect until December 31, 2012. The advisory agreement, and concluded that AIM this fee waiver and noted that it remains Board noted that, according to information has the financial resources necessary to in effect until at least June 30, 2008. provided by AIM, this fee waiver reduces fulfill these obligations. The Board concluded that the Fund's the Fund's effective advisory fees to a investment of uninvested cash and cash level generally in line with the median F. INDEPENDENT WRITTEN EVALUATION OF THE collateral from any securities lending effective advisory fees for the Fund's FUND'S SENIOR OFFICER arrangements in the affiliated money peers, as determined by AIM. The Board market funds is in the best interests of reviewed the Fund's effective advisory fee The Board noted that, upon their the Fund and its shareholders. rate, after taking account of this fee direction, the Senior Officer of the Fund, waiver, and considered the effect this fee who is independent of AIM and AIM's waiver would have on the Fund's estimated affiliates, had prepared an independent total expenses. The Board concluded that written evaluation to assist the Board in the levels of fee waivers/expense determining the reasonableness of the limitations for the Fund were fair and proposed management fees of the AIM Funds, reasonable. including the Fund. The Board noted that they had relied upon the Senior Officer's After taking account of the Fund's written evaluation instead of a contractual advisory fee rate, as well as competitive bidding process. In the comparative advisory fee information determining whether to continue the Fund's and the fee waiver discussed above, the advisory agreement, the Board considered Board concluded that the Fund's advisory the Senior Officer's written evaluation. fees were fair and reasonable. G. COLLATERAL BENEFITS TO AIM AND ITS D. ECONOMIES OF SCALE AND BREAKPOINTS AFFILIATES The Board considered the extent to which The Board considered various other there are economies of scale in AIM's benefits received by AIM and its provision of advisory services to the affiliates resulting from AIM's Fund. The Board also considered whether relationship with the Fund, including the the Fund benefits from such economies of fees received by AIM and its affiliates scale through contractual breakpoints in for their provision of administrative, the Fund's advisory fee schedule or transfer agency and distribution services through advisory fee waivers or expense to the Fund. The Board considered the limitations. The Board noted that the performance of AIM and its affiliates in Fund's contractual advisory fee schedule providing these services and the includes five breakpoints and that the organizational structure employed by AIM level of the Fund's advisory fees, as a and its affiliates to provide these percentage of the Fund's net assets, has services. The Board also considered that decreased as net assets increased because these services are provided to the Fund of the pursuant to written contracts which are reviewed and approved on an annual basis by the Board. The Board concluded that AIM and its affili- 31 Supplement to Semiannual Report dated 6/30/07 AIM BASIC BALANCED FUND INSTITUTIONAL CLASS SHARES ========================================== PLEASE NOTE THAT PAST PERFORMANCE IS AVERAGE ANNUAL TOTAL RETURNS NOT INDICATIVE OF FUTURE RESULTS. MORE The following information has been RECENT RETURNS MAY BE MORE OR LESS THAN prepared to provide Institutional Class For periods ended 6/30/07 THOSE SHOWN. ALL RETURNS ASSUME shareholders with a performance overview REINVESTMENT OF DISTRIBUTIONS AT NAV. specific to their holdings. Institutional Inception 8.13% INVESTMENT RETURN AND PRINCIPAL VALUE WILL Class shares are offered exclusively to 5 Year 8.86 FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, institutional investors, including defined 1 Year 16.42 MAY BE WORTH MORE OR LESS THAN THEIR contribution plans that meet certain 6 Months* 6.15 ORIGINAL COST. SEE FULL REPORT FOR criteria. INFORMATION ON COMPARATIVE BENCHMARKS. * Cumulative total return that has not PLEASE CONSULT YOUR FUND PROSPECTUS FOR been annualized MORE INFORMATION. FOR THE MOST CURRENT ========================================== MONTH-END PERFORMANCE, PLEASE CALL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. 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 SEPTEMBER 28, 2001. 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 NASDAQ SYMBOL BBLIX DIFFERING SALES CHARGES AND CLASS ========================================== EXPENSES. 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. [AIM INVESTMENTS LOGO] AIMinvestments.com BBA-INS-2 A I M Distributors, Inc. --REGISTERED TRADEMARK-- Information about your Fund's expenses 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 ongoing costs, including management fees value divided by $1,000 = 8.6), then you paid for the period. You may use this and other Fund expenses. This example is multiply the result by the number in the information to compare the ongoing costs intended to help you understand your table under the heading entitled "Actual of investing in the Fund and other funds. ongoing costs (in dollars) of investing in Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical the Fund and to compare these costs with the expenses you paid on your account example with the 5% hypothetical examples ongoing costs of investing in other mutual during this period. that appear in the shareholder reports of funds. The example is based on an the other funds. investment of $1,000 invested at the HYPOTHETICAL EXAMPLE FOR COMPARISON beginning of the period and held for the PURPOSES Please note that the expenses shown in entire period January 1, 2007, through the table are meant to highlight your June 30, 2007. The table below also provides information ongoing costs only. Therefore, the about hypothetical account values and hypothetical information is useful in ACTUAL EXPENSES hypothetical expenses based on the Fund's comparing ongoing costs only, and will not actual expense ratio and an assumed rate help you determine the relative total The table below provides information about of return of 5% per year before expenses, costs of owning different funds. actual account values and actual expenses. which is not the Fund's actual return. 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO Institutional $1,000.00 $1,061.50 $3.53 $1,021.37 $3.46 0.69% (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMinvestments.com BBA-INS-2 A I M Distributors, Inc. [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund and account The Fund provides a complete list of its holdings four times in information via e-mail. Once your quarterly statements, tax each fiscal year, at the quarter-ends. For the second and fourth forms, fund reports, and prospectuses are available, we will quarters, the lists appear in the Fund's semiannual and annual send you an e-mail notification containing links to these reports to shareholders. For the first and third quarters, the documents. For security purposes, you will need to log in to Fund files the lists with the Securities and Exchange Commission your account to view your statements and tax forms. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at AIMinvestments.com. From our home page, click on WHY SIGN UP? Products & Performance, then Mutual Funds, then Fund Overview. Select your Fund from the drop-down menu and click on Complete Register for eDelivery to: Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q o save your Fund the cost of printing and postage. may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of o reduce the amount of paper you receive. the Public Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by o gain access to your documents faster by not waiting for the electronic request at the following e-mail address: mail. publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o view your documents online anytime at your convenience. A description of the policies and procedures that the Fund uses to o save the documents to your personal computer or print them determine how to vote proxies relating to portfolio securities is out for your records. available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web site, HOW DO I SIGN UP? AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC It's easy. Just follow these simple steps: Web site, sec.gov. 1. Log in to your account. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2007, is 2. Click on the "Service Center" tab. available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy 3. Select "Register for eDelivery" and complete the consent Voting Activity. Next, select the Fund from the drop-down menu. process. The information is also available on the SEC Web site, sec.gov. This AIM service is provided by AIM Investment Services, Inc. BBA-SAR-1 A I M Distributors, Inc. [AIM INVESTMENTS LOGO] --REGISTERED TRADEMARK-- AIM EUROPEAN SMALL COMPANY FUND Semiannual Report to Shareholders o June 30, 2007 INTERNATIONAL/GLOBAL EQUITY International/Global Growth Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 7 Notes to Financial Statements ............ 10 Financial Highlights ..................... 16 Fund Expenses ............................ 19 Approval of Advisory Agreement ........... 20 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM EUROPEAN SMALL COMPANY FUND Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of [CROCKETT Trustees of the AIM Funds continues to focus on improved investment performance, PHOTO] reduced shareholder costs, and high ethical standards. Since my last letter, your Board has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO of AIM Investments Bruce L. Crockett --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM EUROPEAN SMALL COMPANY FUND FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 19.12% Class B Shares 18.71 Class C Shares 18.66 MSCI EAFE Index(1) (Broad Market Index) 10.74 MSCI Europe Small Cap Index(1) (Style-Specific Index) 13.46 Lipper European Funds Index(1) (Peer Group Index) 14.25 SOURCE: (1)LIPPER INC. The unmanaged MSCI Europe, Australasia and the Far East Index (the MSCI EAFE - --REGISTERED TRADEMARK-- Index) is a group of foreign securities tracked by Morgan Stanley Capital International. The unmanaged MSCI EUROPE SMALL CAP INDEX is a group of European small-cap securities tracked by Morgan Stanley Capital International. The unmanaged LIPPER EUROPEAN FUNDS INDEX represents an average of the performance of the largest European equity funds tracked by Lipper Inc., an independent mutual fund performance monitor. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== THE TOTAL ANNUAL FUND OPERATING EXPENSE FUND PERFORMANCE RATIO SET FORTH IN THE MOST RECENT FUND PROSPECTUS AS OF THE DATE OF THIS REPORT As of 6/30/07, including applicable sales FOR CLASS A, CLASS B AND CLASS C SHARES charges WAS 1.55%, 2.30% AND 2.30%, RESPECTIVELY. THE EXPENSE RATIOS PRESENTED ABOVE MAY CLASS A SHARES VARY FROM THE EXPENSE RATIOS PRESENTED IN Inception (8/31/00) 22.37% OTHER SECTIONS OF THIS REPORT THAT ARE 5 Years 36.56 BASED ON EXPENSES INCURRED DURING THE 1 Year 33.47 PERIOD COVERED BY THIS REPORT. CLASS B SHARES CLASS A SHARE PERFORMANCE REFLECTS THE Inception (8/31/00) 22.54% MAXIMUM 5.50% SALES CHARGE, AND CLASS B 5 Years 37.00 AND CLASS C SHARE PERFORMANCE REFLECTS THE 1 Year 35.24 APPLICABLE CONTINGENT DEFERRED SALES CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE CLASS C SHARES CDSC ON CLASS B SHARES DECLINES FROM 5% Inception (8/31/00) 22.53% BEGINNING AT THE TIME OF PURCHASE TO 0% AT 5 Years 37.11 THE BEGINNING OF THE SEVENTH YEAR. THE 1 Year 39.18 CDSC ON CLASS C SHARES IS 1% FOR THE FIRST ========================================== YEAR AFTER PURCHASE. THE PERFORMANCE DATA QUOTED REPRESENT PAST THE PERFORMANCE OF THE FUND'S SHARE PERFORMANCE AND CANNOT GUARANTEE CLASSES WILL DIFFER PRIMARILY DUE TO COMPARABLE FUTURE RESULTS; CURRENT DIFFERENT SALES CHARGE STRUCTURES AND PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE CLASS EXPENSES. VISIT AIMINVESTMENTS.COM FOR THE MOST RECENT MONTH-END PERFORMANCE. PERFORMANCE HAD THE ADVISOR NOT WAIVED FEES AND/OR FIGURES REFLECT REINVESTED DISTRIBUTIONS, REIMBURSED EXPENSES IN THE PAST, CHANGES IN NET ASSET VALUE AND THE EFFECT PERFORMANCE WOULD HAVE BEEN LOWER. OF THE MAXIMUM SALES CHARGE UNLESS OTHERWISE STATED. PERFORMANCE FIGURES DO A REDEMPTION FEE OF 2% WILL BE IMPOSED NOT REFLECT DEDUCTION OF TAXES A ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF SHAREHOLDER WOULD PAY ON FUND THE FUND WITHIN 30 DAYS OF PURCHASE. DISTRIBUTIONS OR SALE OF FUND SHARES. EXCEPTIONS TO THE REDEMPTION FEE ARE INVESTMENT RETURN AND PRINCIPAL VALUE WILL LISTED IN THE FUND'S PROSPECTUS. FLUCTUATE SO THAT YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL SHARES. 3 AIM European Small Company Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Industrials 40.9% - --------------------------------------------------------- Consumer Discretionary 20.5 - --------------------------------------------------------- Materials 7.1 - --------------------------------------------------------- Energy 6.2 - --------------------------------------------------------- Financials 5.9 - --------------------------------------------------------- Information Technology 5.9 - --------------------------------------------------------- Consumer Staples 3.8 - --------------------------------------------------------- Health Care 1.2 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 8.5 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-88.88% AUSTRIA-3.23% A-TEC Industries A.G. (Construction & Engineering)(a)(b) 37,000 $ 9,521,518 - ------------------------------------------------------------------------ Andritz A.G. (Industrial Machinery)(a) 147,040 9,696,896 ======================================================================== 19,218,414 ======================================================================== BELGIUM-1.60% EVS Broadcast Equipment S.A. (Communications Equipment)(a)(b) 115,500 9,496,561 ======================================================================== BRAZIL-0.84% Ocean Wilson Holdings Ltd. (Marine)(a) 280,000 4,992,367 ======================================================================== DENMARK-0.96% TK Development A/S (Real Estate Management & Development)(a)(c) 249,500 5,737,700 ======================================================================== FINLAND-1.41% Nokian Renkaat Oyj (Tires & Rubber)(a) 239,600 8,383,412 ======================================================================== FRANCE-1.45% April Group (Insurance Brokers)(a) 82,700 4,356,416 - ------------------------------------------------------------------------ Sword Group (Systems Software)(a) 78,300 4,271,408 ======================================================================== 8,627,824 ======================================================================== GERMANY-4.56% D+S europe A.G. (Diversified Commercial & Professional Services)(a)(c) 491,336 6,900,938 - ------------------------------------------------------------------------ Elexis A.G. (Industrial Machinery)(a) 190,500 6,520,661 - ------------------------------------------------------------------------ ElringKlinger A.G. (Auto Parts & Equipment)(a) 106,900 9,752,652 - ------------------------------------------------------------------------ Takkt A.G. (Catalog Retail)(a) 221,800 3,949,791 ======================================================================== 27,124,042 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> GREECE-8.71% Attica Holdings S.A. (Marine) 497,700 $ 3,745,283 - ------------------------------------------------------------------------ Blue Star Maritime S.A. (Marine) 541,600 3,078,720 - ------------------------------------------------------------------------ Intralot S.A. (Casinos & Gaming) 370,846 11,955,770 - ------------------------------------------------------------------------ Jumbo S.A. (Leisure Products) 549,900 19,097,767 - ------------------------------------------------------------------------ Mytilineos Holdings S.A. (Diversified Metals & Mining) 136,000 6,843,693 - ------------------------------------------------------------------------ Titan Cement Co. (Construction Materials) 122,271 7,082,873 ======================================================================== 51,804,106 ======================================================================== HUNGARY-0.69% Richter Gedeon Nyrt. (Pharmaceuticals)(a) 20,424 4,088,186 ======================================================================== IRELAND-2.17% CPL Resources PLC (Human Resource & Employment Services)(a) 540,000 5,243,307 - ------------------------------------------------------------------------ Paddy Power PLC (Casinos & Gaming) 245,700 7,671,759 ======================================================================== 12,915,066 ======================================================================== ISRAEL-0.72% Advanced Vision Technology Ltd. (Electronic Equipment Manufacturers)(a)(c) 249,256 4,309,299 ======================================================================== ITALY-6.75% Antichi Pellettieri S.p.A. (Apparel, Accessories & Luxury Goods)(a) 324,828 4,706,968 - ------------------------------------------------------------------------ Biesse S.p.A. (Industrial Machinery)(a) 548,200 18,062,439 - ------------------------------------------------------------------------ Cementir S.p.A. Cementerie del Tirreno (Construction Materials)(a) 890,900 12,618,347 - ------------------------------------------------------------------------ Prima Industrie S.p.A. (Industrial Machinery)(a) 93,300 4,792,458 ======================================================================== 40,180,212 ======================================================================== </Table> 4 AIM European Small Company Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ NETHERLANDS-14.11% Aalberts Industries N.V. (Industrial Machinery)(a) 519,336 $ 14,259,577 - ------------------------------------------------------------------------ Accell Group N.V. (Leisure Products)(a) 141,675 5,805,903 - ------------------------------------------------------------------------ Bateman Litwin N.V. (Construction & Engineering)(a) 1,260,000 6,879,776 - ------------------------------------------------------------------------ Beter Bed Holding N.V. (Homefurnishing Retail)(a) 323,125 10,930,711 - ------------------------------------------------------------------------ Eriks Group N.V. (Trading Companies & Distributors)(a) 69,276 5,981,840 - ------------------------------------------------------------------------ Koninklijke BAM Groep N.V. (Construction & Engineering) (Acquired 12/10/04; Cost $303,940)(a)(d) 35,000 987,400 - ------------------------------------------------------------------------ Koninklijke BAM Groep N.V. (Construction & Engineering)(a) 290,594 8,198,074 - ------------------------------------------------------------------------ Smartrac N.V. (Electronic Equipment Manufacturers)(a)(c) 128,000 4,542,229 - ------------------------------------------------------------------------ Smit Internationale N.V. (Marine Ports & Services)(a) 162,664 12,728,211 - ------------------------------------------------------------------------ USG People N.V. (Human Resource & Employment Services)(a) 289,782 13,613,603 ======================================================================== 83,927,324 ======================================================================== NORWAY-14.44% Acta Holding A.S.A. (Diversified Capital Markets)(a) 788,100 4,126,465 - ------------------------------------------------------------------------ Arrow Seismic A.S.A. (Oil & Gas Equipment & Services) (Acquired 02/13/06; Cost $2,153,007)(c) 410,000 4,639,503 - ------------------------------------------------------------------------ Cermaq A.S.A. (Packaged Foods & Meats)(a) 388,600 6,732,054 - ------------------------------------------------------------------------ DOF Subsea A.S.A. (Construction & Engineering) (Acquired 06/21/05; Cost $897,913)(a)(c)(d) 291,000 2,460,938 - ------------------------------------------------------------------------ DOF Subsea A.S.A. (Construction & Engineering)(a)(b)(c) 279,100 2,360,301 - ------------------------------------------------------------------------ Expert A.S.A. (Computer & Electronics Retail) 199,640 5,381,223 - ------------------------------------------------------------------------ Marine Harvest (Packaged Foods & Meats) (Acquired 03/07/06; Cost $5,031,680)(a)(b)(c)(d) 7,653,000 8,232,585 - ------------------------------------------------------------------------ ODIM A.S.A. (Industrial Machinery)(a)(c) 557,800 6,469,949 - ------------------------------------------------------------------------ Petroleum Geo-Services A.S.A. (Oil & Gas Equipment & Services)(a) 483,900 11,970,146 - ------------------------------------------------------------------------ Prosafe A.S.A. (Oil & Gas Equipment & Services)(a)(b) 801,335 12,796,524 - ------------------------------------------------------------------------ TGS Nopec Geophysical Co. A.S.A. (Oil & Gas Equipment & Services)(a)(c) 369,107 7,518,067 - ------------------------------------------------------------------------ Veidekke A.S.A. (Construction & Engineering)(a) 1,256,000 13,245,910 ======================================================================== 85,933,665 ======================================================================== SWEDEN-3.12% Hexagon A.B.-Class B (Industrial Machinery)(a)(b) 461,010 8,841,205 - ------------------------------------------------------------------------ Indutrade A.B. (Trading Companies & Distributors) (Acquired 10/05/05; Cost $1,037,210)(a)(d) 124,600 2,810,809 - ------------------------------------------------------------------------ Oriflame Cosmetics S.A.-SDR (Personal Products)(a) 81,350 3,823,318 - ------------------------------------------------------------------------ Poolia A.B.-Class B (Human Resource & Employment Services)(a) 396,300 3,118,040 ======================================================================== 18,593,372 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> SWITZERLAND-8.04% Banque Cantonale Vaudoise (Diversified Banks)(a) 12,700 $ 6,532,198 - ------------------------------------------------------------------------ Conzzeta Holding A.G. (Industrial Machinery) 1,655 3,508,710 - ------------------------------------------------------------------------ Daetwyler Holding A.G. (Industrial Conglomerates) 1,430 9,651,090 - ------------------------------------------------------------------------ Interroll Holding A.G. (Industrial Machinery)(c) 15,500 7,225,619 - ------------------------------------------------------------------------ Lem Holding S.A. (Electronic Equipment Manufacturers)(a) 23,065 5,925,704 - ------------------------------------------------------------------------ Mobilezone Holding A.G. (Computer & Electronics Retail)(a) 1,111,003 7,035,807 - ------------------------------------------------------------------------ Rieter Holding A.G. (Auto Parts & Equipment)(a) 8,900 4,647,771 - ------------------------------------------------------------------------ Schweiter A.G. (Industrial Machinery) 9,000 3,307,794 ======================================================================== 47,834,693 ======================================================================== UNITED KINGDOM-16.08% Absolute Capital Management Holdings Ltd. (Asset Management & Custody Banks)(a) 638,500 5,560,470 - ------------------------------------------------------------------------ Amlin PLC (Multi-Line Insurance)(a) 953,000 5,355,855 - ------------------------------------------------------------------------ Catlin Group Ltd. (Property & Casualty Insurance)(a) 366,000 3,498,611 - ------------------------------------------------------------------------ Findel PLC (Catalog Retail)(a) 229,400 3,310,699 - ------------------------------------------------------------------------ Homeserve PLC (Diversified Commercial & Professional Services)(a) 281,500 10,081,444 - ------------------------------------------------------------------------ Informa PLC (Publishing)(a) 450,919 5,013,090 - ------------------------------------------------------------------------ Inspired Gaming Group PLC (Casinos & Gaming)(c) 1,332,735 7,909,151 - ------------------------------------------------------------------------ Kier Group PLC (Construction & Engineering)(a) 163,671 6,706,629 - ------------------------------------------------------------------------ Lancashire Holdings Ltd. (Reinsurance)(a)(c) 901,500 6,161,881 - ------------------------------------------------------------------------ Management Consulting Group PLC (Diversified Commercial & Professional Services)(a) 4,623,900 4,531,549 - ------------------------------------------------------------------------ Mears Group PLC (Diversified Commercial & Professional Services)(a) 1,030,000 6,705,170 - ------------------------------------------------------------------------ Mitie Group PLC (Environmental & Facilities Services)(a) 1,405,000 7,398,383 - ------------------------------------------------------------------------ Morgan Sindall PLC (Construction & Engineering)(a) 171,000 5,159,757 - ------------------------------------------------------------------------ Premier Research Group PLC (Life Sciences Tools & Services)(a) 993,405 3,041,037 - ------------------------------------------------------------------------ Sci Entertainment Group PLC (Home Entertainment Software)(a)(c) 637,242 6,531,258 - ------------------------------------------------------------------------ Ultra Electronics Holdings PLC (Aerospace & Defense)(a) 214,250 4,641,349 - ------------------------------------------------------------------------ Zetar PLC (Packaged Foods & Meats)(c) 356,000 4,039,495 ======================================================================== 95,645,828 ======================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $276,045,879) 528,812,071 ======================================================================== FOREIGN PREFERRED STOCKS-2.63% GERMANY-2.63% Fuchs Petrolub A.G.-Pfd. (Commodity Chemicals)(b) 168,512 15,622,971 ======================================================================== Total Foreign Preferred Stocks (Cost $7,012,435) 15,622,971 ======================================================================== </Table> 5 AIM European Small Company Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------ MONEY MARKET FUNDS-7.87% Liquid Assets Portfolio-Institutional Class(e) 23,403,882 $ 23,403,882 - ------------------------------------------------------------------------ Premier Portfolio-Institutional Class(e) 23,403,882 23,403,882 ======================================================================== Total Money Market Funds (Cost $46,807,764) 46,807,764 ======================================================================== TOTAL INVESTMENTS (excluding investments purchased with cash collateral from securities on loan)-99.38% (Cost $329,866,078) 591,242,806 ======================================================================== </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------ <Caption> INVESTMENTS PURCHASED WITH CASH COLLATERAL FROM SECURITIES ON LOAN MONEY MARKET FUNDS-5.80% Liquid Assets Portfolio-Institutional Class(e)(f) 34,516,029 $ 34,516,029 ======================================================================== Total Money Market Funds (purchased with cash collateral from securities on loan) (Cost $34,516,029) 34,516,029 ======================================================================== TOTAL INVESTMENTS-105.18% (Cost $364,382,107) 625,758,835 ======================================================================== OTHER ASSETS LESS LIABILITIES-(5.18)% (30,795,606) ======================================================================== NET ASSETS-100.00% $594,963,229 ________________________________________________________________________ ======================================================================== </Table> Investment Abbreviations: <Table> Pfd. - Preferred SDR - Swedish Depositary Receipt </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) 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 June 30, 2007 was $423,673,621, which represented 71.21% of the Fund's Net Assets. See Note 1A. (b) All or a portion of this security was out on loan at June 30, 2007. (c) Non-income producing security. (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 June 30, 2007 was $14,491,732, which represented 2.44% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (e) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. (f) 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 7. See accompanying Notes to Financial Statements which are an integral part of the financial statements. 6 AIM European Small Company Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $283,058,314)* $544,435,042 - ----------------------------------------------------------- Investments in affiliated money market funds (Cost $81,323,793) 81,323,793 =========================================================== Total investments (Cost $364,382,107) 625,758,835 =========================================================== Foreign currencies, at value (Cost $5,460,397) 5,514,810 - ----------------------------------------------------------- Receivables for: Investments sold 2,077,190 - ----------------------------------------------------------- Fund shares sold 483,913 - ----------------------------------------------------------- Dividends 1,941,211 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 27,030 - ----------------------------------------------------------- Other assets 31,998 =========================================================== Total assets 635,834,987 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 5,088,877 - ----------------------------------------------------------- Fund shares reacquired 729,629 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 44,175 - ----------------------------------------------------------- Collateral upon return of securities loaned 34,516,029 - ----------------------------------------------------------- Accrued distribution fees 222,726 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 5,030 - ----------------------------------------------------------- Accrued transfer agent fees 104,193 - ----------------------------------------------------------- Accrued operating expenses 161,099 =========================================================== Total liabilities 40,871,758 =========================================================== Net assets applicable to shares outstanding $594,963,229 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $270,093,598 - ----------------------------------------------------------- Undistributed net investment income 4,472,203 - ----------------------------------------------------------- Undistributed net realized gain 58,952,675 - ----------------------------------------------------------- Unrealized appreciation 261,444,753 =========================================================== $594,963,229 ___________________________________________________________ =========================================================== NET ASSETS: Class A $432,820,275 ___________________________________________________________ =========================================================== Class B $ 70,826,510 ___________________________________________________________ =========================================================== Class C $ 91,316,444 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 13,108,067 ___________________________________________________________ =========================================================== Class B 2,232,549 ___________________________________________________________ =========================================================== Class C 2,877,885 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 33.02 - ----------------------------------------------------------- Offering price per share (Net asset value of $33.02 divided by 94.50%) $ 34.94 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 31.72 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 31.73 ___________________________________________________________ =========================================================== </Table> * At June 30, 2007, securities with an aggregate value of $33,376,913 were on loan to brokers. See accompanying Notes to Financial Statements which are an integral part of the financial statements. 7 AIM European Small Company Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends (net of foreign withholding taxes of $1,128,787) $ 8,835,578 - ------------------------------------------------------------------------- Dividends from affiliated money market funds (includes securities lending income of $242,283) 1,042,145 - ------------------------------------------------------------------------- Interest 7,286 ========================================================================= Total investment income 9,885,009 ========================================================================= EXPENSES: Advisory fees 2,631,445 - ------------------------------------------------------------------------- Administrative services fees 73,627 - ------------------------------------------------------------------------- Custodian fees 216,392 - ------------------------------------------------------------------------- Distribution fees: Class A 500,766 - ------------------------------------------------------------------------- Class B 341,611 - ------------------------------------------------------------------------- Class C 425,268 - ------------------------------------------------------------------------- Transfer agent fees 335,192 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 16,365 - ------------------------------------------------------------------------- Other 106,155 ========================================================================= Total expenses 4,646,821 ========================================================================= Less: Fees waived and expense offset arrangements (100,567) ========================================================================= Net expenses 4,546,254 ========================================================================= Net investment income 5,338,755 ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from: Investment securities 47,403,561 - ------------------------------------------------------------------------- Foreign currencies (195,048) ========================================================================= 47,208,513 ========================================================================= Change in net unrealized appreciation of: Investment securities 42,505,852 - ------------------------------------------------------------------------- Foreign currencies 61,680 ========================================================================= 42,567,532 ========================================================================= Net realized and unrealized gain 89,776,045 ========================================================================= Net increase in net assets resulting from operations $95,114,800 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 8 AIM European Small Company Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income $ 5,338,755 $ 2,149,280 - ------------------------------------------------------------------------------------------ Net realized gain 47,208,513 72,090,758 - ------------------------------------------------------------------------------------------ Change in net unrealized appreciation 42,567,532 100,217,790 ========================================================================================== Net increase in net assets resulting from operations 95,114,800 174,457,828 ========================================================================================== Distributions to shareholders from net investment income: Class A -- (3,050,109) - ------------------------------------------------------------------------------------------ Class B -- (124,315) - ------------------------------------------------------------------------------------------ Class C -- (145,695) ========================================================================================== Total distributions from net investment income -- (3,320,119) ========================================================================================== Distributions to shareholders from net realized gains: Class A -- (45,569,603) - ------------------------------------------------------------------------------------------ Class B -- (8,443,431) - ------------------------------------------------------------------------------------------ Class C -- (9,895,549) ========================================================================================== Total distributions from net realized gains -- (63,908,583) ========================================================================================== Decrease in net assets resulting from distributions -- (67,228,702) ========================================================================================== Share transactions-net: Class A 3,012,648 (3,868,173) - ------------------------------------------------------------------------------------------ Class B (5,615,341) 3,608 - ------------------------------------------------------------------------------------------ Class C (640,786) 1,807,324 ========================================================================================== Net increase (decrease) in net assets resulting from share transactions (3,243,479) (2,057,241) ========================================================================================== Net increase in net assets 91,871,321 105,171,885 ========================================================================================== NET ASSETS: Beginning of period 503,091,908 397,920,023 ========================================================================================== End of period (including undistributed net investment income of $4,472,203 and $(866,552), respectively) $594,963,229 $503,091,908 __________________________________________________________________________________________ ========================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 9 AIM European Small Company Fund NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM European Small Company Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 10 AIM European Small Company Fund 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 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. 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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. Fluctuations in the value of these contracts are recorded as unrealized 11 AIM European Small Company Fund appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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 0.95% of the Fund's average daily net assets. Effective July 1, 2007, the Trustees approved a reduced contractual advisory fee schedule for the Fund. Prior to July 1, 2007 AIM had contractually waived advisory fees to the same reduced advisory fee schedule. Under the terms of the investment advisory agreement, the Fund will pay an advisory fee to AIM based on the following annual rates of the Fund's average daily net assets: <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> Effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% 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). Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $91,702. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, the expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 and Class C 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 each class of Class B and Class C shares. Of the Plan payments, up to 0.25% of the average daily net assets of each class of 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it retained $34,011 in front-end sales commissions from the sale of Class A shares and $9,817, $19,032 and $8,681 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. 12 AIM European Small Company 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 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - ------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $10,962,757 $48,259,015 $(35,817,890) $23,403,882 $401,046 - ------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 10,962,757 48,259,015 (35,817,890) 23,403,882 398,816 ================================================================================================= Subtotal $21,925,514 $96,518,030 $(71,635,780) $46,807,764 $799,862 _________________________________________________________________________________________________ ================================================================================================= </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME* - -------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $31,663,353 $147,279,192 $(144,426,516) $34,516,029 $ 242,283 ================================================================================================== Total Investments in Affiliates $53,588,867 $243,797,222 $(216,062,296) $81,323,793 $1,042,145 __________________________________________________________________________________________________ ================================================================================================== </Table> * Net of compensation to counterparties. NOTE 4--EXPENSE OFFSET ARRANGEMENT The expense offset arrangement is comprised of transfer agency credits which result from balances in Demand Deposit Accounts (DDA) used by the transfer agent for clearing shareholder transactions. For the six months ended June 30, 2007, the Fund received credits from this arrangement, which resulted in the reduction of the Fund's total expenses of $8,865. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $3,204 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 participates 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 six months ended June 30, 2007, 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 13 AIM European Small Company Fund 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--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 June 30, 2007, securities with an aggregate value of $33,376,913 were on loan to brokers. The loans were secured by cash collateral of $34,516,029 received by the Fund and subsequently invested in an affiliated money market fund. For the six months ended June 30, 2007, the Fund received dividends on cash collateral investments of $242,283 for securities lending transactions, which are net of compensation to counterparties. NOTE 8--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. The Fund did not have a capital loss carryforward as of December 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 six months ended June 30, 2007 was $74,038,324 and $99,486,594, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $260,665,652 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (2,042,410) ============================================================================== Net unrealized appreciation of investment securities $258,623,242 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $367,135,593. </Table> 14 AIM European Small Company Fund NOTE 10--SHARE INFORMATION The Fund currently offers three different classes of shares: Class A, Class B and Class C. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a 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 - ---------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(A) DECEMBER 31, 2006 ------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,448,557 $44,342,772 3,659,317 $ 98,234,691 - ---------------------------------------------------------------------------------------------------------------------- Class B 99,382 2,942,970 540,886 13,961,512 - ---------------------------------------------------------------------------------------------------------------------- Class C 345,042 10,192,147 731,439 18,872,761 ====================================================================================================================== Issued as reinvestment of dividends: Class A -- -- 1,549,860 41,644,721 - ---------------------------------------------------------------------------------------------------------------------- Class B -- -- 311,291 8,068,658 - ---------------------------------------------------------------------------------------------------------------------- Class C -- -- 356,203 9,236,342 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 96,796 2,976,506 123,953 3,342,766 - ---------------------------------------------------------------------------------------------------------------------- Class B (100,583) (2,976,506) (128,336) (3,342,766) ====================================================================================================================== Reacquired:(b) Class A (1,450,408) (44,306,630) (5,553,554) (147,090,351) - ---------------------------------------------------------------------------------------------------------------------- Class B (191,701) (5,581,805) (729,529) (18,683,796) - ---------------------------------------------------------------------------------------------------------------------- Class C (368,917) (10,832,933) (1,036,086) (26,301,779) ====================================================================================================================== (121,832) $(3,243,479) (174,556) $ (2,057,241) ______________________________________________________________________________________________________________________ ====================================================================================================================== </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 19% 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 $3,336, $569 and $710 for Class A, Class B and Class C shares, respectively, for the six months ended June 30, 2007 and $35,459, $6,004 and $7,352 for Class A, Class B and Class C shares, respectively, for the year ended December 31, 2006. 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 15 AIM European Small Company 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 -------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, --------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 27.72 $ 21.68 $ 16.94 $ 12.05 $ 7.37 $ 7.19 - ------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.33(a) 0.21 0.11(a) (0.05)(a) (0.03)(a) (0.04)(a) - ------------------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 4.97 10.08 6.03 5.30 4.74 0.22 =============================================================================================================================== Total from investment operations 5.30 10.29 6.14 5.25 4.71 0.18 =============================================================================================================================== Less distributions: Dividends from net investment income -- (0.27) (0.07) -- (0.03) -- - ------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.98) (1.33) (0.36) -- -- =============================================================================================================================== Total distributions -- (4.25) (1.40) (0.36) (0.03) -- =============================================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- =============================================================================================================================== Net asset value, end of period $ 33.02 $ 27.72 $ 21.68 $ 16.94 $ 12.05 $ 7.37 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Total return(b) 19.12% 48.07% 36.48% 43.67% 63.96% 2.50% _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $432,820 $360,688 $286,882 $161,014 $42,103 $13,597 _______________________________________________________________________________________________________________________________ =============================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.44%(c) 1.54% 1.63% 2.00% 2.00% 2.01% - ------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.47%(c) 1.57% 1.68% 2.03% 2.68% 3.05% =============================================================================================================================== Ratio of net investment income (loss) to average net assets 2.13%(c) 0.67% 0.57% (0.38)% (0.28)% (0.51)% _______________________________________________________________________________________________________________________________ =============================================================================================================================== Portfolio turnover rate(d) 14% 35% 72% 71% 130% 119% _______________________________________________________________________________________________________________________________ =============================================================================================================================== </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 annualized and based on average daily net assets of $403,932,614. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. <Table> <Caption> CLASS B ----------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ------------------------------------------------------ 2007 2006 2005 2004 2003 2002 - ---------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 26.73 $ 21.02 $ 16.52 $ 11.84 $ 7.27 $ 7.15 - ---------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.20(a) (0.01) (0.03)(a) (0.14)(a) (0.08)(a) (0.09)(a) - ---------------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 4.79 9.76 5.86 5.18 4.65 0.21 ============================================================================================================================ Total from investment operations 4.99 9.75 5.83 5.04 4.57 0.12 ============================================================================================================================ Less distributions: Dividends from net investment income -- (0.06) -- -- -- -- - ---------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.98) (1.33) (0.36) -- -- ============================================================================================================================ Total distributions -- (4.04) (1.33) (0.36) -- -- ============================================================================================================================ Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- ============================================================================================================================ Net asset value, end of period $ 31.72 $ 26.73 $ 21.02 $ 16.52 $ 11.84 $ 7.27 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Total return(b) 18.67% 46.98% 35.51% 42.67% 62.86% 1.68% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $70,827 $64,827 $51,108 $26,540 $ 9,415 $ 5,689 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.19%(c) 2.29% 2.35% 2.65% 2.65% 2.66% - ---------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.22%(c) 2.32% 2.38% 2.68% 3.33% 3.70% ============================================================================================================================ Ratio of net investment income (loss) to average net assets 1.38%(c) (0.08)% (0.15)% (1.03)% (0.93)% (1.16)% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Portfolio turnover rate(d) 14% 35% 72% 71% 130% 119% ____________________________________________________________________________________________________________________________ ============================================================================================================================ </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 annualized and based on average daily net assets of $68,888,422. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 16 AIM European Small Company Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C ----------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ------------------------------------------------------ 2007 2006 2005 2004 2003 2002 - ---------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 26.73 $ 21.03 $ 16.53 $ 11.84 $ 7.27 $ 7.14 - ---------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.20(a) (0.01) (0.03)(a) (0.14)(a) (0.09)(a) (0.09)(a) - ---------------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 4.80 9.75 5.86 5.19 4.66 0.22 ============================================================================================================================ Total from investment operations 5.00 9.74 5.83 5.05 4.57 0.13 ============================================================================================================================ Less distributions: Dividends from net investment income -- (0.06) -- -- -- -- - ---------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.98) (1.33) (0.36) -- -- ============================================================================================================================ Total distributions -- (4.04) (1.33) (0.36) -- -- ============================================================================================================================ Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- ============================================================================================================================ Net asset value, end of period $ 31.73 $ 26.73 $ 21.03 $ 16.53 $ 11.84 $ 7.27 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Total return(b) 18.71% 46.90% 35.49% 42.75% 62.86% 1.82% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $91,316 $77,576 $59,930 $27,983 $ 6,346 $ 2,057 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.19%(c) 2.29% 2.35% 2.65% 2.65% 2.66% - ---------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.22%(c) 2.32% 2.38% 2.68% 3.33% 3.70% ============================================================================================================================ Ratio of net investment income (loss) to average net assets 1.38%(c) (0.08)% (0.15)% (1.03)% (0.93)% (1.16)% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Portfolio turnover rate(d) 14% 35% 72% 71% 130% 119% ____________________________________________________________________________________________________________________________ ============================================================================================================================ </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 annualized and based on average daily net assets of $85,758,518. (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. 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 A I M Advisors, Inc. ("AIM") and AIM Distributors, Inc. ("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. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), 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; 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. 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 17 AIM European Small Company Fund NOTE 13--LEGAL PROCEEDINGS--(CONTINUED) 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 INVESCO PLC'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 INVESCO 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. 18 AIM EUROPEAN SMALL COMPANY FUND CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to this information to compare the ongoing estimate the expenses that you paid over costs of investing in the Fund and other As a shareholder of the Fund, you incur the period. Simply divide your account funds. To do so, compare this 5% two types of costs: (1) transaction costs, value by $1,000 (for example, an $8,600 hypothetical example with the 5% which may include sales charges (loads) on account value divided by $1,000 = 8.6), hypothetical examples that appear in the purchase payments or contingent deferred then multiply the result by the number in shareholder reports of the other funds. sales charges on redemptions, and the table under the heading entitled redemption fees, if any; and (2) ongoing "Actual Expenses Paid During Period" to Please note that the expenses shown in costs, including management fees; estimate the expenses you paid on your the table are meant to highlight your distribution and/or service (12b-1) fees; account during this period. ongoing costs only and do not reflect any and other Fund expenses. This example is transaction costs, such as sales charges intended to help you understand your HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs (in dollars) of investing in PURPOSES deferred sales charges on redemptions, and the Fund and to compare these costs with redemption fees, if any. Therefore, the ongoing costs of investing in other mutual The table below also provides information hypothetical information is useful in funds. The example is based on an about hypothetical account values and comparing ongoing costs only, and will not investment of $1,000 invested at the hypothetical expenses based on the Fund's help you determine the relative total beginning of the period and held for the actual expense ratio and an assumed rate costs of owning different funds. In entire period January 1, 2007, through of return of 5% per year before expenses, addition, if these transaction costs were June 30, 2007. which is not the Fund's actual return. included, your costs would have been higher. ACTUAL EXPENSES The hypothetical account values and expenses may not be used to estimate the The table below provides information about actual ending account balance or expenses actual account values and actual expenses. you paid for the period. You may use 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,191.20 $ 7.82 $1,017.65 $ 7.20 1.44% B 1,000.00 1,187.10 11.88 1,013.93 10.94 2.19 C 1,000.00 1,186.60 11.87 1,013.93 10.94 2.19 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 19 AIM EUROPEAN SMALL COMPANY FUND APPROVAL OF INVESTMENT ADVISORY AGREEMENT mendations and makes its own A. NATURE, EXTENT AND QUALITY OF SERVICES recommendations regarding the performance, PROVIDED BY AIM The Board of Trustees (the Board) of AIM fees and expenses of the AIM Funds to the Funds Group is required under the full Board. Moreover, the Investments The Board reviewed the advisory services Investment Company Act of 1940 to approve Committee considers each SubCommittee's provided to the Fund by AIM under the annually the renewal of the AIM European recommendations in making its annual Fund's advisory agreement, the performance Small Company Fund (the Fund) investment recommendation to the Board whether to of AIM in providing these services, and advisory agreement with A I M Advisors, approve the continuance of each AIM Fund's the credentials and experience of the Inc. (AIM). During contract renewal investment advisory agreement and officers and employees of AIM who provide meetings held on June 25-27, 2007, the sub-advisory agreement, if applicable these services. The Board's review of the Board as a whole and the disinterested or (advisory agreements), for another year. qualifications of AIM to provide these "independent" Trustees, voting separately, services included the Board's approved the continuance of the Fund's The independent Trustees, as mentioned consideration of AIM's portfolio and investment advisory agreement for another above, are assisted in their annual product review process, various back year, effective July 1, 2007.In doing so, evaluation of the advisory agreements by office support functions provided by AIM, the Board determined that the Fund's the independent Senior Officer. One and AIM's equity and fixed income trading advisory agreement is in the best responsibility of the Senior Officer is to operations. The Board concluded that the interests of the Fund and its shareholders manage the process by which the AIM Funds' nature, extent and quality of the advisory and that the compensation to AIM under the proposed management fees are negotiated services provided to the Fund by AIM were Fund's advisory agreement is fair and during the annual contract renewal process appropriate and that AIM currently is reasonable. to ensure that they are negotiated in a providing satisfactory advisory services manner which is at arms' length and in accordance with the terms of the Fund's The independent Trustees met separately reasonable. Accordingly, the Senior advisory agreement. In addition, based on during their evaluation of the Fund's Officer must either supervise a their ongoing meetings throughout the year investment advisory agreement with competitive bidding process or prepare an with the Fund's portfolio managers, the independent legal counsel from whom they independent written evaluation. The Senior Board concluded that these individuals are received independent legal advice, and the Officer has recommended that an competent and able to continue to carry independent Trustees also received independent written evaluation be provided out their responsibilities under the assistance during their deliberations from and, upon the direction of the Board, has Fund's advisory agreement. the independent Senior Officer, a prepared an independent written full-time officer of the AIM Funds who evaluation. In determining whether to continue the reports directly to the independent Fund's advisory agreement, the Board Trustees. The following discussion more During the annual contract renewal considered the prior relationship between fully describes the process employed by process, the Board considered the factors AIM and the Fund, as well as the Board's the Board to evaluate the performance of discussed below under the heading "Factors knowledge of AIM's operations, and the AIM Funds (including the Fund) and Conclusions and Summary of Independent concluded that it was beneficial to throughout the year and, more Written Fee Evaluation" in evaluating the maintain the current relationship, in specifically, during the annual contract fairness and reasonableness of the Fund's part, because of such knowledge. The Board renewal meetings. advisory agreement at the contract renewal also considered the steps that AIM and its meetings and at their meetings throughout affiliates have taken over the last THE BOARD'S FUND EVALUATION PROCESS the year as part of their ongoing several years to improve the quality and oversight of the Fund. The Fund's advisory efficiency of the services they provide to The Board's Investments Committee has agreement was considered separately, the Funds in the areas of investment established three Sub-Committees which are although the Board also considered the performance, product line diversification, responsible for overseeing the management common interests of all of the AIM Funds distribution, fund operations, shareholder of a number of the series portfolios of in their deliberations. The Board services and com-pliance. The Board the AIM Funds. This Sub-Committee structure comprehensively considered all of the concluded that the quality and efficiency permits the Trustees to focus on the information provided to them and did not of the services AIM and its affiliates performance of the AIM Funds that have identify any particular factor that was provide to the AIM Funds in each of these been assigned to them. The Sub-Committees controlling.Furthermore, each Trustee may areas have generally improved, and support meet throughout the year to review the have evaluated the information provided the Board's approval of the continuance of performance of their assigned funds, and differently from one another and the Fund's advisory agreement. the Sub-Committees review monthly and attributed different weight to the various quarterly comparative performance factors. The Trustees recognized that the B. FUND PERFORMANCE information and periodic asset flow data advisory arrangements and resulting for their assigned funds. These materials advisory fees for the Fund and the other The Board compared the Fund's performance are prepared under the direction and AIM Funds are the result of years of during the past one, three and five supervision of the independent Senior review and negotiation between the calendar years to the performance of funds Officer. Over the course of each year, the Trustees and AIM, that the Trustees may in the Fund's Lipper peer group that are Sub-Committees meet with portfolio focus to a greater extent on certain not managed by AIM, and against the managers for their assigned funds and aspects of these arrangements in some performance of all funds in the Lipper other members of management and review years than others, and that the Trustees' European Region Funds Index.The Board also with these individuals the performance, deliberations and conclusions in a reviewed the methodology used by Lipper to investment objective(s), policies, particular year may be based in part on identify the Fund's peers. The Board noted strategies and limitations of these funds. their deliberations and conclusions of that the Fund's performance was above the these same arrangements throughout the median performance of its peers for the In addition to their meetings year and in prior years. one, three and five year periods.The Board throughout the year, the Sub-Committees noted that the Fund's performance was meet at designated contract renewal FACTORS AND CONCLUSIONS AND SUMMARY OF above the performance of the Index for the meetings each year to conduct an in-depth INDEPENDENT WRITTEN FEE EVALUATION one, three and five year periods.The Board review of the performance, fees and also considered the steps AIM has taken expenses of their assigned funds.During The discussion below serves as a summary over the last several years to improve the the contract renewal process, the Trustees of the Senior Officer's independent quality and efficiency of the services receive comparative performance and fee written evaluation, as well as a that AIM provides to the AIM Funds. The data regarding all the AIM Funds prepared discussion of the material factors and Board concluded that AIM continues to be by an independent company, Lipper, Inc., related conclusions that formed the basis responsive to the Board's focus on fund under the direction and supervision of the for the Board's approval of the Fund's performance. Although the independent independent Senior Officer who also advisory agreement. Unless otherwise written evaluation of the Fund's Senior prepares a separate analysis of this stated, information set forth below is as Officer (discussed below) only considered information for the Trustees. Each of June 27, 2007 and does not reflect any Fund performance through the most recent Sub-Committee then makes recommendations changes that may have occurred since that calendar year, the Board also reviewed to the Investments Committee regarding the date, including but not limited to changes more recent Fund performance and this performance, fees and expenses of their to the Fund's performance, advisory fees, review did not change their conclusions. assigned funds. The Investments Committee expense limitations and/or fee waivers. considers each Sub-Committee's recom- (continued) 20 AIM EUROPEAN SMALL COMPANY FUND C. ADVISORY FEES AND FEE WAIVERS amendment to the Fund's contractual The Board considered the benefits realized advisory fee schedule. The Board also noted by AIM as a result of portfolio brokerage The Board compared the Fund's contractual that the Fund shares directly in economies transactions executed through "soft advisory fee rate to the contractual of scale through lower fees charged by dollar" arrangements. Under these advisory fee rates of funds in the Fund's third party service providers based on the arrangements, portfolio brokerage Lipper peer group that are not managed by combined size of all of the AIM Funds and commissions paid by the Fund and/or other AIM, at a common asset level and as of the affiliates. funds advised by AIM are used to pay for end of the past calendar year. The Board research and execution services. The Board noted that the Fund's advisory fee rate E. PROFITABILITY AND FINANCIAL RESOURCES noted that soft dollar arrangements shift was above the median advisory fee rate of OF AIM the payment obligation for the research its peers. The Board also reviewed the and executions services from AIM to the methodology used by Lipper and noted that The Board reviewed information from AIM funds and therefore may reduce AIM's the contractual fee rates shown by Lipper concerning the costs of the advisory and expenses. The Board also noted that include any applicable long-term other services that AIM and its affiliates research obtained through soft dollar contractual fee waivers. The Board also provide to the Fund and the profitability arrangements may be used by AIM in making compared the Fund's contractual advisory of AIM and its affiliates in providing investment decisions for the Fund and may fee rate to the contractual advisory fee these services. The Board also reviewed therefore benefit Fund share-holders. The rates of other clients of AIM and its information concerning the financial Board concluded that AIM's soft dollar affiliates with investment strategies condition of AIM and its affiliates. The arrangements were appropriate. The Board comparable to those of the Fund, including Board also reviewed with AIM the also concluded that, based on their review one mutual fund advised by AIM, two methodology used to prepare the and representations made by AIM, these Canadian funds advised by an AIM affiliate profitability infor-mation. The Board arrangements were consistent with and sub-advised by AIM, and one offshore considered the overall profitability of regulatory requirements. fund advised and sub-advised by AIM AIM, as well as the profitability of AIM affiliates. The Board noted that the Fund's in connection with managing the Fund. The The Board considered the fact that the rate was: (i) comparable to the rate for Board noted that AIM continues to operate Fund's uninvested cash and cash collateral the mutual fund; (ii) above the at a net profit, although increased from any securities lending arrangements sub-advisory fee rates for the two expenses in recent years have reduced the may be invested in money market funds Canadian funds, although the advisory fee profitability of AIM and its advised by AIM pursuant to procedures rates for such Canadian funds were affiliates. The Board concluded that the approved by the Board.The Board noted that comparable to the Fund's; and (iii) below Fund's advisory fees were fair and AIM will receive advisory fees from these the advisory fee rate for the offshore reasonable, and that the level of profits affiliated money market funds attributable fund. realized by AIM and its affiliates from to such investments, although AIM has providing services to the Fund was not contractually agreed to waive the advisory The Board noted that AIM has not excessive in light of the nature, quality fees payable by the Fund with respect to proposed any advisory fee waivers or and extent of the services provided.The its investment of uninvested cash in these expense limitations for the Fund. However, Board considered whether AIM is affiliated money market funds through at the Board also noted that AIM has financially sound and has the resources least June 30, 2008.The Board considered recommended that the Board approve an necessary to perform its obligations under the contractual nature of this fee waiver amendment to the Fund's contractual the Fund's advisory agreement, and and noted that it remains in effect until advisory fee schedule that would implement concluded that AIM has the financial at least June 30, 2008. The Board the contractual advisory fee waiver that resources necessary to fulfill these concluded that the Fund's investment of had been formerly committed to by AIM, obligations. uninvested cash and cash collateral from which waiver provided for lower effective any securities lending arrangements in the fee rates at all asset levels than the F. INDEPENDENT WRITTEN EVALUATION OF THE affiliated money market funds is in the Fund's current contractual advisory fee FUND'S SENIOR OFFICER best interests of the Fund and its schedule. The Board noted that AIM's shareholders. recommendation was made in response to the The Board noted that, upon their recommendation of the independent Senior direction, the Senior Officer of the Fund, Officer that AIM consider whether the who is independent of AIM and AIM's advisory fee waivers for certain equity affiliates, had prepared an independent AIM Funds, including the Fund, should be written evaluation to assist the Board in simplified. The Board concluded that it determining the reasonableness of the would be appropriate to approve the proposed management fees of the AIM Funds, proposed amendment to the Fund's including the Fund. The Board noted that contractual advisory fee schedule and that they had relied upon the Senior Officer's it was not necessary at this time to written evaluation instead of a discuss with AIM whether to implement any competitive bidding process. In determining fee waivers or expense limitations for the whether to continue the Fund's advisory Fund. agreement, the Board considered the Senior Officer's written evaluation. After taking account of the Fund's contractual advisory fee rate, as well as G. COLLATERAL BENEFITS TO AIM AND ITS the comparative advisory fee information AFFILIATES discussed above, the Board concluded that the Fund's advisory fees were fair and The Board considered various other reasonable. benefits received by AIM and its affiliates resulting from AIM's D. ECONOMIES OF SCALE AND BREAKPOINTS relationship with the Fund, including the fees received by AIM and its affiliates The Board considered the extent to which for their provision of administrative, there are economies of scale in AIM's transfer agency and distribution services provision of advisory services to the to the Fund. The Board considered the Fund. The Board also considered whether the performance of AIM and its affiliates in Fund benefits from such economies of scale providing these services and the through contractual breakpoints in the organizational structure employed by AIM Fund's advisory fee schedule or through and its affiliates to provide these advisory fee waivers or expense services. The Board also considered that limitations. The Board noted that the these services are provided to the Fund Fund's contractual advisory fee schedule pursuant to written contracts which are currently does not include any breakpoints reviewed and approved on an annual basis but that the amendment to the Fund's by the Board.The Board concluded that AIM contractual advisory fee schedule and its affiliates were providing these discussed above provides for seven services in a satisfactory manner and in breakpoints. Based on this information, the accordance with the terms of their Board concluded that the Fund's advisory contracts, and were qualified to continue fees will appropriately reflect economies to provide these services to the Fund. of scale upon the Board's approval of the 21 [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund and account The Fund provides a complete list of its holdings four times in information via e-mail. Once your quarterly statements, tax each fiscal year, at the quarter-ends. For the second and fourth forms, fund reports, and prospectuses are available, we will quarters, the lists appear in the Fund's semiannual and annual send you an e-mail notification containing links to these reports to shareholders. For the first and third quarters, the documents. For security purposes, you will need to log in to Fund files the lists with the Securities and Exchange Commission your account to view your statements and tax forms. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at AIMinvestments.com. From our home page, click on WHY SIGN UP? Products & Performance, then Mutual Funds, then Fund Overview. Select your Fund from the drop-down menu and click on Complete Register for eDelivery to: Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q o save your Fund the cost of printing and postage. may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of o reduce the amount of paper you receive. the Public Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by o gain access to your documents faster by not waiting for the electronic request at the following e-mail address: mail. publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o view your documents online anytime at your convenience. A description of the policies and procedures that the Fund uses to o save the documents to your personal computer or print them determine how to vote proxies relating to portfolio securities is out for your records. available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web site, HOW DO I SIGN UP? AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC It's easy. Just follow these simple steps: Web site, sec.gov. 1. Log in to your account. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2007, is 2. Click on the "Service Center" tab. available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy 3. Select "Register for eDelivery" and complete the consent Voting Activity. Next, select the Fund from the drop-down menu. process. The information is also available on the SEC Web site, sec.gov. This AIM service is provided by AIM Investment Services, Inc. ESC-SAR-1 A I M Distributors, Inc. [AIM INVESTMENTS LOGO] --REGISTERED TRADEMARK-- AIM GLOBAL VALUE FUND Semiannual Report to Shareholders o June 30, 2007 INTERNATIONAL/ GLOBAL EQUITY International/Global Value Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 6 Notes to Financial Statements ............ 9 Financial Highlights ..................... 15 Fund Expenses ............................ 20 Approval of Advisory Agreement ........... 21 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM GLOBAL VALUE FUND Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of Trustees of the AIM Funds continues to focus on improved investment performance, [CROCKETT reduced shareholder costs, and high ethical standards. Since my last letter, your Board PHOTO] has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO of AIM Investments --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of Bruce L. Crockett leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM GLOBAL VALUE FUND FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 5.20% Class B Shares 4.83 Class C Shares 4.76 MSCI World Index(1) (Broad Market Index) 9.17 MSCI World Value Index(1) (Style-Specific Index) 8.27 Lipper Global Multi-Cap Value Funds Index(1) (Peer Group Index) 10.73 SOURCE: (1)LIPPER INC. The unmanaged MSCI WORLD INDEX(SM) is a group of global securities tracked by Morgan Stanley Capital International. The unmanaged MSCI WORLD VALUE INDEX is a subset of the MSCI World Index, a group of global securities tracked by Morgan Stanley Capital International; the Value subset measures performance of companies with lower price/earnings ratios and lower forecasted growth values. The index represents investable opportunities for global investors, taking into account the local market restrictions on share ownership by foreign investors. The unmanaged LIPPER GLOBAL MULTI-CAP VALUE FUNDS Index represents an average of the performance of the largest global multi-capitalization value funds tracked by Lipper Inc., an independent mutual fund performance monitor. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== DEDUCTION OF TAXES A SHAREHOLDER WOULD PAY HAD THE ADVISOR NOT WAIVED FEES AND/OR FUND PERFORMANCE ON FUND DISTRIBUTIONS OR SALE OF FUND REIMBURSED EXPENSES IN THE PAST, SHARES. INVESTMENT RETURN AND PRINCIPAL PERFORMANCE WOULD HAVE BEEN LOWER. As of 6/30/07, including applicable VALUE WILL FLUCTUATE SO THAT YOU MAY HAVE sales charges A GAIN OR LOSS WHEN YOU SELL SHARES. A REDEMPTION FEE OF 2% WILL BE IMPOSED ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF CLASS A SHARES THE TOTAL ANNUAL FUND OPERATING EXPENSE THE FUND WITHIN 30 DAYS OF PURCHASE. Inception (12/29/00) 10.25% RATIO SET FORTH IN THE MOST RECENT FUND EXCEPTIONS TO THE REDEMPTION FEE ARE 5 Years 14.54 PROSPECTUS AS OF THE DATE OF THIS REPORT LISTED IN THE FUND'S PROSPECTUS. 1 Year 12.00 FOR CLASS A, CLASS B AND CLASS C SHARES WAS 1.55%, 2.30% AND 2.30%, RESPECTIVELY. CLASS B SHARES THE EXPENSE RATIOS PRESENTED ABOVE MAY Inception (12/29/00) 10.46% VARY FROM THE EXPENSE RATIOS PRESENTED IN 5 Years 14.82 OTHER SECTIONS OF THIS REPORT THAT ARE 1 Year 12.56 BASED ON EXPENSES INCURRED DURING THE PERIOD COVERED BY THIS REPORT. CLASS C SHARES Inception (12/29/00) 10.47% CLASS A SHARE PERFORMANCE REFLECTS THE 5 Years 15.06 MAXIMUM 5.50% SALES CHARGE, AND CLASS B 1 Year 16.54 AND CLASS C SHARE PERFORMANCE REFLECTS THE ========================================== APPLICABLE CONTINGENT DEFERRED SALES CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE THE PERFORMANCE DATA QUOTED REPRESENT PAST CDSC ON CLASS B SHARES DECLINES FROM 5% PERFORMANCE AND CANNOT GUARANTEE BEGINNING AT THE TIME OF PURCHASE TO 0% AT COMPARABLE FUTURE RESULTS; CURRENT THE BEGINNING OF THE SEVENTH YEAR. THE PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE CDSC ON CLASS C SHARES IS 1% FOR THE FIRST VISIT AIMINVESTMENTS.COM FOR THE MOST YEAR AFTER PURCHASE. RECENT MONTH-END PERFORMANCE. PERFORMANCE FIGURES REFLECT REINVESTED DISTRIBUTIONS, THE PERFORMANCE OF THE FUND'S SHARE CHANGES IN NET ASSET VALUE AND THE EFFECT CLASSES WILL DIFFER PRIMARILY DUE TO OF THE MAXIMUM SALES CHARGE UNLESS DIFFERENT SALES CHARGE STRUCTURES AND OTHERWISE STATED. PERFORMANCE FIGURES DO CLASS EXPENSES. NOT REFLECT 3 AIM Global Value Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Financials 24.1% - --------------------------------------------------------- Information Technology 16.7 - --------------------------------------------------------- Consumer Staples 12.3 - --------------------------------------------------------- Consumer Discretionary 11.9 - --------------------------------------------------------- Industrials 8.2 - --------------------------------------------------------- Health Care 7.0 - --------------------------------------------------------- Telecommunication Services 7.0 - --------------------------------------------------------- Energy 2.4 - --------------------------------------------------------- Materials 1.2 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 9.2 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-57.27% CANADA-5.72% E-L Financial Corp. Ltd. (Multi-Line Insurance) 10,228 $ 6,338,479 - --------------------------------------------------------------------------- Open Text Corp. (Internet Software & Services)(a) 219,700 4,794,205 - --------------------------------------------------------------------------- Rothmans, Inc. (Tobacco) 113,200 2,211,917 - --------------------------------------------------------------------------- Saskatchewan Wheat Pool, Inc. (Agricultural Products)(a) 406,500 4,190,958 - --------------------------------------------------------------------------- Suncor Energy, Inc. (Integrated Oil & Gas) 47,400 4,261,549 =========================================================================== 21,797,108 =========================================================================== FINLAND-2.55% Nokia Oyj-ADR (Communications Equipment) 346,500 9,740,115 =========================================================================== FRANCE-4.29% Business Objects S.A. (Application Software)(a)(b) 61,700 2,407,761 - --------------------------------------------------------------------------- Renault S.A. (Automobile Manufacturers)(b) 39,500 6,332,783 - --------------------------------------------------------------------------- Sanofi-Aventis (Pharmaceuticals)(b) 94,600 7,638,828 =========================================================================== 16,379,372 =========================================================================== GERMANY-1.51% Bayerische Motoren Werke A.G. (Automobile Manufacturers)(b) 88,500 5,741,717 =========================================================================== HONG KONG-2.14% Cheung Kong (Holdings) Ltd. (Real Estate Management & Development) 325,000 4,256,244 - --------------------------------------------------------------------------- Henderson Land Development Co. Ltd. (Real Estate Management & Development) 571,000 3,888,651 =========================================================================== 8,144,895 =========================================================================== </Table> <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- IRELAND-1.88% Bank of Ireland (Diversified Banks)(b) 353,400 $ 7,161,261 =========================================================================== JAPAN-16.35% Fujitsu Ltd. (Computer Hardware) 604,000 4,453,366 - --------------------------------------------------------------------------- Hitachi, Ltd. (Electronic Equipment Manufacturers)(b) 246,000 1,739,143 - --------------------------------------------------------------------------- Japan Petroleum Exploration Co., Ltd. (Oil & Gas Exploration & Production)(b) 71,800 5,064,846 - --------------------------------------------------------------------------- Meitec Corp. (Diversified Commercial & Professional Services) 402,400 11,534,486 - --------------------------------------------------------------------------- NIPPONKOA Insurance Co., Ltd. (Property & Casualty Insurance)(b) 454,000 4,082,655 - --------------------------------------------------------------------------- NTT DoCoMo, Inc. (Wireless Telecommunication Services)(b) 6,284 9,936,593 - --------------------------------------------------------------------------- Sega Sammy Holdings Inc. (Leisure Products) 404,000 6,544,702 - --------------------------------------------------------------------------- Shinsei Bank, Ltd. (Regional Banks)(b) 1,416,000 5,689,460 - --------------------------------------------------------------------------- Sony Corp. (Consumer Electronics) 105,600 5,427,917 - --------------------------------------------------------------------------- Toyota Industries Corp. (Auto Parts & Equipment)(b) 169,900 7,876,825 =========================================================================== 62,349,993 =========================================================================== NETHERLANDS-4.47% ABN AMRO Holding N.V. (Diversified Banks)(b) 142,800 6,552,537 - --------------------------------------------------------------------------- Akzo Nobel N.V. (Diversified Chemicals)(b) 52,600 4,538,230 - --------------------------------------------------------------------------- Heineken N.V. (Brewers)(b) 101,300 5,950,051 =========================================================================== 17,040,818 =========================================================================== NEW ZEALAND-0.75% Telecom Corp. of New Zealand Ltd. (Integrated Telecommunication Services)(b) 817,100 2,865,746 =========================================================================== </Table> 4 AIM Global Value Fund <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- SINGAPORE-1.62% Singapore Airport Terminal Services Ltd. (Airport Services) 3,043,000 $ 6,162,535 =========================================================================== SOUTH KOREA-1.88% SK Telecom Co., Ltd.-ADR (Wireless Telecommunication Services) 262,600 7,182,110 =========================================================================== SWITZERLAND-2.88% Nestle S.A. (Packaged Foods & Meats)(b) 11,150 4,234,251 - --------------------------------------------------------------------------- Novartis A.G. (Pharmaceuticals)(b) 119,600 6,731,158 =========================================================================== 10,965,409 =========================================================================== UNITED KINGDOM-11.23% Diageo PLC (Distillers & Vintners)(b) 258,454 5,369,276 - --------------------------------------------------------------------------- GlaxoSmithKline PLC-ADR (Pharmaceuticals) 160,900 8,426,333 - --------------------------------------------------------------------------- HSBC Holdings PLC (Diversified Banks)(b) 355,200 6,480,306 - --------------------------------------------------------------------------- Lloyds TSB Group PLC (Diversified Banks)(b) 576,300 6,441,325 - --------------------------------------------------------------------------- Royal Bank of Scotland Group PLC (Diversified Banks) 753,800 9,582,712 - --------------------------------------------------------------------------- Vodafone Group PLC (Wireless Telecommunication Services)(b) 1,940,237 6,529,441 =========================================================================== 42,829,393 =========================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $186,060,572) 218,360,472 =========================================================================== DOMESTIC COMMON STOCKS & OTHER EQUITY INTERESTS-33.57% ASSET MANAGEMENT & CUSTODY BANKS-0.78% Blackstone Group L.P. (The)(a) 102,012 2,985,891 =========================================================================== BREWERS-1.42% Anheuser-Busch Cos., Inc. 103,900 5,419,424 =========================================================================== BROADCASTING & CABLE TV-1.90% Liberty Media Corp. Capital-Series A(a) 61,500 7,237,320 =========================================================================== CATALOG RETAIL-1.66% Liberty Media Corp.-Interactive-Series A(a) 283,000 6,319,390 =========================================================================== COMMUNICATIONS EQUIPMENT-3.41% Motorola, Inc. 735,200 13,013,040 =========================================================================== COMPUTER HARDWARE-4.17% Dell Inc.(a) 557,550 15,918,053 =========================================================================== </Table> <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- HYPERMARKETS & SUPER CENTERS-1.79% Wal-Mart Stores, Inc. 141,999 $ 6,831,572 =========================================================================== INDUSTRIAL CONGLOMERATES-3.60% Tyco International Ltd.(a) 406,200 13,725,498 =========================================================================== PACKAGED FOODS & MEATS-1.56% Lancaster Colony Corp. 141,600 5,931,624 =========================================================================== PERSONAL PRODUCTS-1.72% Avon Products, Inc. 179,000 6,578,250 =========================================================================== PHARMACEUTICALS-1.00% Merck & Co. Inc. 76,600 3,814,680 =========================================================================== PROPERTY & CASUALTY INSURANCE-4.05% Berkshire Hathaway Inc.-Class A(a) 79 8,648,525 - --------------------------------------------------------------------------- Progressive Corp. (The) 283,200 6,776,976 =========================================================================== 15,425,501 =========================================================================== SYSTEMS SOFTWARE-3.09% Microsoft Corp. 399,900 11,785,053 =========================================================================== THRIFTS & MORTGAGE FINANCE-3.42% Bank Brookline Bancorp, Inc. (The) 431,300 4,964,263 - --------------------------------------------------------------------------- Washington Mutual, Inc. 189,100 8,063,224 =========================================================================== 13,027,487 =========================================================================== Total Domestic Common Stocks & Other Equity Interests (Cost $114,448,070) 128,012,783 =========================================================================== MONEY MARKET FUNDS-8.89% Liquid Assets Portfolio-Institutional Class(c) 16,939,420 16,939,420 - --------------------------------------------------------------------------- Premier Portfolio-Institutional Class(c) 16,939,420 16,939,420 =========================================================================== Total Money Market Funds (Cost $33,878,840) 33,878,840 =========================================================================== TOTAL INVESTMENTS-99.73% (Cost $334,387,482) 380,252,095 =========================================================================== OTHER ASSETS LESS LIABILITIES-0.27% 1,024,482 =========================================================================== NET ASSETS-100.00% $381,276,577 ___________________________________________________________________________ =========================================================================== </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) 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 June 30, 2007 was $119,364,193, which represented 31.31% 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. 5 AIM Global Value Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $300,508,642) $346,373,255 - ----------------------------------------------------------- Investments in affiliated money market funds (Cost $33,878,840) 33,878,840 =========================================================== Total investments (Cost $334,387,482) 380,252,095 =========================================================== Foreign currencies, at value (Cost $383,447) 382,625 - ----------------------------------------------------------- Receivables for: Fund shares sold 1,416,320 - ----------------------------------------------------------- Dividends 713,248 - ----------------------------------------------------------- Foreign currency contracts outstanding 379,557 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 22,684 - ----------------------------------------------------------- Other assets 50,504 =========================================================== Total assets 383,217,033 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 881,846 - ----------------------------------------------------------- Fund shares reacquired 721,069 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 29,958 - ----------------------------------------------------------- Accrued distribution fees 132,536 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 4,344 - ----------------------------------------------------------- Accrued transfer agent fees 91,600 - ----------------------------------------------------------- Accrued operating expenses 79,103 =========================================================== Total liabilities 1,940,456 =========================================================== Net assets applicable to shares outstanding $381,276,577 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $322,701,751 - ----------------------------------------------------------- Undistributed net investment income (85,507) - ----------------------------------------------------------- Undistributed net realized gain 12,422,254 - ----------------------------------------------------------- Unrealized appreciation 46,238,079 =========================================================== $381,276,577 ___________________________________________________________ =========================================================== NET ASSETS: Class A $170,158,796 ___________________________________________________________ =========================================================== Class B $ 64,140,304 ___________________________________________________________ =========================================================== Class C $ 51,931,470 ___________________________________________________________ =========================================================== Institutional Class $ 95,046,007 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 10,022,395 ___________________________________________________________ =========================================================== Class B 3,889,273 ___________________________________________________________ =========================================================== Class C 3,146,819 ___________________________________________________________ =========================================================== Institutional Class 5,573,303 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 16.98 - ----------------------------------------------------------- Offering price per share (Net asset value of $16.98 divided by 94.50%) $ 17.97 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 16.49 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 16.50 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 17.05 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 6 AIM Global Value Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends (net of foreign withholding taxes of $239,070) $ 3,509,508 - ------------------------------------------------------------------------- Dividends from affiliated money market funds 965,355 ========================================================================= Total investment income 4,474,863 ========================================================================= EXPENSES: Advisory fees 1,479,334 - ------------------------------------------------------------------------- Administrative services fees 54,906 - ------------------------------------------------------------------------- Custodian fees 46,193 - ------------------------------------------------------------------------- Distribution fees: Class A 201,607 - ------------------------------------------------------------------------- Class B 329,238 - ------------------------------------------------------------------------- Class C 248,467 - ------------------------------------------------------------------------- Transfer agent fees -- A, B and C 334,445 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 13,363 - ------------------------------------------------------------------------- Other 150,438 ========================================================================= Total expenses 2,857,991 ========================================================================= Less: Fees waived and expense offset arrangements (117,402) ========================================================================= Net expenses 2,740,589 ========================================================================= Net investment income 1,734,274 ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from: Investment securities 10,475,012 - ------------------------------------------------------------------------- Foreign currencies (100,043) - ------------------------------------------------------------------------- Foreign currency contracts (929,136) ========================================================================= 9,445,833 ========================================================================= Change in net unrealized appreciation (depreciation) of: Investment securities 5,213,073 - ------------------------------------------------------------------------- Foreign currencies (4,800) - ------------------------------------------------------------------------- Foreign currency contracts 693,130 ========================================================================= 5,901,403 ========================================================================= Net realized and unrealized gain 15,347,236 ========================================================================= Net increase in net assets resulting from operations $17,081,510 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 7 AIM Global Value Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income $ 1,734,274 $ 1,478,777 - ------------------------------------------------------------------------------------------ Net realized gain 9,445,833 13,890,119 - ------------------------------------------------------------------------------------------ Change in net unrealized appreciation 5,901,403 28,371,560 ========================================================================================== Net increase in net assets resulting from operations 17,081,510 43,740,456 ========================================================================================== Distributions to shareholders from net investment income: Class A -- (1,475,108) - ------------------------------------------------------------------------------------------ Class B -- (276,442) - ------------------------------------------------------------------------------------------ Class C -- (186,792) - ------------------------------------------------------------------------------------------ Institutional Class -- (690,111) ========================================================================================== Total distributions from net investment income -- (2,628,453) ========================================================================================== Distributions to shareholders from net realized gains: Class A -- (5,411,350) - ------------------------------------------------------------------------------------------ Class B -- (2,453,912) - ------------------------------------------------------------------------------------------ Class C -- (1,658,114) - ------------------------------------------------------------------------------------------ Institutional Class -- (1,774,244) ========================================================================================== Total distributions from net realized gains -- (11,297,620) ========================================================================================== Decrease in net assets resulting from distributions -- (13,926,073) ========================================================================================== Share transactions-net: Class A 12,768,680 40,366,491 - ------------------------------------------------------------------------------------------ Class B (3,999,124) 7,521,135 - ------------------------------------------------------------------------------------------ Class C 4,995,057 15,899,124 - ------------------------------------------------------------------------------------------ Institutional Class 40,542,994 46,238,377 ========================================================================================== Net increase in net assets resulting from share transactions 54,307,607 110,025,127 ========================================================================================== Net increase in net assets 71,389,117 139,839,510 ========================================================================================== NET ASSETS: Beginning of period 309,887,460 170,047,950 ========================================================================================== End of period (including undistributed net investment income of $(85,507) and $(1,819,781), respectively) $381,276,577 $309,887,460 __________________________________________________________________________________________ ========================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 8 AIM Global Value Fund NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Global Value Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 9 AIM Global Value Fund 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 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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 10 AIM Global Value Fund 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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. 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. 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> Effective July 1, 2007, the Trustees approved a reduced contractual advisory fee schedule for the Fund. Prior to July 1, 2007 AIM had contractually waived advisory fees to the same reduced advisory fee schedule. Under the terms of the investment advisory agreement, the Fund will pay an advisory fee to AIM based on the following annual rates of the Fund's average daily net assets: <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> Further, effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $103,425. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 Plan payments, up to 0.25% of the average daily net assets of each class of 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 11 AIM Global Value Fund 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it retained $41,914 in front-end sales commissions from the sale of Class A shares and $346, $22,478 and $2,711 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 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE INCOME FUND 12/31/06 AT COST FROM SALES 06/30/07 DIVIDEND - ------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $20,450,076 $29,525,896 $(33,036,552) $16,939,420 $483,898 - ------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 20,450,076 29,525,896 (33,036,552) 16,939,420 481,457 ================================================================================================= Total Investments in Affiliates $40,900,152 $59,051,792 $(66,073,104) $33,878,840 $965,355 _________________________________________________________________________________________________ ================================================================================================= </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 six months ended June 30, 2007, the Fund engaged in securities purchases of $368,878. 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 and (ii) custodian credits which result from periodic overnight cash balances at the custodian. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $13,977. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $2,827 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. 12 AIM Global Value Fund The Fund participates 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 six months ended June 30, 2007, 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--FOREIGN CURRENCY CONTRACTS <Table> <Caption> OPEN FOREIGN CURRENCY CONTRACTS AT PERIOD END - --------------------------------------------------------------------------------------------------------------------------------- CONTRACT TO SETTLEMENT --------------------------------------- VALUE UNREALIZED DATE DELIVER RECEIVE 06/30/07 APPRECIATION - --------------------------------------------------------------------------------------------------------------------------------- 08/21/07 JPY 4,800,000,000 USD 40,068,450 $39,258,220 $ 810,230 - --------------------------------------------------------------------------------------------------------------------------------- 09/13/07 CAD 14,600,000 USD 13,773,845 13,733,431 40,414 ================================================================================================================================= $ 850,644 ================================================================================================================================= </Table> <Table> <Caption> CONTRACT TO SETTLEMENT --------------------------------------- VALUE UNREALIZED DATE DELIVER RECEIVE 06/30/07 (DEPRECIATION) - --------------------------------------------------------------------------------------------------------------------------------- 07/24/07 NZD 2,350,000 USD 1,739,940 $1,808,174 $ (68,234) - --------------------------------------------------------------------------------------------------------------------------------- 08/21/07 EUR 21,500,000 USD 29,106,055 29,153,549 (47,494) - --------------------------------------------------------------------------------------------------------------------------------- 08/21/07 GBP 7,900,000 USD 15,587,885 15,853,663 (265,778) - --------------------------------------------------------------------------------------------------------------------------------- 08/21/07 GBP 1,000,000 USD 1,964,600 2,006,793 (42,193) - --------------------------------------------------------------------------------------------------------------------------------- 09/13/07 KRW 4,150,000,000 USD 4,457,573 4,504,961 (47,388) ================================================================================================================================= $(471,087) ================================================================================================================================= Total open foreign currency contracts $ 379,557 _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> Currency Abbreviations: <Table> CAD -- Canadian Dollar EUR -- Euro GBP -- British Pound Sterling JPY -- Japanese Yen KRW -- South Korean Won NZD -- New Zealand Dollar USD -- U.S. Dollar </Table> NOTE 9--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. The Fund did not have a capital loss carryforward as of December 31, 2006. 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 six months ended June 30, 2007 was $104,683,252 and $42,107,680, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $53,620,159 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (9,532,535) =============================================================================== Net unrealized appreciation of investment securities $44,087,624 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $336,164,471. </Table> 13 AIM Global Value Fund NOTE 11--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 and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a CDSC. Institutional Class shares are sold at net asset value. 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 - ---------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(A) DECEMBER 31, 2006 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,775,188 $ 29,438,790 3,614,347 $ 56,150,941 - ---------------------------------------------------------------------------------------------------------------------- Class B 489,480 7,898,205 1,313,022 19,755,798 - ---------------------------------------------------------------------------------------------------------------------- Class C 693,445 11,164,538 1,410,203 21,146,739 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 2,419,410 40,547,827 2,874,565 44,573,859 ====================================================================================================================== Issued as reinvestment of dividends: Class A -- -- 403,499 6,528,600 - ---------------------------------------------------------------------------------------------------------------------- Class B -- -- 159,889 2,523,056 - ---------------------------------------------------------------------------------------------------------------------- Class C -- -- 111,881 1,766,601 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class -- -- 152,027 2,464,355 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 236,798 3,953,649 260,143 4,002,670 - ---------------------------------------------------------------------------------------------------------------------- Class B (243,473) (3,953,649) (267,099) (4,002,670) ====================================================================================================================== Reacquired:(b) Class A (1,239,595) (20,623,759) (1,710,987) (26,315,720) - ---------------------------------------------------------------------------------------------------------------------- Class B (489,131) (7,943,680) (722,448) (10,755,049) - ---------------------------------------------------------------------------------------------------------------------- Class C (378,631) (6,169,481) (469,541) (7,014,216) - ---------------------------------------------------------------------------------------------------------------------- Institutional Class (340) (4,833) (54,166) (799,837) ====================================================================================================================== 3,263,151 $ 54,307,607 7,075,335 $110,025,127 ______________________________________________________________________________________________________________________ ====================================================================================================================== </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 20% 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, 25% 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. (b) Amount is net of redemption fees of $2,050, $800, $633 and $1,036 for Class A, Class B, Class C and Institutional Class shares, respectively, for the six months ended June 30, 2007 and $2,469, $1,191, $700 and $554 for Class A, Class B, Class C and Institutional Class shares respectively, for the year ended December 31, 2006. 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 14 AIM Global Value 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 ---------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 16.14 $ 13.97 $ 13.28 $ 11.74 $ 9.05 $ 9.85 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.09 0.14 0.13 0.01(b) 0.01 (0.11) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.75 2.82 1.38 2.04 2.89 (0.69) ================================================================================================================================= Total from investment operations 0.84 2.96 1.51 2.05 2.90 (0.80) ================================================================================================================================= Less distributions: Dividends from net investment income -- (0.17) (0.16) (0.03) (0.09) (0.00) - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (0.62) (0.66) (0.48) (0.12) -- ================================================================================================================================= Total distributions -- (0.79) (0.82) (0.51) (0.21) (0.00) ================================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- ================================================================================================================================= Net asset value, end of period $ 16.98 $ 16.14 $ 13.97 $ 13.28 $11.74 $ 9.05 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 5.20% 21.16% 11.35% 17.50% 32.15% (8.08)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $170,159 $149,283 $93,363 $36,092 $9,270 $6,321 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.43%(d) 1.53% 1.62% 2.00% 2.00% 2.00% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.49%(d) 1.58% 1.67% 2.20% 3.12% 2.75% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 1.14%(d) 0.88% 0.91% 0.10%(b) 0.14% (1.16)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 14% 24% 51% 129% 372% 101% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.02) and (0.14)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $162,622,203. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 15 AIM Global Value Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B --------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ---------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 15.73 $ 13.65 $ 13.02 $ 11.57 $ 8.94 $ 9.79 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.03 0.02 0.03 (0.07)(b) (0.05) (0.17) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.73 2.75 1.34 2.00 2.83 (0.68) ================================================================================================================================= Total from investment operations 0.76 2.77 1.37 1.93 2.78 (0.85) ================================================================================================================================= Less distributions: Dividends from net investment income -- (0.07) (0.08) (0.00) (0.03) -- - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (0.62) (0.66) (0.48) (0.12) -- ================================================================================================================================= Total distributions -- (0.69) (0.74) (0.48) (0.15) -- ================================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- ================================================================================================================================= Net asset value, end of period $ 16.49 $ 15.73 $ 13.65 $ 13.02 $11.57 $ 8.94 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 4.83% 20.27% 10.51% 16.77% 31.26% (8.68)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $64,140 $65,013 $49,827 $24,675 $7,075 $4,624 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.18%(d) 2.28% 2.33% 2.65% 2.65% 2.65% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.24%(d) 2.33% 2.38% 2.85% 3.77% 3.40% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.39%(d) 0.13% 0.20% (0.55)%(b) (0.51)% (1.81)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 14% 24% 51% 129% 372% 101% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.10) and (0.79)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $66,393,209. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 16 AIM Global Value Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C --------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ---------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 15.74 $ 13.66 $ 13.03 $ 11.58 $ 8.94 $ 9.79 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.03 0.02 0.03 (0.07)(b) (0.05) (0.17) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 0.73 2.75 1.34 2.00 2.84 (0.68) ================================================================================================================================= Total from investment operations 0.76 2.77 1.37 1.93 2.79 (0.85) ================================================================================================================================= Less distributions: Dividends from net investment income -- (0.07) (0.08) (0.00) (0.03) -- - --------------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (0.62) (0.66) (0.48) (0.12) -- ================================================================================================================================= Total distributions -- (0.69) (0.74) (0.48) (0.15) -- ================================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 -- -- ================================================================================================================================= Net asset value, end of period $ 16.50 $ 15.74 $ 13.66 $ 13.03 $11.58 $ 8.94 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 4.83% 20.26% 10.50% 16.75% 31.37% (8.68)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $51,931 $44,587 $24,316 $10,021 $2,853 $1,850 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.18%(d) 2.28% 2.33% 2.65% 2.65% 2.65% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.24%(d) 2.33% 2.38% 2.85% 3.77% 3.40% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.39%(d) 0.13% 0.20% (0.55)%(b) (0.51)% (1.81)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 14% 24% 51% 129% 372% 101% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.10) and (0.79)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $50,105,224. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 17 AIM Global Value Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> INSTITUTIONAL CLASS ------------------------------------------------- OCTOBER 25, 2005 SIX MONTHS (DATE SALES ENDED YEAR ENDED COMMENCED) TO JUNE 30, DECEMBER 31, DECEMBER 31, 2007 2006 2005 - --------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 16.17 $ 13.98 $13.90 - --------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income(a) 0.14 0.22 0.04 - --------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 0.74 2.83 0.86 =============================================================================================================== Total from investment operations 0.88 3.05 0.90 =============================================================================================================== Less distributions: Dividends from net investment income -- (0.24) (0.16) - --------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (0.62) (0.66) =============================================================================================================== Total distributions -- (0.86) (0.82) =============================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =============================================================================================================== Net asset value, end of period $ 17.05 $ 16.17 $13.98 _______________________________________________________________________________________________________________ =============================================================================================================== Total return(b) 5.44% 21.81% 6.48% _______________________________________________________________________________________________________________ =============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $95,046 $51,005 $2,542 _______________________________________________________________________________________________________________ =============================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 0.94%(c) 0.98% 1.09%(d) - --------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.00%(c) 1.03% 1.14%(d) =============================================================================================================== Ratio of net investment income to average net assets 1.63%(c) 1.43% 1.44%(d) _______________________________________________________________________________________________________________ =============================================================================================================== Portfolio turnover rate(e) 14% 24% 51% _______________________________________________________________________________________________________________ =============================================================================================================== </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 annualized and based on average daily net assets of $71,842,607. (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. 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 A I M Advisors, Inc. ("AIM") and AIM Distributors, Inc. ("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. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), 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; 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. 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. 18 AIM Global Value Fund NOTE 14--LEGAL PROCEEDINGS--(CONTINUED) 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 INVESCO PLC'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 INVESCO 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. 19 AIM GLOBAL VALUE FUND CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to use this information to compare the estimate the expenses that you paid over ongoing costs of investing in the Fund and As a shareholder of the Fund, you incur the period. Simply divide your account other funds. To do so, compare this 5% two types of costs: (1) transaction costs, value by $1,000 (for example, an $8,600 hypothetical example with the 5% which may include sales charges (loads) on account value divided by $1,000 = 8.6), hypothetical examples that appear in the purchase payments or contingent deferred then multiply the result by the number in shareholder reports of the other funds. sales charges on redemptions, and the table under the heading entitled redemption fees, if any; and (2) ongoing "Actual Expenses Paid During Period" to Please note that the expenses shown in costs, including management fees; estimate the expenses you paid on your the table are meant to highlight your distribution and/or service (12b-1) fees; account during this period. ongoing costs only and do not reflect any and other Fund expenses. This example is transaction costs, such as sales charges intended to help you understand your HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs (in dollars) of investing in PURPOSES deferred sales charges on redemptions, and the Fund and to compare these costs with redemption fees, if any. Therefore, the ongoing costs of investing in other mutual The table below also provides information hypothetical information is useful in funds. The example is based on an about hypothetical account values and comparing ongoing costs only, and will not investment of $1,000 invested at the hypothetical expenses based on the Fund's help you determine the relative total beginning of the period and held for the actual expense ratio and an assumed rate costs of owning different funds. In entire period January 1, 2007, through of return of 5% per year before expenses, addition, if these transaction costs were June 30, 2007. which is not the Fund's actual return. included, your costs would have been higher. ACTUAL EXPENSES The hypothetical account values and expenses may not be used to estimate the The table below provides information about actual ending account balance or expenses actual account values and actual expenses. you paid for the period. You may 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,052.00 $ 7.28 $1,017.70 $ 7.15 1.43% B 1,000.00 1,048.30 11.07 1,013.98 10.89 2.18 C 1,000.00 1,047.60 11.07 1,013.98 10.89 2.18 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 20 AIM GLOBAL VALUE FUND APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM mendations and makes its own A. NATURE, EXTENT AND QUALITY OF SERVICES Funds Group is required under the recommendations regarding the performance, PROVIDED BY AIM Investment Company Act of 1940 to approve fees and expenses of the AIM Funds to the annually the renewal of the AIM Global full Board. Moreover, the Investments The Board reviewed the advisory services Value Fund (the Fund) investment advisory Committee considers each SubCommittee's provided to the Fund by AIM under the agreement with A I M Advisors, Inc. (AIM). recommendations in making its annual Fund's advisory agreement, the performance During contract renewal meetings held on recommendation to the Board whether to of AIM in providing these services, and June 25-27, 2007, the Board as a whole and approve the continuance of each AIM Fund's the credentials and experience of the the disinterested or "independent" investment advisory agreement and officers and employees of AIM who provide Trustees, voting separately, approved the sub-advisory agreement, if applicable these services. The Board's review of the continuance of the Fund's investment (advisory agreements), for another year. qualifications of AIM to provide these advisory agreement for another year, services included the Board's effective July 1, 2007. In doing so, the The independent Trustees, as mentioned consideration of AIM's portfolio and Board determined that the Fund's advisory above, are assisted in their annual product review process, various back agreement is in the best interests of the evaluation of the advisory agreements by office support functions provided by AIM, Fund and its shareholders and that the the independent Senior Officer. One and AIM's equity and fixed income trading compensation to AIM under the Fund's responsibility of the Senior Officer is to operations. The Board concluded that the advisory agreement is fair and reasonable. manage the process by which the AIM Funds' nature, extent and quality of the advisory proposed management fees are negotiated services provided to the Fund by AIM were The independent Trustees met during the annual contract renewal process appropriate and that AIM currently is separately during their evaluation of the to ensure that they are negotiated in a providing satisfactory advisory services Fund's investment advisory agreement with manner which is at arms' length and in accordance with the terms of the Fund's independent legal counsel from whom they reasonable. Accordingly, the Senior advisory agreement. In addition, based on received independent legal advice, and the Officer must either supervise a their ongoing meetings throughout the year independent Trustees also received competitive bidding process or prepare an with the Fund's portfolio managers, the assistance during their deliberations from independent written evaluation. The Senior Board concluded that these individuals are the independent Senior Officer, a Officer has recommended that an competent and able to continue to carry full-time officer of the AIM Funds who independent written evaluation be provided out their responsibilities under the reports directly to the independent and, upon the direction of the Board, has Fund's advisory agreement. Trustees. The following discussion more prepared an independent written fully describes the process employed by evaluation. In determining whether to continue the the Board to evaluate the performance of Fund's advisory agreement, the Board the AIM Funds (including the Fund) During the annual contract renewal considered the prior relationship between throughout the year and, more process, the Board considered the factors AIM and the Fund, as well as the Board's specifically, during the annual contract discussed below under the heading "Factors knowledge of AIM's operations, and renewal meetings. and Conclusions and Summary of Independent concluded that it was beneficial to Written Fee Evaluation" in evaluating the maintain the current relationship, in THE BOARD'S FUND EVALUATION PROCESS fairness and reasonableness of the Fund's part, because of such knowledge. The Board advisory agreement at the contract renewal also considered the steps that AIM and its The Board's Investments Committee has meetings and at their meetings throughout affiliates have taken over the last established three Sub-Committees which are the year as part of their ongoing several years to improve the quality and responsible for overseeing the management oversight of the Fund. The Fund's advisory efficiency of the services they provide to of a number of the series portfolios of agreement was considered separately, the Funds in the areas of investment the AIM Funds. This SubCommittee structure although the Board also considered the performance, product line diversification, permits the Trustees to focus on the common interests of all of the AIM Funds distribution, fund operations, shareholder performance of the AIM Funds that have in their deliberations. The Board services and compliance. The Board been assigned to them. The Sub-Committees comprehensively considered all of the concluded that the quality and efficiency meet throughout the year to review the information provided to them and did not of the services AIM and its affiliates performance of their assigned funds, and identify any particular factor that was provide to the AIM Funds in each of these the Sub-Committees review monthly and controlling. Furthermore, each Trustee may areas have generally improved, and support quarterly comparative performance have evaluated the information provided the Board's approval of the continuance of information and periodic asset flow data differently from one another and the Fund's advisory agreement. for their assigned funds. These materials attributed different weight to the various are prepared under the direction and factors. The Trustees recognized that the B. FUND PERFORMANCE supervision of the independent Senior advisory arrangements and resulting Officer. Over the course of each year, the advisory fees for the Fund and the other The Board compared the Fund's performance SubCommittees meet with portfolio managers AIM Funds are the result of years of during the past one, three and five for their assigned funds and other members review and negotiation between the calendar years to the performance of funds of management and review with these Trustees and AIM, that the Trustees may in the Fund's Lipper peer group that are individuals the performance, investment focus to a greater extent on certain not managed by AIM, and against the objective(s), policies, strategies and aspects of these arrangements in some performance of all funds in the Lipper limitations of these funds. years than others, and that the Trustees' Global Multi-Cap Value Funds Index. The deliberations and conclusions in a Board also reviewed the methodology used In addition to their meetings particular year may be based in part on by Lipper to identify the Fund's peers. throughout the year, the Sub-Committees their deliberations and conclusions of The Board noted that the Fund's meet at designated contract renewal these same arrangements throughout the performance was comparable to the median meetings each year to conduct an in-depth year and in prior years. performance of its peers for the one and review of the performance, fees and five year periods, and below such expenses of their assigned funds. During FACTORS AND CONCLUSIONS AND SUMMARY OF performance for the three year period. The the contract renewal process, the Trustees INDEPENDENT WRITTEN FEE EVALUATION Board noted that the Fund's performance receive comparative performance and fee was comparable to the performance of the data regarding all the AIM Funds prepared The discussion below serves as a summary Index for the one, three and five year by an independent company, Lipper, Inc., of the Senior Officer's independent periods. The Board also considered the under the direction and supervision of the written evaluation, as well as a steps AIM has taken over the last several independent Senior Officer who also discussion of the material factors and years to improve the quality and prepares a separate analysis of this related conclusions that formed the basis efficiency of the services that AIM information for the Trustees. Each for the Board's approval of the Fund's provides to the AIM Funds. The Board Sub-Committee then makes recommendations advisory agreement. Unless otherwise concluded that AIM continues to be to the Investments Committee regarding the stated, information set forth below is as responsive to the Board's focus on fund performance, fees and expenses of their of June 27, 2007 and does not reflect any performance. However, due to the Fund's assigned funds. The Investments Committee changes that may have occurred since that underperformance, the Board also concluded considers each Sub-Committee's date, including but not limited to changes that it would be appropriate for the Board recom- to the Fund's performance, advisory fees, to continue to closely monitor and review expense limitations and/or fee waivers. the per- (continued) 21 AIM GLOBAL VALUE FUND formance of the Fund. Although the charged by third party service providers by the Fund and/or other funds advised by independent written evaluation of the based on the combined size of all of the AIM are used to pay for research and Fund's Senior Officer (discussed below) AIM Funds and affiliates. execution services. The Board noted that only considered Fund performance through soft dollar arrangements shift the payment the most recent calendar year, the Board E. PROFITABILITY AND FINANCIAL RESOURCES obligation for the research and executions also reviewed more recent Fund performance OF AIM services from AIM to the funds and and this review did not change their therefore may reduce AIM's expenses. The conclusions. The Board reviewed information from AIM Board also noted that research obtained concerning the costs of the advisory and through soft dollar arrangements may be C. ADVISORY FEES AND FEE WAIVERS other services that AIM and its affiliates used by AIM in making investment decisions provide to the Fund and the profitability for the Fund and may therefore benefit The Board compared the Fund's contractual of AIM and its affiliates in providing Fund shareholders. The Board concluded advisory fee rate to the contractual these services. The Board also reviewed that AIM's soft dollar arrangements were advisory fee rates of funds in the Fund's information concerning the financial appropriate. The Board also concluded Lipper peer group that are not managed by condition of AIM and its affiliates. The that, based on their review and AIM, at a common asset level and as of the Board also reviewed with AIM the representations made by AIM, these end of the past calendar year. The Board methodology used to prepare the arrangements were consistent with noted that the Fund's advisory fee rate profitability information. The Board regulatory requirements. was comparable to the median advisory fee considered the overall profitability of rate of its peers. The Board also reviewed AIM, as well as the profitability of AIM The Board considered the fact that the the methodology used by Lipper and noted in connection with managing the Fund. The Fund's uninvested cash and cash collateral that the contractual fee rates shown by Board noted that AIM continues to operate from any securities lending arrangements Lipper include any applicable long-term at a net profit, although increased may be invested in money market funds contractual fee waivers. The Board noted expenses in recent years have reduced the advised by AIM pursuant to procedures that AIM does not serve as an advisor to profitability of AIM and its affiliates. approved by the Board. The Board noted other mutual funds or other clients with The Board concluded that the Fund's that AIM will receive advisory fees from investment strategies comparable to those advisory fees were fair and reasonable, these affiliated money market funds of the Fund. and that the level of profits realized by attributable to such investments, although AIM and its affiliates from providing AIM has contractually agreed to waive the The Board noted that AIM has not services to the Fund was not excessive in advisory fees payable by the Fund with proposed any advisory fee waivers or light of the nature, quality and extent of respect to its investment of uninvested expense limitations for the Fund. However, the services provided. The Board cash in these affiliated money market the Board also noted that AIM has considered whether AIM is financially funds through at least June 30, 2008. The recommended that the Board approve an sound and has the resources necessary to Board considered the contractual nature of amendment to the Fund's contractual perform its obligations under the Fund's this fee waiver and noted that it remains advisory fee schedule that would implement advisory agreement, and concluded that AIM in effect until at least June 30, 2008. the contractual advisory fee waiver that has the financial resources necessary to The Board concluded that the Fund's had been formerly committed to by AIM, fulfill these obligations. investment of uninvested cash and cash which waiver provided for lower effective collateral from any securities lending fee rates at all asset levels than the F. INDEPENDENT WRITTEN EVALUATION OF THE arrangements in the affiliated money Fund's current contractual advisory fee FUND'S SENIOR OFFICER market funds is in the best interests of schedule. The Board noted that AIM's the Fund and its shareholders. recommendation was made in response to the The Board noted that, upon their recommendation of the independent Senior direction, the Senior Officer of the Fund, Officer that AIM consider whether the who is independent of AIM and AIM's advisory fee waivers for certain equity affiliates, had prepared an independent AIM Funds, including the Fund, should be written evaluation to assist the Board in simplified. The Board concluded that it determining the reasonableness of the would be appropriate to approve the proposed management fees of the AIM Funds, proposed amendment to the Fund's including the Fund. The Board noted that contractual advisory fee schedule and that they had relied upon the Senior Officer's it was not necessary at this time to written evaluation instead of a discuss with AIM whether to implement any competitive bidding process. In fee waivers or expense limitations for the determining whether to continue the Fund's Fund. advisory agreement, the Board considered the Senior Officer's written evaluation. After taking account of the Fund's contractual advisory fee rate, as well as G. COLLATERAL BENEFITS TO AIM AND ITS the comparative advisory fee information AFFILIATES discussed above, the Board concluded that the Fund's advisory fees were fair and The Board considered various other reasonable. benefits received by AIM and its affiliates resulting from AIM's D. ECONOMIES OF SCALE AND BREAKPOINTS relationship with the Fund, including the fees received by AIM and its affiliates The Board considered the extent to which for their provision of administrative, there are economies of scale in AIM's transfer agency and distribution services provision of advisory services to the to the Fund. The Board considered the Fund. The Board also considered whether performance of AIM and its affiliates in the Fund benefits from such economies of providing these services and the scale through contractual breakpoints in organizational structure employed by AIM the Fund's advisory fee schedule or and its affiliates to provide these through advisory fee waivers or expense services. The Board also considered that limitations. The Board noted that the these services are provided to the Fund Fund's contractual advisory fee schedule pursuant to written contracts which are currently includes only one breakpoint but reviewed and approved on an annual basis that the amendment to the Fund's by the Board. The Board concluded that AIM contractual advisory fee schedule and its affiliates were providing these discussed above provides for seven services in a satisfactory manner and in breakpoints. Based on this information, accordance with the terms of their the Board concluded that the Fund's contracts, and were qualified to continue advisory fees will appropriately reflect to provide these services to the Fund. economies of scale upon the Board's approval of the amendment to the Fund's The Board considered the benefits contractual advisory fee schedule. The realized by AIM as a result of portfolio Board also noted that the Fund shares brokerage transactions executed through directly in economies of scale through "soft dollar" arrangements. Under these lower fees arrangements, portfolio brokerage commissions paid 22 Supplement to Semiannual Report dated 6/30/07 AIM GLOBAL VALUE FUND INSTITUTIONAL CLASS SHARES ========================================== A REDEMPTION FEE OF 2% WILL BE IMPOSED AVERAGE ANNUAL TOTAL RETURNS ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF The following information has been THE FUND WITHIN 30 DAYS OF PURCHASE. prepared to provide Institutional Class For periods ended 6/30/07 EXCEPTIONS TO THE REDEMPTION FEE ARE shareholders with a performance overview LISTED IN THE FUND'S PROSPECTUS. specific to their holdings. Institutional Inception 11.36% Class shares are offered exclusively to 5 Years 16.05 HAD THE ADVISOR NOT WAIVED FEES AND/OR institutional investors, including defined 1 Year 19.07 REIMBURSED EXPENSES IN THE PAST, contribution plans that meet certain 6 Months* 5.44 PERFORMANCE WOULD HAVE BEEN LOWER. criteria. * Cumulative total return that has not PLEASE NOTE THAT PAST PERFORMANCE IS been annualized NOT INDICATIVE OF FUTURE RESULTS. MORE ========================================== RECENT RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN. ALL RETURNS ASSUME INSTITUTIONAL CLASS SHARES' INCEPTION DATE REINVESTMENT OF DISTRIBUTIONS AT NAV. IS OCTOBER 25, 2005. RETURNS SINCE THAT INVESTMENT RETURN AND PRINCIPAL VALUE WILL DATE ARE HISTORICAL RETURNS. ALL OTHER FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, RETURNS ARE BLENDED RETURNS OF HISTORICAL MAY BE WORTH MORE OR LESS THAN THEIR INSTITUTIONAL CLASS SHARE PERFORMANCE AND ORIGINAL COST. SEE FULL REPORT FOR RESTATED CLASS A SHARE PERFORMANCE (FOR INFORMATION ON COMPARATIVE BENCHMARKS. PERIODS PRIOR TO THE INCEPTION DATE OF PLEASE CONSULT YOUR FUND PROSPECTUS FOR INSTITUTIONAL CLASS SHARES) AT NET ASSET MORE INFORMATION. FOR THE MOST CURRENT VALUE (NAV) AND REFLECT THE HIGHER RULE MONTH-END PERFORMANCE, PLEASE CALL 12B-1 FEES APPLICABLE TO CLASS A SHARES. 800-451-4246 OR VISIT AIMINVESTMENTS.COM. CLASS A SHARES' INCEPTION DATE IS DECEMBER 29, 2000. 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 NASDAQ SYMBOL AWSIX DIFFERING SALES CHARGES AND CLASS ========================================== EXPENSES. 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. [AIM INVESTMENTS LOGO] AIMinvestments.com GLV-INS-2 A I M Distributors, Inc. --REGISTERED TRADEMARK-- Information about your Fund's expenses CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE expenses that you paid over the period. The hypothetical account values and Simply divide your account value by $1,000 expenses may not be used to estimate the As a shareholder of the Fund, you incur (for example, an $8,600 account value actual ending account balance or expenses ongoing costs, including management fees divided by $1,000 = 8.6), then multiply you paid for the period. You may use this and other Fund expenses. This example is the result by the number in the table information to compare the ongoing costs intended to help you understand your under the heading entitled "Actual of investing in the Fund and other funds. ongoing costs (in dollars) of investing in Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical the Fund and to compare these costs with the expenses you paid on your account example with the 5% hypothetical examples ongoing costs of investing in other mutual during this period. that appear in the shareholder reports of funds. The example is based on an the other funds. investment of $1,000 invested at the HYPOTHETICAL EXAMPLE FOR COMPARISON beginning of the period and held for the PURPOSES Please note that the expenses shown in entire period January 1, 2007, through the table are meant to highlight your June 30, 2007. The table below also provides information ongoing costs only. Therefore, the about hypothetical account values and hypothetical information is useful in ACTUAL EXPENSES hypothetical expenses based on the Fund's comparing ongoing costs only, and will not actual expense ratio and an assumed rate help you determine the relative total The table below provides information about of return of 5% per year before expenses, costs of owning different funds. actual account values and actual expenses. which is not the Fund's actual return. You may use the information in this table, together with the amount you invested, to estimate the ==================================================================================================================================== 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO Institutional $1,000.00 $1,054.40 $4.79 $1,020.13 $4.71 0.94% (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMinvestments.com GLV-INS-2 A I M Distributors, Inc. [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund and account The Fund provides a complete list of its holdings four times in information via e-mail. Once your quarterly statements, tax each fiscal year, at the quarter-ends. For the second and fourth forms, fund reports, and prospectuses are available, we will quarters, the lists appear in the Fund's semiannual and annual send you an e-mail notification containing links to these reports to shareholders. For the first and third quarters, the documents. For security purposes, you will need to log in to Fund files the lists with the Securities and Exchange Commission your account to view your statements and tax forms. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at AIMinvestments.com. From our home page, click on WHY SIGN UP? Products & Performance, then Mutual Funds, then Fund Overview. Select your Fund from the drop-down menu and click on Complete Register for eDelivery to: Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q o save your Fund the cost of printing and postage. may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of o reduce the amount of paper you receive. the Public Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by o gain access to your documents faster by not waiting for the electronic request at the following e-mail address: mail. publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o view your documents online anytime at your convenience. A description of the policies and procedures that the Fund uses to o save the documents to your personal computer or print them determine how to vote proxies relating to portfolio securities is out for your records. available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web site, HOW DO I SIGN UP? AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC It's easy. Just follow these simple steps: Web site, sec.gov. 1. Log in to your account. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2007, is 2. Click on the "Service Center" tab. available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy 3. Select "Register for eDelivery" and complete the consent Voting Activity. Next, select the Fund from the drop-down menu. process. The information is also available on the SEC Web site, sec.gov. This AIM service is provided by AIM Investment Services, Inc. GLV-SAR-1 A I M Distributors, Inc. [AIM INVESTMENTS LOGO] --REGISTERED TRADEMARK-- AIM INTERNATIONAL SMALL COMPANY FUND Semiannual Report to Shareholders o June 30, 2007 INTERNATIONAL/GLOBAL EQUITY International/Global Growth Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 8 Notes to Financial Statements ............ 10 Financial Highlights ..................... 16 Fund Expenses ............................ 21 Approval of Advisory Agreement ........... 22 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM INTERNATIONAL SMALL COMPANY FUND Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of Trustees of the AIM Funds continues to focus on improved investment performance, [CROCKETT reduced shareholder costs, and high ethical standards. PHOTO] Since my last letter, your Board has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO Bruce L. Crockett of AIM Investments --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM INTERNATIONAL SMALL COMPANY FUND FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 19.44% Class B Shares 19.00 Class C Shares 19.01 MSCI EAFE Index(1) (Broad Market Index) 10.74 MSCI World Ex-US Small Cap Index(1) (Style-Specific Index) 12.81 Lipper International Small/Mid-Cap Growth Funds Index(1) (Peer Group Index) 14.85 SOURCE: (1)LIPPER INC. The unmanaged MSCI Europe, Australasia and the Far East Index (the MSCI EAFE - --REGISTERED TRADEMARK-- INDEX) is a group of foreign securities tracked by Morgan Stanley Capital International. The MSCI WORLD EX-US SMALL CAP INDEX measures securities in the global developed markets excluding the United States with market capitalizations between $200 million-$1,500 million. It is compiled by Morgan Stanley Capital International. The unmanaged LIPPER INTERNATIONAL SMALL/MID-CAP GROWTH FUNDS INDEX represents an average of the performance of the largest international small/mid-cap growth mutual funds tracked by Lipper Inc., an independent mutual fund performance monitor. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== CHARGE UNLESS OTHERWISE STATED. HAD THE ADVISOR NOT WAIVED FEES AND/OR FUND PERFORMANCE REIMBURSED EXPENSES IN THE PAST, PERFORMANCE FIGURES DO NOT REFLECT PERFORMANCE WOULD HAVE BEEN LOWER. As of 6/30/07, including applicable DEDUCTION OF TAXES A SHAREHOLDER WOULD PAY sales charges ON FUND DISTRIBUTIONS OR SALE OF FUND A REDEMPTION FEE OF 2% WILL BE IMPOSED SHARES. INVESTMENT RETURN AND PRINCIPAL ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF CLASS A SHARES VALUE WILL FLUCTUATE SO THAT YOU MAY HAVE THE FUND WITHIN 30 DAYS OF PURCHASE. Inception (8/31/00) 19.65% A GAIN OR LOSS WHEN YOU SELL SHARES. EXCEPTIONS TO THE REDEMPTION FEE ARE 5 Years 33.37 LISTED IN THE FUND'S PROSPECTUS. 1 Year 30.75 THE TOTAL ANNUAL FUND OPERATING EXPENSE RATIO SET FORTH IN THE MOST RECENT FUND CLASS B SHARES PROSPECTUS AS OF THE DATE OF THIS REPORT Inception (8/31/00) 19.82% FOR CLASS A, CLASS B AND CLASS C SHARES 5 Years 33.81 WAS 1.55%, 2.30% AND 2.30%, RESPECTIVELY. 1 Year 32.32 THE EXPENSE RATIOS PRESENTED ABOVE MAY VARY FROM THE EXPENSE RATIOS PRESENTED IN CLASS C SHARES OTHER SECTIONS OF THIS REPORT THAT ARE Inception (8/31/00) 19.82% BASED ON EXPENSES INCURRED DURING THE 5 Years 33.96 PERIOD COVERED BY THIS REPORT. 1 Year 36.33 ========================================== CLASS A SHARE PERFORMANCE REFLECTS THE MAXIMUM 5.50% SALES CHARGE, AND CLASS B THE PERFORMANCE DATA QUOTED REPRESENT PAST AND CLASS C SHARE PERFORMANCE REFLECTS THE PERFORMANCE AND CANNOT GUARANTEE APPLICABLE CONTINGENT DEFERRED SALES COMPARABLE FUTURE RESULTS; CURRENT CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE CDSC ON CLASS B SHARES DECLINES FROM 5% VISIT AIMINVESTMENTS.COM FOR THE MOST BEGINNING AT THE TIME OF PURCHASE TO 0% AT RECENT MONTH-END PERFORMANCE. PERFORMANCE THE BEGINNING OF THE SEVENTH YEAR. THE FIGURES REFLECT REINVESTED DISTRIBUTIONS, CDSC ON CLASS C SHARES IS 1% FOR THE FIRST CHANGES IN NET ASSET VALUE AND THE EFFECT YEAR AFTER PURCHASE. OF THE MAXIMUM SALES THE PERFORMANCE OF THE FUND'S SHARE CLASSES WILL DIFFER PRIMARILY DUE TO DIFFERENT SALES CHARGE STRUCTURES AND CLASS EXPENSES. 3 AIM International Small Company Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Industrials 22.6% - --------------------------------------------------------- Consumer Discretionary 20.3 - --------------------------------------------------------- Financials 16.0 - --------------------------------------------------------- Materials 8.9 - --------------------------------------------------------- Energy 7.1 - --------------------------------------------------------- Consumer Staples 6.6 - --------------------------------------------------------- Utilities 4.1 - --------------------------------------------------------- Health Care 3.8 - --------------------------------------------------------- Information Technology 1.4 - --------------------------------------------------------- Telecommunication Services 0.9 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 8.3 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- FOREIGN COMMON STOCKS & OTHER EQUITY INTERESTS-89.82% AUSTRALIA-3.84% Australian Wealth Management Ltd. (Asset Management & Custody Banks)(a) 4,972,600 $ 11,143,265 - --------------------------------------------------------------------------- Bradken Ltd. (Construction & Farm Machinery & Heavy Trucks)(a) 890,969 8,020,726 - --------------------------------------------------------------------------- MFS Ltd. (Hotels, Resorts & Cruise Lines)(a) 1,957,447 9,572,528 - --------------------------------------------------------------------------- United Group Ltd. (Construction & Engineering)(a) 784,500 11,044,282 =========================================================================== 39,780,801 =========================================================================== AUSTRIA-1.28% Andritz A.G. (Industrial Machinery)(a) 201,600 13,294,982 =========================================================================== BELGIUM-0.68% EVS Broadcast Equipment S.A. (Communications Equipment)(a) 86,160 7,084,188 =========================================================================== BRAZIL-6.46% All America Latina Logistica (Railroads)(b) 593,200 8,118,024 - --------------------------------------------------------------------------- American Banknote S.A. (Commercial Printing) (Acquired 04/26/06; Cost $2,603,647)(c) 325,900 3,770,716 - --------------------------------------------------------------------------- American Banknote S.A. (Commercial Printing) 927,200 10,727,854 - --------------------------------------------------------------------------- Equatorial Energia S.A. (Electric Utilities) (Acquired 03/31/06; Cost $2,726,949)(c)(d) 411,600 4,111,519 - --------------------------------------------------------------------------- Equatorial Energia S.A. (Electric Utilities)(d) 1,197,000 11,956,969 - --------------------------------------------------------------------------- Gafisa S.A. (Homebuilding) 559,000 8,751,128 - --------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - --------------------------------------------------------------------------- <Caption> BRAZIL-(CONTINUED) Klabin Segall S.A. (Real Estate Management & Development) (Acquired 10/06/06; Cost $4,184,358)(c) 602,980 $ 6,313,927 - --------------------------------------------------------------------------- Klabin Segall S.A. (Real Estate Management & Development) 518,500 5,429,319 - --------------------------------------------------------------------------- OdontoPrev S.A. (Life & Health Insurance) (Acquired 11/30/06; Cost $1,805,033)(c) 139,600 3,907,729 - --------------------------------------------------------------------------- OdontoPrev S.A. (Life & Health Insurance) 138,100 3,865,741 =========================================================================== 66,952,926 =========================================================================== CANADA-11.78% Aspreva Pharmaceuticals Corp. (Pharmaceuticals)(e) 182,329 3,154,292 - --------------------------------------------------------------------------- Axcan Pharma Inc. (Pharmaceuticals)(e) 701,000 13,559,249 - --------------------------------------------------------------------------- BMTC Group, Inc.-Class A (Homefurnishing Retail) 147,564 3,145,261 - --------------------------------------------------------------------------- Bonnett's Energy Services Trust (Oil & Gas Equipment & Services)(f) 538,300 6,014,807 - --------------------------------------------------------------------------- Canam Group Inc. (Steel) (Acquired 03/18/05; Cost $2,870,694)(c) 600,000 5,915,493 - --------------------------------------------------------------------------- Canam Group Inc. (Steel) 291,200 2,870,986 - --------------------------------------------------------------------------- FirstService Corp. (Real Estate Management & Development)(e) 181,600 6,605,807 - --------------------------------------------------------------------------- Genesis Land Development Corp. (Real Estate Management & Development)(e) 909,000 6,486,760 - --------------------------------------------------------------------------- Home Capital Group Inc. (Thrifts & Mortgage Finance) 236,500 8,194,225 - --------------------------------------------------------------------------- </Table> 4 AIM International Small Company Fund <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- CANADA-(CONTINUED) HudBay Minerals, Inc. (Diversified Metals & Mining)(e) 355,700 $ 7,434,631 - --------------------------------------------------------------------------- Kingsway Financial Services Inc. (Property & Casualty Insurance) 412,000 7,651,981 - --------------------------------------------------------------------------- Reitmans (Canada) Ltd.-Class A (Apparel Retail) 555,000 12,001,549 - --------------------------------------------------------------------------- Sherritt International Corp. (Diversified Metals & Mining) 661,907 9,179,687 - --------------------------------------------------------------------------- Stoneham Drilling Trust (Oil & Gas Drilling)(f) 399,000 7,024,648 - --------------------------------------------------------------------------- Total Energy Trust Ltd. (Oil & Gas Equipment & Services) 641,490 6,746,186 - --------------------------------------------------------------------------- Transat A.T. Inc.-Class A (Airlines)(f) 238,300 7,383,944 - --------------------------------------------------------------------------- Trican Well Service Ltd. (Oil & Gas Equipment & Services) 433,180 8,822,229 =========================================================================== 122,191,735 =========================================================================== CHINA-3.22% Century Sunshine Ecological Technology Holdings Ltd. (Fertilizers & Agricultural Chemicals) 58,560,000 9,661,265 - --------------------------------------------------------------------------- Samson Holding Ltd. (Home Furnishings) 13,403,000 6,942,251 - --------------------------------------------------------------------------- Xinyi Glass Holding Co. Ltd. (Auto Parts & Equipment) 18,784,000 16,768,211 =========================================================================== 33,371,727 =========================================================================== DENMARK-0.94% TK Development A.S. (Real Estate Management & Development)(a)(e) 424,200 9,755,240 =========================================================================== FINLAND-1.07% Nokian Renkaat Oyj (Tires & Rubber)(a) 318,000 11,126,565 =========================================================================== GERMANY-0.81% MTU Aero Engines Holding A.G. (Aerospace & Defense)(a) 130,000 8,434,597 =========================================================================== GREECE-5.17% Intralot S.A. (Casinos & Gaming) 505,300 16,290,457 - --------------------------------------------------------------------------- Jumbo S.A. (Leisure Products) 459,000 15,940,853 - --------------------------------------------------------------------------- Mytilineos Holdings S.A. (Diversified Metals & Mining) 239,000 12,026,784 - --------------------------------------------------------------------------- Titan Cement Co. (Construction Materials) 161,200 9,337,939 =========================================================================== 53,596,033 =========================================================================== HONG KONG-5.49% AMVIG Holdings Ltd. (Paper Packaging) 3,914,000 5,306,033 - --------------------------------------------------------------------------- First Pacific Co. Ltd. (Multi-Sector Holdings) 25,546,000 18,459,273 - --------------------------------------------------------------------------- Hopewell Holdings Ltd. (Highways & Railtracks) 2,443,000 9,966,837 - --------------------------------------------------------------------------- Paliburg Holdings Ltd. (Hotels, Resorts & Cruise Lines)(a) 169,942,000 7,914,917 - --------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - --------------------------------------------------------------------------- <Caption> HONG KONG-(CONTINUED) PYI Corp. (Construction & Engineering) 13,748,000 $ 6,417,644 - --------------------------------------------------------------------------- Regal Hotels International Holdings Ltd. (Hotels, Resorts & Cruise Lines)(a) 105,126,000 8,888,092 =========================================================================== 56,952,796 =========================================================================== HUNGARY-0.65% Richter Gedeon Nyrt. (Pharmaceuticals)(a) 33,921 6,789,823 =========================================================================== INDONESIA-1.68% PT Kawasan Industri Jababeka Tbk (Real Estate Management & Development) 271,308,000 6,463,293 - --------------------------------------------------------------------------- Total Bangun Persada (Real Estate Management & Development) 122,332,000 10,979,382 =========================================================================== 17,442,675 =========================================================================== IRELAND-1.13% Paddy Power PLC (Casinos & Gaming) 375,000 11,709,034 =========================================================================== ISRAEL-0.89% Israel Discount Bank-Class A (Diversified Banks)(a)(e) 4,483,406 9,218,230 =========================================================================== ITALY-0.85% Cementir S.p.A. Cementerie del Tirreno (Construction Materials)(a) 625,000 8,852,247 =========================================================================== JAPAN-3.82% EXEDY Corp. (Auto Parts & Equipment)(a) 406,600 11,062,076 - --------------------------------------------------------------------------- Miyano Machinery Inc. (Industrial Machinery)(a) 1,477,000 4,936,491 - --------------------------------------------------------------------------- Nippon Ceramic Co., Ltd. (Electronic Equipment Manufacturers) 575,500 7,654,641 - --------------------------------------------------------------------------- Nishio Rent All Co., Ltd. (Trading Companies & Distributors) 285,000 5,820,341 - --------------------------------------------------------------------------- Noritsu Koki Co., Ltd. (Photographic Products) 79,800 1,632,935 - --------------------------------------------------------------------------- Takeuchi Mfg. Co., Ltd. (Construction & Farm Machinery & Heavy Trucks)(a) 185,000 8,540,422 =========================================================================== 39,646,906 =========================================================================== MALAYSIA-3.22% IGB Corp. Berhad (Real Estate Management & Development) 18,624,000 14,618,694 - --------------------------------------------------------------------------- Lion Diversified Holdings Berhad (Department Stores) 7,806,100 18,766,294 =========================================================================== 33,384,988 =========================================================================== MEXICO-1.66% TV Azteca, S.A. de C.V.-CPO (Broadcasting & Cable TV) 8,581,500 7,642,547 - --------------------------------------------------------------------------- Urbi, Desarrollos Urbanos, S.A. de C.V. (Homebuilding)(e) 2,090,000 9,554,264 =========================================================================== 17,196,811 =========================================================================== </Table> 5 AIM International Small Company Fund <Table> <Caption> SHARES VALUE - --------------------------------------------------------------------------- NETHERLANDS-5.64% Aalberts Industries N.V. (Industrial Machinery)(a) 586,484 $ 16,103,282 - --------------------------------------------------------------------------- Koninklijke BAM Groep N.V. (Construction & Engineering)(a) 458,564 12,936,749 - --------------------------------------------------------------------------- Smit Internationale N.V. (Marine Ports & Services)(a) 130,800 10,234,901 - --------------------------------------------------------------------------- USG People N.V. (Human Resource & Employment Services)(a) 408,884 19,208,869 =========================================================================== 58,483,801 =========================================================================== NORWAY-7.48% Acta Holding A.S.A. (Diversified Capital Markets)(a) 1,350,400 7,070,649 - --------------------------------------------------------------------------- Cermaq A.S.A. (Packaged Foods & Meats)(a) 715,375 12,393,059 - --------------------------------------------------------------------------- Marine Harvest (Packaged Foods & Meats) (Acquired 03/07/06; Cost $8,014,658)(a)(c)(e) 12,190,000 13,113,186 - --------------------------------------------------------------------------- Petroleum Geo-Services A.S.A. (Oil & Gas Equipment & Services)(a) 773,400 19,131,454 - --------------------------------------------------------------------------- Prosafe A.S.A. (Oil & Gas Equipment & Services)(a) 1,040,660 16,618,307 - --------------------------------------------------------------------------- TGS Nopec Geophysical Co. A.S.A. (Oil & Gas Equipment & Services)(a)(e) 454,623 9,259,879 =========================================================================== 77,586,534 =========================================================================== PHILIPPINES-3.48% First Gen Corp. (Independent Power Producers & Energy Traders)(a)(e) 8,104,200 11,909,092 - --------------------------------------------------------------------------- Globe Telecom, Inc. (Wireless Telecommunication Services) 320,500 9,400,963 - --------------------------------------------------------------------------- Manila Water Co. (Water Utilities)(a) 36,387,000 9,810,489 - --------------------------------------------------------------------------- PNOC Energy Development Corp. (Independent Power Producers & Energy Traders) (Acquired 12/04/06; Cost $287,238)(a)(c) 4,405,000 532,836 - --------------------------------------------------------------------------- PNOC Energy Development Corp. (Independent Power Producers & Energy Traders)(a) 36,324,000 4,393,808 =========================================================================== 36,047,188 =========================================================================== SINGAPORE-0.30% Gems TV Holdings Ltd. (Apparel, Accessories & Luxury Goods) (Acquired 11/03/06; Cost $1,187,460)(c) 1,699,000 765,840 - --------------------------------------------------------------------------- Gems TV Holdings Ltd. (Apparel, Accessories & Luxury Goods) 5,131,000 2,312,847 =========================================================================== 3,078,687 =========================================================================== SOUTH AFRICA-0.80% Massmart Holdings Ltd. (Hypermarkets & Super Centers)(a) 684,600 8,337,600 =========================================================================== SOUTH KOREA-5.88% Daegu Bank (Regional Banks) 652,850 11,454,749 - --------------------------------------------------------------------------- Hyundai Department Store Co., Ltd. (Department Stores)(a) 79,280 9,337,194 - --------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - --------------------------------------------------------------------------- <Caption> SOUTH KOREA-(CONTINUED) Hyundai Mipo Dockyard Co., Ltd. (Construction & Farm Machinery & Heavy Trucks) 22,150 $ 6,165,439 - --------------------------------------------------------------------------- Joongang Construction Co., Ltd. (Construction & Engineering)(f) 390,460 6,597,180 - --------------------------------------------------------------------------- Lotte Confectionery Co., Ltd. (Packaged Foods & Meats) 7,050 9,391,855 - --------------------------------------------------------------------------- Qrix Communications Inc. (Broadcasting & Cable TV) 100,300 10,102,784 - --------------------------------------------------------------------------- Sung Kwang Bend Co., Ltd. (Building Products)(a) 269,670 7,977,736 =========================================================================== 61,026,937 =========================================================================== SWEDEN-0.61% Oriflame Cosmetics S.A.-SDR (Personal Products)(a) 135,400 6,363,581 =========================================================================== SWITZERLAND-0.64% Banque Cantonale Vaudoise (Diversified Banks)(a) 12,918 6,644,326 =========================================================================== TAIWAN-3.29% Feng Tay Enterprise Co., Ltd. (Footwear) 9,474,048 7,733,917 - --------------------------------------------------------------------------- Huaku Construction Corp. (Real Estate Management & Development) 3,507,000 8,001,045 - --------------------------------------------------------------------------- Hung Poo Real Estate Development Corp. (Real Estate Management & Development) 5,672,000 6,772,537 - --------------------------------------------------------------------------- Makalot Industrial Co., Ltd. (Textiles) 3,744,000 11,575,266 =========================================================================== 34,082,765 =========================================================================== THAILAND-1.67% Bangkok Expressway PCL (Highways & Railtracks) 9,336,500 6,380,235 - --------------------------------------------------------------------------- Siam Commercial Bank PCL (Diversified Banks) 5,167,000 10,921,992 =========================================================================== 17,302,227 =========================================================================== UNITED KINGDOM-5.39% Amlin PLC (Multi-Line Insurance)(a) 1,664,400 9,353,919 - --------------------------------------------------------------------------- Findel PLC (Catalog Retail)(a) 290,200 4,188,164 - --------------------------------------------------------------------------- Hikma Pharmaceuticals PLC (Pharmaceuticals)(a) 601,953 4,593,900 - --------------------------------------------------------------------------- Hikma Pharmaceuticals PLC (Pharmaceuticals) (Acquired 11/01/05; Cost $2,377,183)(a)(c) 463,000 3,533,458 - --------------------------------------------------------------------------- Homeserve PLC (Diversified Commercial & Professional Services)(a) 350,400 12,548,981 - --------------------------------------------------------------------------- Informa PLC (Publishing)(a) 782,859 8,703,432 - --------------------------------------------------------------------------- Mitie Group PLC (Environmental & Facilities Services)(a) 2,469,500 13,003,777 =========================================================================== 55,925,631 =========================================================================== Total Foreign Common Stocks & Other Equity Interests (Cost $610,521,016) 931,661,581 =========================================================================== </Table> 6 AIM International Small Company Fund <Table> <Caption> SHARES VALUE - -------------------------------------------------------------------------- FOREIGN PREFERRED STOCKS-1.93% BRAZIL-0.98% Duratex S.A.-Pfd. (Building Products) 355,800 $ 10,236,328 ========================================================================== GERMANY-0.95% Fuchs Petrolub A.G.-Pfd. (Commodity Chemicals) 106,100 9,836,671 ========================================================================== Total Foreign Preferred Stocks (Cost $10,929,598) 20,072,999 ========================================================================== </Table> <Table> SHARES VALUE - -------------------------------------------------------------------------- <Caption> MONEY MARKET FUNDS-8.10% Liquid Assets Portfolio-Institutional Class(g) 41,990,090 $ 41,990,090 - -------------------------------------------------------------------------- Premier Portfolio-Institutional Class(g) 41,990,090 41,990,090 ========================================================================== Total Money Market Funds (Cost $83,980,180) 83,980,180 ========================================================================== TOTAL INVESTMENTS-99.85% (Cost $705,430,794) 1,035,714,760 - -------------------------------------------------------------------------- OTHER ASSETS LESS LIABILITIES-0.15% 1,574,274 - -------------------------------------------------------------------------- NET ASSETS-100.00% $1,037,289,034 __________________________________________________________________________ ========================================================================== </Table> Investment Abbreviations: <Table> CPO - Certificates of Ordinary Participation Pfd. - Preferred SDR - Swedish Depositary Receipt </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) 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 June 30, 2007 was $412,981,299, which represented 39.81% of the Fund's Net Assets. See Note 1A. (b) Each unit represents one common share and four preferred shares. (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 June 30, 2007 was $41,964,704, which represented 4.05% of the Fund's Net Assets. Unless otherwise indicated, these securities are not considered to be illiquid. (d) Each unit represents one ordinary share and two preferred shares. (e) Non-income producing security. (f) 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 June 30, 2007 was $27,020,579, which represented 2.60% of the Fund's Net Assets. See Note 3. (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. 7 AIM International Small Company Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $590,131,035) $ 924,714,001 - ------------------------------------------------------------ Investments in affiliates (Cost $115,299,759) 111,000,759 ============================================================ Total investments (Cost $705,430,794) 1,035,714,760 ============================================================ Foreign currencies, at value (Cost $4,588,369) 4,579,898 - ------------------------------------------------------------ Receivables for: Investments sold 1,831,056 - ------------------------------------------------------------ Fund shares sold 1,266,919 - ------------------------------------------------------------ Dividends 3,241,115 - ------------------------------------------------------------ Investment for trustee deferred compensation and retirement plans 28,658 - ------------------------------------------------------------ Other assets 90,526 ============================================================ Total assets 1,046,752,932 ____________________________________________________________ ============================================================ LIABILITIES: Payables for: Investments purchased 6,287,120 - ------------------------------------------------------------ Fund shares reacquired 1,786,004 - ------------------------------------------------------------ Trustee deferred compensation and retirement plans 56,071 - ------------------------------------------------------------ Accrued distribution fees 350,947 - ------------------------------------------------------------ Accrued trustees' and officer's fees and benefits 5,780 - ------------------------------------------------------------ Accrued transfer agent fees 252,942 - ------------------------------------------------------------ Accrued operating expenses 725,034 ============================================================ Total liabilities 9,463,898 ============================================================ Net assets applicable to shares outstanding $1,037,289,034 ____________________________________________________________ ============================================================ NET ASSETS CONSIST OF: Shares of beneficial interest $ 558,380,011 - ------------------------------------------------------------ Undistributed net investment income 9,689,810 - ------------------------------------------------------------ Undistributed net realized gain 138,902,867 - ------------------------------------------------------------ Unrealized appreciation 330,316,346 ============================================================ $1,037,289,034 ____________________________________________________________ ============================================================ NET ASSETS: Class A $ 766,137,341 ____________________________________________________________ ============================================================ Class B $ 92,101,787 ____________________________________________________________ ============================================================ Class C $ 144,632,499 ____________________________________________________________ ============================================================ Institutional Class $ 34,417,407 ____________________________________________________________ ============================================================ SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 26,581,648 ____________________________________________________________ ============================================================ Class B 3,311,885 ____________________________________________________________ ============================================================ Class C 5,202,364 ____________________________________________________________ ============================================================ Institutional Class 1,191,287 ____________________________________________________________ ============================================================ Class A: Net asset value per share $ 28.82 - ------------------------------------------------------------ Offering price per share (Net asset value of $28.82 divided by 94.50%) $ 30.50 ____________________________________________________________ ============================================================ Class B: Net asset value and offering price per share $ 27.81 ____________________________________________________________ ============================================================ Class C: Net asset value and offering price per share $ 27.80 ____________________________________________________________ ============================================================ Institutional Class: Net asset value and offering price per share $ 28.89 ____________________________________________________________ ============================================================ </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 8 AIM International Small Company Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends (net of foreign withholding taxes of $1,550,864) $ 14,045,753 - -------------------------------------------------------------------------- Dividends from affiliates 1,194,579 - -------------------------------------------------------------------------- Interest 15,300 ========================================================================== Total investment income 15,255,632 ========================================================================== EXPENSES: Advisory fees 4,444,997 - -------------------------------------------------------------------------- Administrative services fees 122,492 - -------------------------------------------------------------------------- Custodian fees 478,348 - -------------------------------------------------------------------------- Distribution fees: Class A 857,980 - -------------------------------------------------------------------------- Class B 442,720 - -------------------------------------------------------------------------- Class C 664,733 - -------------------------------------------------------------------------- Transfer agent fees -- A, B and C 691,161 - -------------------------------------------------------------------------- Transfer agent fees -- Institutional 360 - -------------------------------------------------------------------------- Trustees' and officer's fees and benefits 21,531 - -------------------------------------------------------------------------- Other 163,190 ========================================================================== Total expenses 7,887,512 ========================================================================== Less: Fees waived and expense offset arrangements (230,817) ========================================================================== Net expenses 7,656,695 ========================================================================== Net investment income 7,598,937 ========================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from: Investment securities 119,848,044 - -------------------------------------------------------------------------- Foreign currencies (64,038) ========================================================================== 119,784,006 ========================================================================== Change in net unrealized appreciation (depreciation) of: Investment securities (net of estimated tax on foreign investments held of $321,654 -- See Note 1J) 38,641,424 - -------------------------------------------------------------------------- Foreign currencies (8,973) ========================================================================== 38,632,451 ========================================================================== Net realized and unrealized gain 158,416,457 ========================================================================== Net increase in net assets resulting from operations $166,015,394 __________________________________________________________________________ ========================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 9 AIM International Small Company Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - ----------------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 7,598,937 $ 5,811,195 - ----------------------------------------------------------------------------------------------- Net realized gain 119,784,006 133,222,623 - ----------------------------------------------------------------------------------------------- Change in net unrealized appreciation 38,632,451 102,028,332 =============================================================================================== Net increase in net assets resulting from operations 166,015,394 241,062,150 =============================================================================================== Distributions to shareholders from net investment income: Class A -- (5,297,354) - ----------------------------------------------------------------------------------------------- Class B -- (43,484) - ----------------------------------------------------------------------------------------------- Class C -- (62,515) - ----------------------------------------------------------------------------------------------- Institutional Class -- (217,022) =============================================================================================== Total distributions from net investment income -- (5,620,375) =============================================================================================== Distributions to shareholders from net realized gains: Class A -- (89,560,807) - ----------------------------------------------------------------------------------------------- Class B -- (12,573,535) - ----------------------------------------------------------------------------------------------- Class C -- (18,076,517) - ----------------------------------------------------------------------------------------------- Institutional Class -- (2,563,644) =============================================================================================== Total distributions from net realized gains -- (122,774,503) =============================================================================================== Decrease in net assets resulting from distributions -- (128,394,878) =============================================================================================== Share transactions-net: Class A 8,531,691 102,177,107 - ----------------------------------------------------------------------------------------------- Class B (9,606,007) (4,011,685) - ----------------------------------------------------------------------------------------------- Class C (2,667,609) 3,549,363 - ----------------------------------------------------------------------------------------------- Institutional Class 9,916,955 18,627,116 =============================================================================================== Net increase in net assets resulting from share transactions 6,175,030 120,341,901 =============================================================================================== Net increase in net assets 172,190,424 233,009,173 =============================================================================================== NET ASSETS: Beginning of period 865,098,610 632,089,437 =============================================================================================== End of period (including undistributed net investment income of $9,689,810 and $2,090,873, respectively) $1,037,289,034 $ 865,098,610 _______________________________________________________________________________________________ =============================================================================================== </Table> NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM International Small Company Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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"). 10 AIM International Small Company Fund Investments in open-end 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 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. 11 AIM International Small Company Fund 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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 0.95% the Fund's average daily net assets. Effective July 1, 2007, the Trustees approved a reduced contractual advisory fee schedule for the Fund. Prior to July 1, 2007 AIM had contractually waived advisory fees to the same reduced advisory fee schedule. Under the terms of the investment advisory agreement, the Fund will pay an advisory fee to AIM based on the following annual rates of the Fund's average daily net assets: <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> Further, effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $217,723. 12 AIM International Small Company Fund At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 Plan payments, up to 0.25% of the average daily net assets of each class of 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it retained $38,121 in front-end sales commissions from the sale of Class A shares and $4,088, $30,922 and $7,949 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 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - ----------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $10,576,560 $ 90,653,373 $ (59,239,843) $41,990,090 $ 598,814 - ----------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 10,576,560 90,653,373 (59,239,843) 41,990,090 595,765 ================================================================================================================= Subtotal $21,153,120 $181,306,746 $(118,479,686) $83,980,180 $1,194,579 ================================================================================================================= </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 six months ended June 30, 2007. <Table> <Caption> CHANGE IN UNREALIZED VALUE PURCHASES PROCEEDS APPRECIATION VALUE DIVIDEND REALIZED 12/31/06 AT COST FROM SALES (DEPRECIATION) 06/30/07 INCOME GAIN (LOSS) - ----------------------------------------------------------------------------------------------------------------------------------- Bonnett's Energy Services Trust (Canada) $ 8,597,186 $ -- $ (910,598) $ (325,357) $ 6,014,807 $ -- $(1,346,424) - ----------------------------------------------------------------------------------------------------------------------------------- Joongang Construction Co., Ltd. (South Korea) -- 2,262,766 -- 4,334,414 6,597,180 -- -- - ----------------------------------------------------------------------------------------------------------------------------------- Stoneham Drilling Trust (Canada) 8,514,657 -- (1,715,476) 709,304 7,024,648 -- (483,837) - ----------------------------------------------------------------------------------------------------------------------------------- Transat A.T. Inc.-Class A (Canada) 9,374,842 -- (3,410,060) 115,249 7,383,944 -- 1,303,913 =================================================================================================================================== Subtotal $26,486,685 $ 2,262,766 $ (6,036,134) $4,833,610 $ 27,020,579 $ -- $ (526,348) =================================================================================================================================== Total Investments in Affiliates $47,639,805 $183,569,512 $(124,515,820) $4,833,610 $111,000,759 $1,194,579 $ (526,348) ___________________________________________________________________________________________________________________________________ =================================================================================================================================== </Table> 13 AIM International Small Company Fund 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 and (ii) custodian credits which result from periodic overnight cash balances at the custodian. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $13,094. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $3,919 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 participates 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 six months ended June 30, 2007, 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--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. The Fund did not have a capital loss carryforward as of December 31, 2006. 14 AIM International Small Company 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 six months ended June 30, 2007 was $230,328,857 and $266,908,869, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $343,973,693 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (14,033,435) ============================================================================== Net unrealized appreciation of investment securities $329,940,258 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $705,774,502. </Table> 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 and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a CDSC. Institutional Class shares are sold at net asset value. 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 - ----------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(A) DECEMBER 31, 2006 -------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT - ----------------------------------------------------------------------------------------------------------------------- Sold: Class A 3,693,804 $ 97,851,706 8,559,613 $ 208,963,602 - ----------------------------------------------------------------------------------------------------------------------- Class B 94,940 2,409,153 543,420 12,911,084 - ----------------------------------------------------------------------------------------------------------------------- Class C 493,984 12,540,431 1,046,424 24,956,886 - ----------------------------------------------------------------------------------------------------------------------- Institutional Class 437,351 11,346,603 653,962 16,208,677 ======================================================================================================================= Issued as reinvestment of dividends: Class A -- -- 3,511,862 83,547,180 - ----------------------------------------------------------------------------------------------------------------------- Class B -- -- 512,479 11,812,639 - ----------------------------------------------------------------------------------------------------------------------- Class C -- -- 723,391 16,666,945 - ----------------------------------------------------------------------------------------------------------------------- Institutional Class -- -- 116,835 2,780,666 ======================================================================================================================= Automatic conversion of Class B shares to Class A shares: Class A 136,107 3,630,349 174,636 4,328,444 - ----------------------------------------------------------------------------------------------------------------------- Class B (140,850) (3,630,349) (180,293) (4,328,444) ======================================================================================================================= Reacquired:(b) Class A (3,574,431) (92,950,364) (7,933,240) (194,662,119) - ----------------------------------------------------------------------------------------------------------------------- Class B (332,240) (8,384,811) (1,026,369) (24,406,964) - ----------------------------------------------------------------------------------------------------------------------- Class C (605,807) (15,208,040) (1,612,948) (38,074,468) - ----------------------------------------------------------------------------------------------------------------------- Institutional Class (48,990) (1,429,648) (15,262) (362,227) ======================================================================================================================= 153,868 $ 6,175,030 5,074,510 $ 120,341,901 _______________________________________________________________________________________________________________________ ======================================================================================================================= </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 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 $8,658, $1,094, $1,664 and $378 for Class A, Class B, Class C and Institutional Class shares, respectively, for the six months ended June 30, 2007 and $32,386, $4,565, $6,502 and $638 for Class A, Class B, Class C and Institutional Class shares respectively, for the year ended December 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 15 AIM International Small Company 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 ----------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, --------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ---------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 24.13 $ 20.52 $ 16.17 $ 12.08 $ 6.91 $ 7.10 - ---------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.23(a) 0.23(a) 0.07 (0.03)(a) (0.04)(a) (0.06)(a) - ---------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.46 7.54 5.12 4.34 5.24 (0.13) ====================================================================================================================== Total from investment operations 4.69 7.77 5.19 4.31 5.20 (0.19) ====================================================================================================================== Less distributions: Dividends from net investment income -- (0.23) (0.05) (0.00) (0.03) -- - ---------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.93) (0.79) (0.22) -- -- ====================================================================================================================== Total distributions -- (4.16) (0.84) (0.22) (0.03) -- ====================================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 0.00 -- ====================================================================================================================== Net asset value, end of period $ 28.82 $ 24.13 $ 20.52 $ 16.17 $ 12.08 $ 6.91 ______________________________________________________________________________________________________________________ ====================================================================================================================== Total return(b) 19.44% 38.18% 32.21% 35.83% 75.10% (2.68)% ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $766,137 $635,318 $451,630 $257,579 $87,269 $9,703 ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.47%(c) 1.54% 1.61% 1.83% 2.00% 2.01% - ---------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.52%(c) 1.58% 1.64% 1.85% 2.35% 3.03% ====================================================================================================================== Ratio of net investment income (loss) to average net assets 1.79%(c) 0.93% 0.42% (0.19)% (0.46)% (0.85)% ______________________________________________________________________________________________________________________ ====================================================================================================================== Portfolio turnover rate(d) 26% 69% 60% 87% 93% 118% ______________________________________________________________________________________________________________________ ====================================================================================================================== </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 annualized and based on average daily net assets of $692,072,051. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 16 AIM International Small Company Fund NOTE 11--FINANCIAL HIGHLIGHTS--(CONTINUED) The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS B ------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, -------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 23.37 $ 19.95 $ 15.81 $ 11.89 $ 6.84 $ 7.07 - ------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) 0.13(a) 0.04(a) (0.05) (0.11)(a) (0.10)(a) (0.11)(a) - ------------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 4.31 7.32 4.98 4.25 5.15 (0.12) ======================================================================================================================== Total from investment operations 4.44 7.36 4.93 4.14 5.05 (0.23) ======================================================================================================================== Less distributions: Dividends from net investment income -- (0.01) -- -- -- -- - ------------------------------------------------------------------------------------------------------------------------ Distributions from net realized gains -- (3.93) (0.79) (0.22) -- -- ======================================================================================================================== Total distributions -- (3.94) (0.79) (0.22) -- -- ======================================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 0.00 -- ======================================================================================================================== Net asset value, end of period $ 27.81 $ 23.37 $ 19.95 $ 15.81 $ 11.89 $ 6.84 ________________________________________________________________________________________________________________________ ======================================================================================================================== Total return(b) 19.00% 37.20% 31.28% 34.94% 73.83% (3.25)% ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $92,102 $86,236 $76,626 $47,942 $16,543 $3,918 ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.22%(c) 2.29% 2.35% 2.48% 2.65% 2.66% - ------------------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 2.27%(c) 2.33% 2.38% 2.50% 3.00% 3.68% ======================================================================================================================== Ratio of net investment income (loss) to average net assets 1.04%(c) 0.18% (0.32)% (0.84)% (1.11)% (1.50)% ________________________________________________________________________________________________________________________ ======================================================================================================================== Portfolio turnover rate(d) 26% 69% 60% 87% 93% 118% ________________________________________________________________________________________________________________________ ======================================================================================================================== </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 annualized and based on average daily net assets of $89,277,784. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 17 AIM International Small Company Fund NOTE 11--FINANCIAL HIGHLIGHTS--(CONTINUED) The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS C -------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, --------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 23.36 $ 19.94 $ 15.81 $ 11.89 $ 6.83 $ 7.07 - ------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.13(a) 0.04(a) (0.05) (0.11)(a) (0.10)(a) (0.11)(a) - ------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 4.31 7.32 4.97 4.25 5.16 (0.13) ========================================================================================================================= Total from investment operations 4.44 7.36 4.92 4.14 5.06 (0.24) ========================================================================================================================= Less distributions: Dividends from net investment income -- (0.01) -- -- -- -- - ------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.93) (0.79) (0.22) -- -- ========================================================================================================================= Total distributions -- (3.94) (0.79) (0.22) -- -- ========================================================================================================================= Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 0.00 0.00 -- ========================================================================================================================= Net asset value, end of period $ 27.80 $ 23.36 $ 19.94 $ 15.81 $11.89 $ 6.83 _________________________________________________________________________________________________________________________ ========================================================================================================================= Total return(b) 19.01% 37.21% 31.22% 34.94% 74.09% (3.39)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $144,632 $124,161 $102,861 $47,818 $9,208 $2,849 _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.22%(c) 2.29% 2.35% 2.48% 2.65% 2.66% - ------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.27%(c) 2.33% 2.38% 2.50% 3.00% 3.68% ========================================================================================================================= Ratio of net investment income (loss) to average net assets 1.04%(c) 0.18% (0.32)% (0.84)% (1.11)% (1.50)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Portfolio turnover rate(d) 26% 69% 60% 87% 93% 118% _________________________________________________________________________________________________________________________ ========================================================================================================================= </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 annualized and based on average daily net assets of $134,048,440. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 18 AIM International Small Company Fund NOTE 11--FINANCIAL HIGHLIGHTS--(CONTINUED) The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> INSTITUTIONAL CLASS ------------------------------------------------- OCTOBER 25, 2005 SIX MONTHS (DATE OPERATIONS ENDED YEAR ENDED COMMENCED) TO JUNE 30, DECEMBER 31, DECEMBER 31, 2007 2006 2005 - --------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 24.14 $ 20.52 $18.73 - --------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income 0.29(a) 0.33(a) 0.03 - --------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 4.46 7.55 2.61 =============================================================================================================== Total from investment operations 4.75 7.88 2.64 =============================================================================================================== Less distributions: Dividends from net investment income -- (0.33) (0.06) - --------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (3.93) (0.79) =============================================================================================================== Total distributions -- (4.26) (0.85) =============================================================================================================== Redemption fees added to shares of beneficial interest 0.00 0.00 0.00 =============================================================================================================== Net asset value, end of period $ 28.89 $ 24.14 $20.52 _______________________________________________________________________________________________________________ =============================================================================================================== Total return(b) 19.68% 38.73% 14.19% _______________________________________________________________________________________________________________ =============================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $34,417 $19,384 $ 972 _______________________________________________________________________________________________________________ =============================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.07%(c) 1.14% 1.18%(d) - --------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.12%(c) 1.18% 1.21%(d) =============================================================================================================== Ratio of net investment income to average net assets 2.19%(c) 1.33% 0.85%(d) _______________________________________________________________________________________________________________ =============================================================================================================== Portfolio turnover rate(e) 26% 69% 60% _______________________________________________________________________________________________________________ =============================================================================================================== </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 annualized and based on average daily net assets of $28,145,725. (d) Annualized. (e) 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. 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 A I M Advisors, Inc. ("AIM") and AIM Distributors, Inc. ("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. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), 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; 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. 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, 19 AIM International Small Company Fund NOTE 12--LEGAL PROCEEDINGS--(CONTINUED) 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 INVESCO PLC'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 INVESCO 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. 20 AIM INTERNATIONAL SMALL COMPANY FUND CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to use this information to compare the estimate the expenses that you paid over ongoing costs of investing in the Fund and As a shareholder of the Fund, you incur the period. Simply divide your account other funds. To do so, compare this 5% two types of costs: (1) transaction costs, value by $1,000 (for example, an $8,600 hypothetical example with the 5% which may include sales charges (loads) on account value divided by $1,000 = 8.6), hypothetical examples that appear in the purchase payments or contingent deferred then multiply the result by the number in shareholder reports of the other funds. sales charges on redemptions, and the table under the heading entitled redemption fees, if any; and (2) ongoing "Actual Expenses Paid During Period" to Please note that the expenses shown in costs, including management fees; estimate the expenses you paid on your the table are meant to highlight your distribution and/or service (12b-1) fees; account during this period. ongoing costs only and do not reflect any and other Fund expenses. This example is transaction costs, such as sales charges intended to help you understand your HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs (in dollars) of investing in PURPOSES deferred sales charges on redemptions, and the Fund and to compare these costs with redemption fees, if any. Therefore, the ongoing costs of investing in other mutual The table below also provides information hypothetical information is useful in funds. The example is based on an about hypothetical account values and comparing ongoing costs only, and will not investment of $1,000 invested at the hypothetical expenses based on the Fund's help you determine the relative total beginning of the period and held for the actual expense ratio and an assumed rate costs of owning different funds. In entire period January 1, 2007, through of return of 5% per year before expenses, addition, if these transaction costs were June 30, 2007. which is not the Fund's actual return. included, your costs would have been higher. ACTUAL EXPENSES The hypothetical account values and expenses may not be used to estimate the The table below provides information about actual ending account balance or expenses actual account values and actual expenses. you paid for the period. You may 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,194.40 $ 8.00 $1,017.50 $ 7.35 1.47% B 1,000.00 1,190.00 12.05 1,013.79 11.08 2.22 C 1,000.00 1,190.10 12.06 1,013.79 11.08 2.22 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 21 AIM INTERNATIONAL SMALL COMPANY FUND APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM expenses of their assigned funds. The June 27, 2007 and does not reflect any Funds Group is required under the Investments Committee considers each changes that may have occurred since that Investment Company Act of 1940 to approve Sub-Committee's recommendations and makes date, including but not limited to changes annually the renewal of the AIM its own recommendations regarding the to the Fund's performance, advisory fees, International Small Company Fund (the performance, fees and expenses of the AIM expense limitations and/or fee waivers. Fund) investment advisory agreement with A Funds to the full Board. Moreover, the I M Advisors, Inc. (AIM). During contract Investments Committee considers each A. NATURE, EXTENT AND QUALITY OF SERVICES renewal meetings held on June 25-27, 2007, SubCommittee's recommendations in making PROVIDED BY AIM the Board as a whole and the disinterested its annual recommendation to the Board or "independent" Trustees, voting whether to approve the continuance of each The Board reviewed the advisory services separately, approved the continuance of AIM Fund's investment advisory agreement provided to the Fund by AIM under the the Fund's investment advisory agreement and sub-advisory agreement, if applicable Fund's advisory agreement, the performance for another year, effective July 1, 2007. (advisory agreements), for another year. of AIM in providing these services, and In doing so, the Board determined that the the credentials and experience of the Fund's advisory agreement is in the best The independent Trustees, as mentioned officers and employees of AIM who provide interests of the Fund and its shareholders above, are assisted in their annual these services. The Board's review of the and that the compensation to AIM under the evaluation of the advisory agreements by qualifications of AIM to provide these Fund's advisory agreement is fair and the independent Senior Officer. One services included the Board's reasonable. responsibility of the Senior Officer is to consideration of AIM's portfolio and manage the process by which the AIM Funds' product review process, various back The independent Trustees met separately proposed management fees are negotiated office support functions provided by AIM, during their evaluation of the Fund's during the annual contract renewal process and AIM's equity and fixed income trading investment advisory agreement with to ensure that they are negotiated in a operations. The Board concluded that the independent legal counsel from whom they manner which is at arms' length and nature, extent and quality of the advisory received independent legal advice, and the reasonable. Accordingly, the Senior services provided to the Fund by AIM were independent Trustees also received Officer must either supervise a appropriate and that AIM currently is assistance during their deliberations from competitive bidding process or prepare an providing satisfactory advisory services the independent Senior Officer, a independent written evaluation. The Senior in accordance with the terms of the Fund's full-time officer of the AIM Funds who Officer has recommended that an advisory agreement. In addition, based on reports directly to the independent independent written evaluation be provided their ongoing meetings throughout the year Trustees. The following discussion more and, upon the direction of the Board, has with the Fund's portfolio managers, the fully describes the process employed by prepared an independent written Board concluded that these individuals are the Board to evaluate the performance of evaluation. competent and able to continue to carry the AIM Funds (including the Fund) out their responsibilities under the throughout the year and, more During the annual contract renewal Fund's advisory agreement. specifically, during the annual contract process, the Board considered the factors renewal meetings. discussed below under the heading "Factors In determining whether to continue the and Conclusions and Summary of Independent Fund's advisory agreement, the Board THE BOARD'S FUND EVALUATION PROCESS Written Fee Evaluation" in evaluating the considered the prior relationship between fairness and reasonableness of the Fund's AIM and the Fund, as well as the Board's The Board's Investments Committee has advisory agreement at the contract renewal knowledge of AIM's operations, and established three Sub-Committees which are meetings and at their meetings throughout concluded that it was beneficial to responsible for overseeing the management the year as part of their ongoing maintain the current relationship, in of a number of the series portfolios of oversight of the Fund. The Fund's advisory part, because of such knowledge. The Board the AIM Funds. This Sub-Committee agreement was considered separately, also considered the steps that AIM and its structure permits the Trustees to focus on although the Board also considered the affiliates have taken over the last the performance of the AIM Funds that have common interests of all of the AIM Funds several years to improve the quality and been assigned to them. The Sub-Committees in their deliberations. The Board efficiency of the services they provide to meet throughout the year to review the comprehensively considered all of the the Funds in the areas of investment performance of their assigned funds, and information provided to them and did not performance, product line diversification, the Sub-Committees review monthly and identify any particular factor that was distribution, fund operations, shareholder quarterly comparative performance controlling. Furthermore, each Trustee may services and compliance. The Board information and periodic asset flow data have evaluated the information provided concluded that the quality and efficiency for their assigned funds. These materials differently from one another and of the services AIM and its affiliates are prepared under the direction and attributed different weight to the various provide to the AIM Funds in each of these supervision of the independent Senior factors. The Trustees recognized that the areas have generally improved, and support Officer. Over the course of each year, the advisory arrangements and resulting the Board's approval of the continuance of Sub-Committees meet with portfolio advisory fees for the Fund and the other the Fund's advisory agreement. managers for their assigned funds and AIM Funds are the result of years of other members of management and review review and negotiation between the B. FUND PERFORMANCE with these individuals the performance, Trustees and AIM, that the Trustees may investment objective(s), policies, focus to a greater extent on certain The Board compared the Fund's performance strategies and limitations of these funds. aspects of these arrangements in some during the past one, three and five years than others, and that the Trustees' calendar years to the performance of funds In addition to their meetings deliberations and conclusions in a in the Fund's Lipper peer group that are throughout the year, the Sub-Committees particular year may be based in part on not managed by AIM, and against the meet at designated contract renewal their deliberations and conclusions of performance of all funds in the Lipper meetings each year to conduct an in-depth these same arrangements throughout the International Small/Mid-Cap Growth Funds review of the performance, fees and year and in prior years. Index. The Board also reviewed the expenses of their assigned funds. During methodology used by Lipper to identify the the contract renewal process, the Trustees FACTORS AND CONCLUSIONS AND SUMMARY OF Fund's peers. The Board noted that the receive comparative performance and fee INDEPENDENT WRITTEN FEE EVALUATION Fund's performance was above the median data regarding all the AIM Funds prepared performance of its peers for the one, by an independent company, Lipper, Inc., The discussion below serves as a three and five year periods. The Board under the direction and supervision of the summary of the Senior Officer's noted that the Fund's performance was independent Senior Officer who also independent written evaluation, as well as above the performance of the Index for the prepares a separate analysis of this a discussion of the material factors and one, three and five year periods. The information for the Trustees. Each related conclusions that formed the basis Board also considered the steps AIM has Sub-Committee then makes recommendations for the Board's approval of the Fund's taken over the last several years to to the Investments Committee regarding the advisory agreement. Unless otherwise improve the quality and efficiency of the performance, fees and stated, information set forth below is as services that AIM provides to the AIM of Funds. The Board concluded that (continued) 22 AIM INTERNATIONAL SMALL COMPANY FUND AIM continues to be responsive to the noted that the Fund shares directly in The Board considered the benefits Board's focus on fund performance. economies of scale through lower fees realized by AIM as a result of portfolio Although the independent written charged by third party service providers brokerage transactions executed through evaluation of the Fund's Senior Officer based on the combined size of all of the "soft dollar" arrangements. Under these (discussed below) only considered Fund AIM Funds and affiliates. arrangements, portfolio brokerage performance through the most recent commissions paid by the Fund and/or other calendar year, the Board also reviewed E. PROFITABILITY AND FINANCIAL RESOURCES funds advised by AIM are used to pay for more recent Fund performance and this OF AIM research and execution services. The Board review did not change their conclusions. noted that soft dollar arrangements shift The Board reviewed information from AIM the payment obligation for the research C. ADVISORY FEES AND FEE WAIVERS concerning the costs of the advisory and and executions services from AIM to the other services that AIM and its affiliates funds and therefore may reduce AIM's The Board compared the Fund's contractual provide to the Fund and the profitability expenses. The Board also noted that advisory fee rate to the contractual of AIM and its affiliates in providing research obtained through soft dollar advisory fee rates of funds in the Fund's these services. The Board also reviewed arrangements may be used by AIM in making Lipper peer group that are not managed by information concerning the financial investment decisions for the Fund and may AIM, at a common asset level and as of the condition of AIM and its affiliates. The therefore benefit Fund shareholders. The end of the past calendar year. The Board Board also reviewed with AIM the Board concluded that AIM's soft dollar noted that the Fund's advisory fee rate methodology used to prepare the arrangements were appropriate. The Board was comparable to the median advisory fee profitability information. The Board also concluded that, based on their review rate of its peers. The Board also reviewed considered the overall profitability of and representations made by AIM, these the methodology used by Lipper and noted AIM, as well as the profitability of AIM arrangements were consistent with that the contractual fee rates shown by in connection with managing the Fund. The regulatory requirements. Lipper include any applicable long-term Board noted that AIM continues to operate contractual fee waivers. The Board noted at a net profit, although increased The Board considered the fact that the that AIM does not serve as an advisor to expenses in recent years have reduced the Fund's uninvested cash and cash collateral other mutual funds or other clients with profitability of AIM and its affiliates. from any securities lending arrangements investment strategies comparable to those The Board concluded that the Fund's may be invested in money market funds of the Fund. advisory fees were fair and reasonable, advised by AIM pursuant to procedures and that the level of profits realized by approved by the Board. The Board noted The Board noted that AIM has not AIM and its affiliates from providing that AIM will receive advisory fees from proposed any advisory fee waivers or services to the Fund was not excessive in these affiliated money market funds expense limitations for the Fund. However, light of the nature, quality and extent of attributable to such investments, although the Board also noted that AIM has the services provided. The Board AIM has contractually agreed to waive the recommended that the Board approve an considered whether AIM is financially advisory fees payable by the Fund with amendment to the Fund's contractual sound and has the resources necessary to respect to its investment of uninvested advisory fee schedule that would implement perform its obligations under the Fund's cash in these affiliated money market the contractual advisory fee waiver that advisory agreement, and concluded that AIM funds through at least June 30, 2008. The had been formerly committed to by AIM, has the financial resources necessary to Board considered the contractual nature of which waiver provided for lower effective fulfill these obligations. this fee waiver and noted that it remains fee rates at all asset levels than the in effect until at least June 30, 2008. Fund's current contractual advisory fee F. INDEPENDENT WRITTEN EVALUATION OF THE The Board concluded that the Fund's schedule. The Board noted that AIM's FUND'S SENIOR OFFICER investment of uninvested cash and cash recommendation was made in response to the collateral from any securities lending recommendation of the independent Senior The Board noted that, upon their arrangements in the affiliated money Officer that AIM consider whether the direction, the Senior Officer of the Fund, market funds is in the best interests of advisory fee waivers for certain equity who is independent of AIM and AIM's the Fund and its shareholders. AIM Funds, including the Fund, should be affiliates, had prepared an independent simplified. The Board concluded that it written evaluation to assist the Board in would be appropriate to approve the determining the reasonableness of the proposed amendment to the Fund's proposed management fees of the AIM Funds, contractual advisory fee schedule and that including the Fund. The Board noted that it was not necessary at this time to they had relied upon the Senior Officer's discuss with AIM whether to implement any written evaluation instead of a fee waivers or expense limitations for the competitive bidding process. In Fund. determining whether to continue the Fund's advisory agreement, the Board considered After taking account of the Fund's the Senior Officer's written evaluation. contractual advisory fee rate, as well as the comparative advisory fee information G. COLLATERAL BENEFITS TO AIM AND ITS discussed above, the Board concluded that AFFILIATES the Fund's advisory fees were fair and reasonable. The Board considered various other benefits received by AIM and its D. ECONOMIES OF SCALE AND BREAKPOINTS affiliates resulting from AIM's relationship with the Fund, including the The Board considered the extent to which fees received by AIM and its affiliates there are economies of scale in AIM's for their provision of administrative, provision of advisory services to the transfer agency and distribution services Fund. The Board also considered whether to the Fund. The Board considered the the Fund benefits from such economies of performance of AIM and its affiliates in scale through contractual breakpoints in providing these services and the the Fund's advisory fee schedule or organizational structure employed by AIM through advisory fee waivers or expense and its affiliates to provide these limitations. The Board noted that the services. The Board also considered that Fund's contractual advisory fee schedule these services are provided to the Fund currently does not include any breakpoints pursuant to written contracts which are but that the amendment to the Fund's reviewed and approved on an annual basis contractual advisory fee schedule by the Board. The Board concluded that AIM discussed above provides for seven and its affiliates were providing these breakpoints. Based on this information, services in a satisfactory manner and in the Board concluded that the Fund's accordance with the terms of their advisory fees will appropriately reflect contracts, and were qualified to continue economies of scale upon the Board's to provide these services to the Fund. approval of the amendment to the Fund's contractual advisory fee schedule. The Board also 23 Supplement to Semiannual Report dated 6/30/07 AIM INTERNATIONAL SMALL COMPANY FUND INSTITUTIONAL CLASS SHARES ========================================== HAD THE ADVISOR NOT WAIVED FEES AND/OR AVERAGE ANNUAL TOTAL RETURNS REIMBURSED EXPENSES IN THE PAST, The following information has been PERFORMANCE WOULD HAVE BEEN LOWER. prepared to provide Institutional Class For periods ended 6/30/07 shareholders with a performance overview PLEASE NOTE THAT PAST PERFORMANCE IS specific to their holdings. Institutional Inception 20.77% NOT INDICATIVE OF FUTURE RESULTS. MORE Class shares are offered exclusively to 5 Years 35.08 RECENT RETURNS MAY BE MORE OR LESS THAN institutional investors, including defined 1 Year 38.94 THOSE SHOWN. ALL RETURNS ASSUME contribution plans that meet certain 6 Months* 19.68 REINVESTMENT OF DISTRIBUTIONS AT NAV. criteria. INVESTMENT RETURN AND PRINCIPAL VALUE WILL * Cumulative total return that has not FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, been annualized MAY BE WORTH MORE OR LESS THAN THEIR ========================================== ORIGINAL COST. SEE FULL REPORT FOR INFORMATION ON COMPARATIVE BENCHMARKS. INSTITUTIONAL CLASS SHARES' INCEPTION DATE PLEASE CONSULT YOUR FUND PROSPECTUS FOR IS OCTOBER 25, 2005. RETURNS SINCE THAT MORE INFORMATION. FOR THE MOST CURRENT DATE ARE HISTORICAL RETURNS. ALL OTHER MONTH-END PERFORMANCE, PLEASE CALL RETURNS ARE BLENDED RETURNS OF HISTORICAL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. 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 RULE 12B-1 FEES APPLICABLE TO CLASS A SHARES. CLASS A SHARES' INCEPTION DATE IS AUGUST 31, 2000. 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. A REDEMPTION FEE OF 2% WILL BE IMPOSED ON CERTAIN REDEMPTIONS OR EXCHANGES OUT OF ========================================== THE FUND WITHIN 30 DAYS OF PURCHASE. NASDAQ SYMBOL IEGIX EXCEPTIONS TO THE REDEMPTION FEE ARE ========================================== LISTED IN THE FUND'S PROSPECTUS. 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. [AIM INVESTMENTS LOGO] AIMinvestments.com ISC-INS-2 A I M Distributors, Inc. --REGISTERED TRADEMARK-- Information about your Fund's expenses 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 ongoing costs, including management fees value divided by $1,000 = 8.6), then you paid for the period. You may use this and other Fund expenses. This example is multiply the result by the number in the information to compare the ongoing costs intended to help you understand your table under the heading entitled "Actual of investing in the Fund and other funds. ongoing costs (in dollars) of investing in Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical the Fund and to compare these costs with the expenses you paid on your account example with the 5% hypothetical examples ongoing costs of investing in other mutual during this period. that appear in the shareholder reports of funds. The example is based on an the other funds. investment of $1,000 invested at the HYPOTHETICAL EXAMPLE FOR COMPARISON beginning of the period and held for the PURPOSES Please note that the expenses shown in entire period January 1, 2007, through the table are meant to highlight your June 30, 2007. The table below also provides information ongoing costs only. Therefore, the about hypothetical account values and hypothetical information is useful in ACTUAL EXPENSES hypothetical expenses based on the Fund's comparing ongoing costs only, and will not actual expense ratio and an assumed rate help you determine the relative total The table below provides information about of return of 5% per year before expenses, costs of owning different funds. actual account values and actual expenses. which is not the Fund's actual return. 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO Institutional $1,000.00 $1,196.80 $5.83 $1,019.49 $5.36 1.07% (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMinvestments.com ISC-INS-2 A I M Distributors, Inc. [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund and account The Fund provides a complete list of its holdings four times in information via e-mail. Once your quarterly statements, tax each fiscal year, at the quarter-ends. For the second and fourth forms, fund reports, and prospectuses are available, we will quarters, the lists appear in the Fund's semiannual and annual send you an e-mail notification containing links to these reports to shareholders. For the first and third quarters, the documents. For security purposes, you will need to log in to Fund files the lists with the Securities and Exchange Commission your account to view your statements and tax forms. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at AIMinvestments.com. From our home page, click on WHY SIGN UP? Products & Performance, then Mutual Funds, then Fund Overview. Select your Fund from the drop-down menu and click on Complete Register for eDelivery to: Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q o save your Fund the cost of printing and postage. may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of o reduce the amount of paper you receive. the Public Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by o gain access to your documents faster by not waiting for the electronic request at the following e-mail address: mail. publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o view your documents online anytime at your convenience. A description of the policies and procedures that the Fund uses to o save the documents to your personal computer or print them determine how to vote proxies relating to portfolio securities is out for your records. available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web site, HOW DO I SIGN UP? AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC It's easy. Just follow these simple steps: Web site, sec.gov. 1. Log in to your account. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2007, is 2. Click on the "Service Center" tab. available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy 3. Select "Register for eDelivery" and complete the consent Voting Activity. Next, select the Fund from the drop-down menu. process. The information is also available on the SEC Web site, sec.gov. This AIM service is provided by AIM Investment Services, Inc. ISC-SAR-1 A I M Distributors, Inc. [AIM INVESTMENTS LOGO] --REGISTERED TRADEMARK-- AIM MID CAP BASIC VALUE FUND Semiannual Report to Shareholders o June 30, 2007 DOMESTIC EQUITY Mid-Cap Value Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 6 Notes to Financial Statements ............ 9 Financial Highlights ..................... 15 Fund Expenses ............................ 20 Approval of Advisory Agreement ........... 21 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM MID CAP BASIC VALUE FUND Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of Trustees of the AIM Funds continues to focus on improved investment performance, [CROCKETT reduced shareholder costs, and high ethical standards. Since my last letter, your Board PHOTO] has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO of AIM Investments --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years Bruce L. Crockett of leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /s/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM MID CAP BASIC VALUE FUND FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 16.20% Class B Shares 15.86 Class C Shares 15.79 Class R Shares 16.07 S&P 500 Index(1) (Broad Market Index) 6.96 Russell Midcap Value Index(1) (Style-Specific Index) 8.69 Lipper Mid-Cap Value Funds Index(1) (Peer Group Index) 11.34 SOURCE: (1)LIPPER INC. The unmanaged S&P 500 --REGISTERED TRADEMARK-- Index is an index of common stocks frequently used as a general measure of U.S. stock market performance. The unmanaged Russell Midcap --REGISTERED TRADEMARK-- Value Index is a subset of the Russell Midcap --REGISTERED TRADEMARK-- Index, which represents the performance of the stocks of domestic mid-capitalization companies; the Value subset measures the performance of Russell Midcap companies with lower price/book ratios and lower forecasted growth values. The Russell Midcap Value Index and the Russell Midcap Index are trademarks/service marks of the Frank Russell Company. Russell --REGISTERED TRADEMARK-- is a trademark of the Frank Russell Company. The unmanaged Lipper Mid-Cap Value Funds Index represents an average of the performance of the largest mid-capitalization value funds tracked by Lipper Inc., an independent mutual fund performance monitor. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== THE INCEPTION DATE OF CLASS R SHARES) AT CLASS A SHARE PERFORMANCE REFLECTS THE FUND PERFORMANCE NET ASSET VALUE, ADJUSTED TO REFLECT THE MAXIMUM 5.50% SALES CHARGE, AND CLASS B HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS AND CLASS C SHARE PERFORMANCE REFLECTS THE As of 6/30/07, including applicable sales R SHARES. CLASS A SHARES' INCEPTION DATE APPLICABLE CONTINGENT DEFERRED SALES charges IS DECEMBER 31, 2001. CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE CDSC ON CLASS B SHARES DECLINES FROM 5% CLASS A SHARES THE PERFORMANCE DATA QUOTED REPRESENT BEGINNING AT THE TIME OF PURCHASE TO 0% AT Inception (12/31/01) 10.43% PAST PERFORMANCE AND CANNOT GUARANTEE THE BEGINNING OF THE SEVENTH YEAR. THE 5 Years 12.36 COMPARABLE FUTURE RESULTS; CURRENT CDSC ON CLASS C SHARES IS 1% FOR THE FIRST 1 Year 22.40 PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE YEAR AFTER PURCHASE. CLASS R SHARES DO NOT VISIT AIMINVESTMENTS.COM FOR THE MOST HAVE A FRONT-END SALES CHARGE; RETURNS CLASS B SHARES RECENT MONTH-END PERFORMANCE. PERFORMANCE SHOWN ARE AT NET ASSET VALUE AND DO NOT Inception (12/31/01) 10.70% FIGURES REFLECT REINVESTED DISTRIBUTIONS, REFLECT A 0.75% CDSC THAT MAY BE IMPOSED 5 Years 12.62 CHANGES IN NET ASSET VALUE AND THE EFFECT ON A TOTAL REDEMPTION OF RETIREMENT PLAN 1 Year 23.63 OF THE MAXIMUM SALES CHARGE UNLESS ASSETS WITHIN THE FIRST YEAR. OTHERWISE STATED. PERFORMANCE FIGURES DO CLASS C SHARES NOT REFLECT DEDUCTION OF TAXES A THE PERFORMANCE OF THE FUND'S SHARE Inception (12/31/01) 10.80% SHAREHOLDER WOULD PAY ON FUND CLASSES WILL DIFFER PRIMARILY DUE TO 5 Years 12.85 DISTRIBUTIONS OR SALE OF FUND SHARES. DIFFERENT SALES CHARGE STRUCTURES AND 1 Year 27.63 INVESTMENT RETURN AND PRINCIPAL VALUE WILL CLASS EXPENSES. FLUCTUATE SO THAT YOU MAY HAVE A GAIN OR CLASS R SHARES LOSS WHEN YOU SELL SHARES. Inception 11.37% 5 Years 13.44 THE TOTAL ANNUAL FUND OPERATING EXPENSE 1 Year 29.28 RATIO SET FORTH IN THE MOST RECENT FUND ========================================== PROSPECTUS AS OF THE DATE OF THIS REPORT FOR CLASS A, CLASS B, CLASS C AND CLASS R CLASS R SHARES' INCEPTION DATE IS APRIL SHARES WAS 1.53%, 2.28%, 2.28% AND 1.78%, 30, 2004. RETURNS SINCE THAT DATE ARE RESPECTIVELY. THE EXPENSE RATIOS PRESENTED HISTORICAL RETURNS. ALL OTHER RETURNS ARE ABOVE MAY VARY FROM THE EXPENSE RATIOS BLENDED RETURNS OF HISTORICAL CLASS R PRESENTED IN OTHER SECTIONS OF THIS REPORT SHARE PERFORMANCE AND RESTATED CLASS A THAT ARE BASED ON EXPENSES INCURRED DURING SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE PERIOD COVERED BY THIS REPORT. 3 AIM Mid Cap Basic Value Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Consumer Discretionary 22.1% - --------------------------------------------------------- Information Technology 20.4 - --------------------------------------------------------- Financials 18.1 - --------------------------------------------------------- Industrials 13.9 - --------------------------------------------------------- Health Care 11.8 - --------------------------------------------------------- Consumer Staples 5.6 - --------------------------------------------------------- Materials 4.6 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 3.5 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-96.50% ADVERTISING-3.16% Interpublic Group of Cos., Inc. (The)(a) 782,801 $ 8,923,931 ======================================================================= APPAREL RETAIL-4.33% Gap, Inc. (The) 302,476 5,777,292 - ----------------------------------------------------------------------- TJX Cos., Inc. (The) 235,380 6,472,950 ======================================================================= 12,250,242 ======================================================================= APPAREL, ACCESSORIES & LUXURY GOODS-3.29% Liz Claiborne, Inc. 249,276 9,297,995 ======================================================================= APPLICATION SOFTWARE-1.01% Epicor Software Corp.(a) 191,187 2,842,951 ======================================================================= ASSET MANAGEMENT & CUSTODY BANKS-3.39% FBR Capital Markets Corp.(a) 177,612 3,001,643 - ----------------------------------------------------------------------- Waddell & Reed Financial, Inc.-Class A 252,565 6,569,215 ======================================================================= 9,570,858 ======================================================================= BREWERS-3.37% Molson Coors Brewing Co.-Class B 102,949 9,518,665 ======================================================================= BUILDING PRODUCTS-1.99% American Standard Cos., Inc. 95,154 5,612,183 ======================================================================= COMMUNICATIONS EQUIPMENT-2.97% Plantronics, Inc. 320,356 8,399,734 ======================================================================= COMPUTER HARDWARE-2.55% Dell Inc.(a) 252,429 7,206,848 ======================================================================= </Table> <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- CONSTRUCTION & ENGINEERING-6.57% Chicago Bridge & Iron Co. N.V.-New York Shares 228,828 $ 8,635,969 - ----------------------------------------------------------------------- Shaw Group Inc. (The)(a) 214,251 9,917,679 ======================================================================= 18,553,648 ======================================================================= CONSTRUCTION & FARM MACHINERY & HEAVY TRUCKS-1.50% Navistar International Corp.(a) 64,414 4,251,324 ======================================================================= CONSTRUCTION MATERIALS-2.59% Cemex S.A.B. de C.V.-ADR (Mexico)(a) 198,145 7,311,550 ======================================================================= DATA PROCESSING & OUTSOURCED SERVICES-5.82% DST Systems, Inc.(a) 123,014 9,743,939 - ----------------------------------------------------------------------- Fidelity National Information Services, Inc. 123,250 6,690,010 ======================================================================= 16,433,949 ======================================================================= DIVERSIFIED COMMERCIAL & PROFESSIONAL SERVICES-2.47% ChoicePoint Inc.(a) 164,679 6,990,624 ======================================================================= EDUCATION SERVICES-3.61% Apollo Group, Inc.-Class A(a) 174,449 10,193,055 ======================================================================= ELECTRONIC EQUIPMENT MANUFACTURERS-1.46% Cognex Corp. 183,186 4,123,517 ======================================================================= HEALTH CARE DISTRIBUTORS-2.43% McKesson Corp. 115,104 6,864,803 ======================================================================= HEALTH CARE EQUIPMENT-1.83% Symmetry Medical Inc.(a) 322,713 5,166,635 ======================================================================= </Table> 4 AIM Mid Cap Basic Value Fund <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- HOUSEHOLD APPLIANCES-2.18% Whirlpool Corp. 55,501 $ 6,171,711 ======================================================================= INSURANCE BROKERS-4.47% AON Corp. 199,398 8,496,349 - ----------------------------------------------------------------------- National Financial Partners Corp. 89,407 4,140,438 ======================================================================= 12,636,787 ======================================================================= LEISURE PRODUCTS-2.70% Brunswick Corp. 233,460 7,617,800 ======================================================================= LIFE & HEALTH INSURANCE-1.91% Protective Life Corp. 112,919 5,398,657 ======================================================================= LIFE SCIENCES TOOLS & SERVICES-3.07% Waters Corp.(a) 146,397 8,690,126 ======================================================================= MANAGED HEALTH CARE-4.48% Aetna Inc. 97,116 4,797,530 - ----------------------------------------------------------------------- UnitedHealth Group Inc. 153,754 7,862,980 ======================================================================= 12,660,510 ======================================================================= PACKAGED FOODS & MEATS-2.22% Cadbury Schweppes PLC-ADR (United Kingdom) 115,568 6,275,342 ======================================================================= PAPER PACKAGING-2.03% Smurfit-Stone Container Corp.(a) 432,019 5,750,173 ======================================================================= PROPERTY & CASUALTY INSURANCE-1.72% Security Capital Assurance Ltd. 157,039 4,847,794 ======================================================================= PUBLISHING-2.81% Valassis Communications, Inc.(a) 461,321 7,930,108 ======================================================================= </Table> <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- REGIONAL BANKS-3.32% Popular, Inc. 377,580 $ 6,067,711 - ----------------------------------------------------------------------- Zions Bancorp 42,994 3,306,668 ======================================================================= 9,374,379 ======================================================================= REINSURANCE-2.16% Max Re Capital Ltd. 215,341 6,094,150 ======================================================================= SEMICONDUCTOR EQUIPMENT-3.81% Brooks Automation, Inc.(a) 250,457 4,545,795 - ----------------------------------------------------------------------- KLA-Tencor Corp. 113,139 6,216,988 ======================================================================= 10,762,783 ======================================================================= SYSTEMS SOFTWARE-2.83% CA Inc. 309,316 7,989,632 ======================================================================= THRIFTS & MORTGAGE FINANCE-1.09% Fannie Mae 47,259 3,087,430 ======================================================================= TRUCKING-1.36% Heartland Express, Inc. 236,176 3,849,669 ======================================================================= Total Common Stocks & Other Equity Interests (Cost $203,464,662) 272,649,563 ======================================================================= MONEY MARKET FUNDS-1.98% Liquid Assets Portfolio-Institutional Class(b) 2,799,936 2,799,936 - ----------------------------------------------------------------------- Premier Portfolio-Institutional Class(b) 2,799,936 2,799,936 ======================================================================= Total Money Market Funds (Cost $5,599,872) 5,599,872 ======================================================================= TOTAL INVESTMENTS-98.48% (Cost $209,064,534) 278,249,435 ======================================================================= OTHER ASSETS LESS LIABILITIES-1.52% 4,293,743 ======================================================================= NET ASSETS-100.00% $282,543,178 _______________________________________________________________________ ======================================================================= </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) Non-income producing security. (b) The money market fund and the Fund are affiliated by having the same investment advisor. See Note 3. See accompanying Notes to Financial Statements which are an integral part of the financial statements. 5 AIM Mid Cap Basic Value Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $203,464,662) $272,649,563 - ----------------------------------------------------------- Investments in affiliated money market funds (Cost $5,599,872) 5,599,872 =========================================================== Total investments (Cost $209,064,534) 278,249,435 =========================================================== Foreign currencies, at value (Cost $109) 112 =========================================================== Receivables for: Investments sold 4,855,666 - ----------------------------------------------------------- Fund shares sold 314,779 - ----------------------------------------------------------- Dividends 146,621 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 17,960 - ----------------------------------------------------------- Other assets 24,568 =========================================================== Total assets 283,609,141 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 466,253 - ----------------------------------------------------------- Fund shares reacquired 306,850 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 29,639 - ----------------------------------------------------------- Accrued distribution fees 95,382 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 4,390 - ----------------------------------------------------------- Accrued transfer agent fees 103,966 - ----------------------------------------------------------- Accrued operating expenses 59,483 =========================================================== Total liabilities 1,065,963 =========================================================== Net assets applicable to shares outstanding $282,543,178 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $196,253,293 - ----------------------------------------------------------- Undistributed net investment income 1,773,040 - ----------------------------------------------------------- Undistributed net realized gain 15,331,942 - ----------------------------------------------------------- Unrealized appreciation 69,184,903 =========================================================== $282,543,178 ___________________________________________________________ =========================================================== NET ASSETS: Class A $133,882,566 ___________________________________________________________ =========================================================== Class B $ 52,949,587 ___________________________________________________________ =========================================================== Class C $ 29,190,932 ___________________________________________________________ =========================================================== Class R $ 791,536 ___________________________________________________________ =========================================================== Institutional Class $ 65,728,557 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 8,329,910 ___________________________________________________________ =========================================================== Class B 3,436,621 ___________________________________________________________ =========================================================== Class C 1,895,598 ___________________________________________________________ =========================================================== Class R 49,583 ___________________________________________________________ =========================================================== Institutional Class 4,005,076 ___________________________________________________________ =========================================================== 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 $ 15.41 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 15.40 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 15.96 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 16.41 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 6 AIM Mid Cap Basic Value Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends $ 3,631,220 - ------------------------------------------------------------------------- Dividends from affiliated money market funds (includes securities lending income of $2,513) 176,465 ========================================================================= Total investment income 3,807,685 ========================================================================= EXPENSES: Advisory fees 1,040,787 - ------------------------------------------------------------------------- Administrative services fees 49,758 - ------------------------------------------------------------------------- Custodian fees 4,600 - ------------------------------------------------------------------------- Distribution fees: Class A 152,450 - ------------------------------------------------------------------------- Class B 262,597 - ------------------------------------------------------------------------- Class C 138,369 - ------------------------------------------------------------------------- Class R 1,453 - ------------------------------------------------------------------------- Transfer agent fees -- A, B, C and R 331,866 - ------------------------------------------------------------------------- Transfer agent fees -- Institutional 288 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 12,702 - ------------------------------------------------------------------------- Other 101,074 ========================================================================= Total expenses 2,095,944 ========================================================================= Less: Fees waived and expense offset arrangements (84,089) ========================================================================= Net expenses 2,011,855 ========================================================================= Net investment income 1,795,830 ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from investment securities 11,754,644 ========================================================================= Change in net unrealized appreciation of: Investment securities 25,658,869 - ------------------------------------------------------------------------- Foreign currencies 3 ========================================================================= 25,658,872 ========================================================================= Net realized and unrealized gain 37,413,516 ========================================================================= Net increase in net assets resulting from operations $39,209,346 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 7 AIM Mid Cap Basic Value Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - ------------------------------------------------------------------------------------------ OPERATIONS: Net investment income $ 1,795,830 $ (1,185,371) - ------------------------------------------------------------------------------------------ Net realized gain 11,754,644 34,113,815 - ------------------------------------------------------------------------------------------ Change in net unrealized appreciation 25,658,872 (14,983,172) ========================================================================================== Net increase in net assets resulting from operations 39,209,346 17,945,272 ========================================================================================== Distributions to shareholders from net realized gains: Class A -- (13,617,000) - ------------------------------------------------------------------------------------------ Class B -- (6,511,768) - ------------------------------------------------------------------------------------------ Class C -- (3,286,412) - ------------------------------------------------------------------------------------------ Class R -- (51,729) - ------------------------------------------------------------------------------------------ Institutional Class -- (5,072,768) ========================================================================================== Decrease in net assets resulting from distributions -- (28,539,677) ========================================================================================== Share transactions-net: Class A 1,808,258 (9,269,776) - ------------------------------------------------------------------------------------------ Class B (6,798,962) (14,926,594) - ------------------------------------------------------------------------------------------ Class C (1,314,479) (2,097,247) - ------------------------------------------------------------------------------------------ Class R 255,729 296,385 - ------------------------------------------------------------------------------------------ Institutional Class 12,843,452 20,466,955 ========================================================================================== Net increase (decrease) in net assets resulting from share transactions 6,793,998 (5,530,277) ========================================================================================== Net increase (decrease) in net assets 46,003,344 (16,124,682) ========================================================================================== NET ASSETS: Beginning of period 236,539,834 252,664,516 ========================================================================================== End of period (including undistributed net investment income (loss) of $1,773,040 and $(22,790), respectively) $282,543,178 $236,539,834 __________________________________________________________________________________________ ========================================================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 8 AIM Mid Cap Basic Value Fund NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Mid Cap Basic Value Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 9 AIM Mid Cap Basic Value Fund 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 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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 10 AIM Mid Cap Basic Value Fund 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. 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 $1 billion 0.80% - ------------------------------------------------------------------- Next $4 billion 0.75% - ------------------------------------------------------------------- Over $5 billion 0.70% __________________________________________________________________ =================================================================== </Table> Effective July 1, 2007, the Trustees approved a reduced contractual advisory fee schedule for the Fund. Prior to July 1, 2007 AIM had contractually waived advisory fees to the same reduced advisory fee schedule. Under the terms of the investment advisory agreement, the Fund will pay an advisory fee to AIM based on the following annual rates of the Fund's average daily net assets: <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> Further, effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% 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). Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $73,465. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 Plan payments, up to 0.25% of the average daily net assets of each class of 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 11 AIM Mid Cap Basic Value Fund 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 six months ended June 30, 2007, ADI advised the Fund that it retained $23,909 in front-end sales commissions from the sale of Class A shares and $1,368, $22,235, $1,044 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 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $1,765,125 $32,784,382 $(31,749,571) $2,799,936 $ 87,184 - --------------------------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 1,765,125 32,784,382 (31,749,571) 2,799,936 86,768 ================================================================================================================================= Subtotal $3,530,250 $65,568,764 $(63,499,142) $5,599,872 $173,952 ================================================================================================================================= </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME* - --------------------------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 7,718,100 $ 36,659,555 $ (44,377,655) $ -- $ 2,513 ================================================================================================================================= Total Investments in Affiliates $11,248,350 $102,228,319 $(107,876,797) $5,599,872 $176,465 _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> * Net of compensation to counterparties. 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 used to offset custodian fees. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $10,624. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $2,674 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. 12 AIM Mid Cap Basic Value Fund The Fund participates 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 six months ended June 30, 2007, 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--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 June 30, 2007, there were no securities out on loan. For the six months ended June 30, 2007, the Fund received dividends on cash collateral investments of $2,513 for securities lending transactions, which are net of compensation to counterparties. NOTE 8--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. The Fund did not have a capital loss carryforward as of December 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 six months ended June 30, 2007 was $64,470,799 and $60,565,538, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $68,543,689 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (849,271) =============================================================================== Net unrealized appreciation of investment securities $67,694,418 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $210,555,017. </Table> 13 AIM Mid Cap Basic Value 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 and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a CDSC. Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class R shares are subject to a 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 - ---------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(a) DECEMBER 31, 2006 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,300,867 $ 19,613,735 1,904,423 $ 27,969,183 - ---------------------------------------------------------------------------------------------------------------------- Class B 291,002 4,158,594 553,749 7,875,513 - ---------------------------------------------------------------------------------------------------------------------- Class C 252,284 3,603,742 346,553 4,923,116 - ---------------------------------------------------------------------------------------------------------------------- Class R 19,317 292,787 21,100 309,171 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 1,237,147 18,690,250 1,082,906 15,996,988 ====================================================================================================================== Issued as reinvestment of dividends: Class A -- -- 949,174 13,003,685 - ---------------------------------------------------------------------------------------------------------------------- Class B -- -- 463,363 6,107,119 - ---------------------------------------------------------------------------------------------------------------------- Class C -- -- 242,476 3,195,833 - ---------------------------------------------------------------------------------------------------------------------- Class R -- -- 3,798 51,728 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class -- -- 363,900 5,072,768 ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 189,224 2,860,807 319,661 4,625,122 - ---------------------------------------------------------------------------------------------------------------------- Class B (197,079) (2,860,807) (329,478) (4,625,122) ====================================================================================================================== Reacquired: Class A (1,382,333) (20,666,284) (3,776,685) (54,867,766) - ---------------------------------------------------------------------------------------------------------------------- Class B (564,229) (8,096,749) (1,715,734) (24,284,104) - ---------------------------------------------------------------------------------------------------------------------- Class C (345,019) (4,918,221) (725,525) (10,216,196) - ---------------------------------------------------------------------------------------------------------------------- Class R (2,383) (37,058) (4,371) (64,514) - ---------------------------------------------------------------------------------------------------------------------- Institutional Class (358,838) (5,846,798) (41,552) (602,801) ====================================================================================================================== 439,960 $ 6,793,998 (342,242) $ (5,530,277) ______________________________________________________________________________________________________________________ ====================================================================================================================== </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 8% 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, 21% 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. 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 14 AIM Mid Cap Basic Value 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 ----------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ------------------------------------------------------------ 2007 2006 2005 2004 2003 2002 - ---------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.83 $ 14.48 $ 13.12 $ 11.28 $ 8.23 $ 9.99 - ---------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.11(a) (0.04)(a) (0.07) (0.10)(a) (0.08) (0.06)(a) - ---------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.13 1.25 1.43 1.93 3.13 (1.70) - ---------------------------------------------------------------------------------------------------------------------------- Increase from payments by affiliates -- -- -- 0.01 -- -- ============================================================================================================================ Total from investment operations 2.24 1.21 1.36 1.84 3.05 (1.76) ============================================================================================================================ Less distributions: Distributions from net realized gains -- (1.86) -- -- -- -- ============================================================================================================================ Net asset value, end of period $ 16.07 $ 13.83 $ 14.48 $ 13.12 $ 11.28 $ 8.23 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Total return(b) 16.20% 8.47% 10.37% 16.31%(c) 37.06% (17.62)% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratios/supplemental data: Net assets, end of period (000s omitted) $133,883 $113,672 $127,775 $115,164 $55,372 $39,130 ____________________________________________________________________________________________________________________________ ============================================================================================================================ Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.45%(d) 1.52% 1.51% 1.67% 1.80% 1.80% - ---------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.51%(d) 1.58% 1.57% 1.69% 1.92% 1.93% ============================================================================================================================ Ratio of net investment income (loss) to average net assets 1.48%(d) (0.30)% (0.51)% (0.85)% (1.00)% (0.70)% ____________________________________________________________________________________________________________________________ ============================================================================================================================ Portfolio turnover rate(e) 24% 46% 29% 34% 52% 41% ____________________________________________________________________________________________________________________________ ============================================================================================================================ </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 charge and is not annualized for periods less than one year. (c) Total return is after reimbursement the advisor has agreed to pay for an economic loss due to trading error. Total return before reimbursement by the advisor was 16.22%. (d) Ratios are annualized and based on average daily net assets of $122,970,380. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 15 AIM Mid Cap Basic Value Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B -------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, --------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.30 $ 14.10 $ 12.87 $ 11.14 $ 8.18 $ 9.99 - ------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.05(a) (0.15)(a) (0.16) (0.18)(a) (0.13) (0.12)(a) - ------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.06 1.21 1.39 1.90 3.09 (1.69) - ------------------------------------------------------------------------------------------------------------------------- Increase from payments by affiliates -- -- -- 0.01 -- -- ========================================================================================================================= Total from investment operations 2.11 1.06 1.23 1.73 2.96 (1.81) ========================================================================================================================= Less distributions: Dividends from net investment income -- -- -- -- -- (0.00) - ------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (1.86) -- -- -- -- ========================================================================================================================= Total distributions -- (1.86) -- -- -- (0.00) ========================================================================================================================= Net asset value, end of period $ 15.41 $ 13.30 $ 14.10 $ 12.87 $ 11.14 $ 8.18 _________________________________________________________________________________________________________________________ ========================================================================================================================= Total return(b) 15.86% 7.63% 9.56% 15.53%(c) 36.19% (18.12)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $52,950 $51,970 $69,594 $63,374 $38,165 $21,204 _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.20%(d) 2.27% 2.21% 2.32% 2.45% 2.45% - ------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.26%(d) 2.33% 2.27% 2.34% 2.57% 2.58% ========================================================================================================================= Ratio of net investment income (loss) to average net assets 0.73%(d) (1.05)% (1.21)% (1.50)% (1.65)% (1.35)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Portfolio turnover rate(e) 24% 46% 29% 34% 52% 41% _________________________________________________________________________________________________________________________ ========================================================================================================================= </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 charge and is not annualized for periods less than one year. (c) Total return is after reimbursement the advisor has agreed to pay for an economic loss due to trading error. Total return before reimbursement by the advisor was 15.44%. (d) Ratios are annualized and based on average daily net assets of $52,954,689. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 16 AIM Mid Cap Basic Value Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C -------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, --------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 13.30 $ 14.09 $ 12.86 $ 11.13 $ 8.18 $ 9.99 - ------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.05(a) (0.15)(a) (0.16) (0.18)(a) (0.12) (0.12)(a) - ------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 2.05 1.22 1.39 1.90 3.07 (1.69) - ------------------------------------------------------------------------------------------------------------------------- Increase from payments by affiliates -- -- -- 0.01 -- -- ========================================================================================================================= Total from investment operations 2.10 1.07 1.23 1.73 2.95 (1.81) ========================================================================================================================= Less distributions: Dividends from net investment income -- -- -- -- -- (0.00) - ------------------------------------------------------------------------------------------------------------------------- Distributions from net realized gains -- (1.86) -- -- -- -- ========================================================================================================================= Total distributions -- (1.86) -- -- -- (0.00) ========================================================================================================================= Net asset value, end of period $ 15.40 $ 13.30 $ 14.09 $ 12.86 $ 11.13 $ 8.18 _________________________________________________________________________________________________________________________ ========================================================================================================================= Total return(b) 15.79% 7.70% 9.56% 15.54%(c) 36.06% (18.12)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $29,191 $26,435 $29,946 $27,601 $13,422 $ 8,059 _________________________________________________________________________________________________________________________ ========================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.20%(d) 2.27% 2.21% 2.32% 2.45% 2.45% - ------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.26%(d) 2.33% 2.27% 2.34% 2.57% 2.58% ========================================================================================================================= Ratio of net investment income (loss) to average net assets 0.73%(d) (1.05)% (1.21)% (1.50)% (1.65)% (1.35)% _________________________________________________________________________________________________________________________ ========================================================================================================================= Portfolio turnover rate(e) 24% 46% 29% 34% 52% 41% _________________________________________________________________________________________________________________________ ========================================================================================================================= </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 charge and is not annualized for periods less than one year. (c) Total return is after reimbursement the advisor has agreed to pay for an economic loss due to trading error. Total return before reimbursement by the advisor was 15.45%. (d) Ratios are annualized and based on average daily net assets of $27,903,141. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 17 AIM Mid Cap Basic Value Fund NOTE 12--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS R ------------------------------------------------------ APRIL 30, 2004 SIX MONTHS YEAR ENDED (DATE SALES ENDED DECEMBER 31, COMMENCED) TO JUNE 30, ------------------- DECEMBER 31, 2007 2006 2005 2004 - -------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $13.75 $14.44 $13.11 $11.88 - -------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.09(a) (0.08)(a) (0.05) (0.08)(a) - -------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.12 1.25 1.38 1.30 - -------------------------------------------------------------------------------------------------------------------- Increase from payments by affiliates -- -- -- 0.01 ==================================================================================================================== Total from investment operations 2.21 1.17 1.33 1.23 ==================================================================================================================== Less distributions from net realized gain -- (1.86) -- -- ==================================================================================================================== Net asset value, end of period $15.96 $13.75 $14.44 $13.11 ____________________________________________________________________________________________________________________ ==================================================================================================================== Total return(b) 16.07% 8.22% 10.15% 10.35%(c) ____________________________________________________________________________________________________________________ ==================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $ 792 $ 449 $ 175 $ 33 ____________________________________________________________________________________________________________________ ==================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.70%(d) 1.77% 1.71% 1.78%(e) - -------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.76%(d) 1.83% 1.77% 1.80%(e) ==================================================================================================================== Ratio of net investment income (loss) to average net assets 1.23%(d) (0.55)% (0.71)% (0.96)%(e) ____________________________________________________________________________________________________________________ ==================================================================================================================== Portfolio turnover rate(f) 24% 46% 29% 34% ____________________________________________________________________________________________________________________ ==================================================================================================================== </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) Total return is after reimbursement the advisor has agreed to pay for an economic loss due to trading error. Total return before reimbursement by the advisor was 10.27%. (d) Ratios are annualized and based on average daily net assets of $585,806. (e) Annualized. (f) 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 SIX MONTHS YEAR ENDED (DATE SALES ENDED DECEMBER 31, COMMENCED) TO JUNE 30, --------------------- DECEMBER 31, 2007 2006 2005 2004 - ---------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 14.08 $ 14.62 $ 13.17 $11.88 - ---------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.16(a) 0.05(a) 0.01 (0.02)(a) - ---------------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 2.17 1.27 1.44 1.30 - ---------------------------------------------------------------------------------------------------------------------- Increase from payments by affiliates -- -- -- 0.01 ====================================================================================================================== Total from investment operations 2.33 1.32 1.45 1.29 ====================================================================================================================== Less distributions from net realized gains -- (1.86) -- -- ====================================================================================================================== Net asset value, end of period $ 16.41 $ 14.08 $ 14.62 $13.17 ______________________________________________________________________________________________________________________ ====================================================================================================================== Total return(b) 16.55% 9.15% 11.01% 10.86(c) ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $65,729 $44,013 $25,174 $7,530 ______________________________________________________________________________________________________________________ ====================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 0.87%(d) 0.92% 0.92% 1.03%(e) - ---------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 0.93%(d) 0.98% 0.98% 1.05%(e) ====================================================================================================================== Ratio of net investment income (loss) to average net assets 2.06%(d) 0.30% (0.08)% (0.21)%(e) ______________________________________________________________________________________________________________________ ====================================================================================================================== Portfolio turnover rate(f) 24% 46% 29% 34% ______________________________________________________________________________________________________________________ ====================================================================================================================== </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) Total return is after reimbursement the advisor has agreed to pay for an economic loss due to trading error. Total return before reimbursement by the advisor was 10.77% (d) Ratios are annualized and based on average daily net assets of $57,939,139. (e) Annualized. (f) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. 18 AIM Mid Cap Basic Value Fund NOTE 13--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. 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 A I M Advisors, Inc. ("AIM") and AIM Distributors, Inc. ("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. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), 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; 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. 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 INVESCO PLC'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 INVESCO 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. 19 AIM MID CAP BASIC VALUE FUND CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE together with the amount you invested, to use this information to compare the estimate the expenses that you paid over ongoing costs of investing in the Fund and As a shareholder of the Fund, you incur the period. Simply divide your account other funds. To do so, compare this 5% two types of costs: (1) transaction costs, value by $1,000 (for example, an $8,600 hypothetical example with the 5% which may include sales charges (loads) on account value divided by $1,000 = 8.6), hypothetical examples that appear in the purchase payments or contingent deferred then multiply the result by the number in shareholder reports of the other funds. sales charges on redemptions, and the table under the heading entitled redemption fees, if any; and (2) ongoing "Actual Expenses Paid During Period" to Please note that the expenses shown in costs, including management fees; estimate the expenses you paid on your the table are meant to highlight your distribution and/or service (12b-1) fees; account during this period. ongoing costs only and do not reflect any and other Fund expenses. This example is transaction costs, such as sales charges intended to help you understand your HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs (in dollars) of investing in PURPOSES deferred sales charges on redemptions, and the Fund and to compare these costs with redemption fees, if any. Therefore, the ongoing costs of investing in other mutual The table below also provides information hypothetical information is useful in funds. The example is based on an about hypothetical account values and comparing ongoing costs only, and will not investment of $1,000 invested at the hypothetical expenses based on the Fund's help you determine the relative total beginning of the period and held for the actual expense ratio and an assumed rate costs of owning different funds. In entire period January 1, 2007, through of return of 5% per year before expenses, addition, if these transaction costs were June 30, 2007. which is not the Fund's actual return. included, your costs would have been higher. ACTUAL EXPENSES The hypothetical account values and expenses may not be used to estimate the The table below provides information about actual ending account balance or expenses actual account values and actual expenses. you paid for the period. You may 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,162.00 $ 7.77 $1,017.60 $ 7.25 1.45% B 1,000.00 1,158.60 11.77 1,013.88 10.99 2.20 C 1,000.00 1,157.90 11.77 1,013.88 10.99 2.20 R 1,000.00 1,160.70 9.11 1,016.36 8.50 1.70 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 20 AIM MID CAP BASIC VALUE FUND APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM expenses of their assigned funds. The may have occurred since that date, Funds Group is required under the Investments Committee considers each including but not limited to changes to Investment Company Act of 1940 to approve Sub-Committee's recommendations and makes the Fund's performance, advisory fees, annually the renewal of the AIM Mid Cap its own recommendations regarding the expense limitations and/or fee waivers. Basic Value Fund (the Fund) investment performance, fees and expenses of the AIM advisory agreement with A I M Advisors, Funds to the full Board. Moreover, the A. NATURE, EXTENT AND QUALITY OF SERVICES Inc. (AIM). During contract renewal Investments Committee considers each PROVIDED BY AIM meetings held on June 25-27, 2007, the Sub-Committee's recommendations in making Board as a whole and the disinterested or its annual recommendation to the Board The Board reviewed the advisory services "independent" Trustees, voting separately, whether to approve the continuance of each provided to the Fund by AIM under the approved the continuance of the Fund's AIM Fund's investment advisory agreement Fund's advisory agreement, the performance investment advisory agreement for another and sub-advisory agreement, if applicable of AIM in providing these services, and year, effective July 1, 2007. In doing so, (advisory agreements), for another year. the credentials and experience of the the Board determined that the Fund's officers and employees of AIM who provide advisory agreement is in the best The independent Trustees, as mentioned these services. The Board's review of the interests of the Fund and its shareholders above, are assisted in their annual qualifications of AIM to provide these and that the compensation to AIM under the evaluation of the advisory agreements by services included the Board's Fund's advisory agreement is fair and the independent Senior Officer. One consideration of AIM's portfolio and reasonable. responsibility of the Senior Officer is to product review process, various back manage the process by which the AIM Funds' office support functions provided by AIM, The independent Trustees met separately proposed management fees are negotiated and AIM's equity and fixed income trading during their evaluation of the Fund's during the annual contract renewal process operations. The Board concluded that the investment advisory agreement with to ensure that they are negotiated in a nature, extent and quality of the advisory independent legal counsel from whom they manner which is at arms' length and services provided to the Fund by AIM were received independent legal advice, and the reasonable. Accordingly, the Senior appropriate and that AIM currently is independent Trustees also received Officer must either supervise a providing satisfactory advisory services assistance during their deliberations from competitive bidding process or prepare an in accordance with the terms of the Fund's the independent Senior Officer, a independent written evaluation. The Senior advisory agreement. In addition, based on full-time officer of the AIM Funds who Officer has recommended that an their ongoing meetings throughout the year reports directly to the independent independent written evaluation be provided with the Fund's portfolio managers, the Trustees. The following discussion more and, upon the direction of the Board, has Board concluded that these individuals are fully describes the process employed by prepared an independent written competent and able to continue to carry the Board to evaluate the performance of evaluation. out their responsibilities under the the AIM Funds (including the Fund) Fund's advisory agreement. throughout the year and, more During the annual contract renewal specifically, during the annual contract process, the Board considered the factors In determining whether to continue the renewal meetings. discussed below under the heading "Factors Fund's advisory agreement, the Board and Conclusions and Summary of Independent considered the prior relationship between THE BOARD'S FUND EVALUATION PROCESS Written Fee Evaluation" in evaluating the AIM and the Fund, as well as the Board's fairness and reasonableness of the Fund's knowledge of AIM's operations, and The Board's Investments Committee has advisory agreement at the contract renewal concluded that it was beneficial to established three Sub-Committees which are meetings and at their meetings throughout maintain the current relationship, in responsible for overseeing the management the year as part of their ongoing part, because of such knowledge. The Board of a number of the series portfolios of oversight of the Fund. The Fund's advisory also considered the steps that AIM and its the AIM Funds. This Sub-Committee agreement was considered separately, affiliates have taken over the last structure permits the Trustees to focus on although the Board also considered the several years to improve the quality and the performance of the AIM Funds that have common interests of all of the AIM Funds efficiency of the services they provide to been assigned to them. The Sub-Committees in their deliberations. The Board the Funds in the areas of investment meet throughout the year to review the comprehensively considered all of the performance, product line diversification, performance of their assigned funds, and information provided to them and did not distribution, fund operations, shareholder the Sub-Committees review monthly and identify any particular factor that was services and compliance. The Board quarterly comparative performance controlling. Furthermore, each Trustee may concluded that the quality and efficiency information and periodic asset flow data have evaluated the information provided of the services AIM and its affiliates for their assigned funds. These materials differently from one another and provide to the AIM Funds in each of these are prepared under the direction and attributed different weight to the various areas have generally improved, and support supervision of the independent Senior factors. The Trustees recognized that the the Board's approval of the continuance of Officer. Over the course of each year, the advisory arrangements and resulting the Fund's advisory agreement. Sub-Committees meet with portfolio advisory fees for the Fund and the other managers for their assigned funds and AIM Funds are the result of years of B. FUND PERFORMANCE other members of management and review review and negotiation between the with these individuals the performance, Trustees and AIM, that the Trustees may The Board compared the Fund's performance investment objective(s), policies, focus to a greater extent on certain during the past one, three and five strategies and limitations of these funds. aspects of these arrangements in some calendar years to the performance of funds years than others, and that the Trustees' in the Fund's Lipper peer group that are In addition to their meetings deliberations and conclusions in a not managed by AIM, and against the throughout the year, the Sub-Committees particular year may be based in part on performance of all funds in the Lipper meet at designated contract renewal their deliberations and conclusions of Mid-Cap Value Funds Index. The Board also meetings each year to conduct an in-depth these same arrangements throughout the reviewed the methodology used by Lipper to review of the performance, fees and year and in prior years. identify the Fund's peers. The Board noted expenses of their assigned funds. During that the Fund's performance was below the the contract renewal process, the Trustees FACTORS AND CONCLUSIONS AND SUMMARY OF median performance of its peers for the receive comparative performance and fee INDEPENDENT WRITTEN FEE EVALUATION past one, three and five year periods. The data regarding all the AIM Funds prepared Board noted that the Fund's performance by an independent company, Lipper, Inc., The discussion below serves as a summary was below the performance of the Index for under the direction and supervision of the of the Senior Officer's independent the one, three and five year periods. The independent Senior Officer who also written evaluation, as well as a Board noted that AIM made changes to the prepares a separate analysis of this discussion of the material factors and Fund's portfolio management team in 2006, information for the Trustees. Each related conclusions that formed the basis which need more time to be evaluated Sub-Committee then makes recommendations for the Board's approval of the Fund's before a conclusion can be reached that to the Investments Committee regarding the advisory agreement. Unless otherwise the changes have adequately addressed the performance, fees and stated, information set forth below is as Fund's underperformance. The Board also of June 27, 2007 and does not reflect any considered the steps AIM has taken over changes that the last (continued) 21 AIM MID CAP BASIC VALUE FUND several years to improve the quality and discussed above provides for seven ates were providing these services in a efficiency of the services that AIM breakpoints. Based on this information, satisfactory manner and in accordance with provides to the AIM Funds. The Board the Board concluded that the Fund's the terms of their contracts, and were concluded that AIM continues to be advisory fees will appropriately reflect qualified to continue to provide these responsive to the Board's focus on fund economies of scale upon the Board's services to the Fund. performance. However, due to the Fund's approval of the amendment to the Fund's underperformance, the Board also concluded contractual advisory fee schedule. The The Board considered the benefits that it would be appropriate for the Board Board also noted that the Fund shares realized by AIM as a result of portfolio to continue to closely monitor and review directly in economies of scale through brokerage transactions executed through the performance of the Fund. Although the lower fees charged by third party service "soft dollar" arrangements. Under these independent written evaluation of the providers based on the combined size of arrangements, portfolio brokerage Fund's Senior Officer (discussed below) all of the AIM Funds and affiliates. commissions paid by the Fund and/or other only considered Fund performance through funds advised by AIM are used to pay for the most recent calendar year, the Board E. PROFITABILITY AND FINANCIAL RESOURCES research and execution services. The Board also reviewed more recent Fund performance OF AIM noted that soft dollar arrangements shift and this review did not change their the payment obligation for the research conclusions. The Board reviewed information from AIM and executions services from AIM to the concerning the costs of the advisory and funds and therefore may reduce AIM's C. ADVISORY FEES AND FEE WAIVERS other services that AIM and its affiliates expenses. The Board also noted that provide to the Fund and the profitability research obtained through soft dollar The Board compared the Fund's contractual of AIM and its affiliates in providing arrangements may be used by AIM in making advisory fee rate to the contractual these services. The Board also reviewed investment decisions for the Fund and may advisory fee rates of funds in the Fund's information concerning the financial therefore benefit Fund shareholders. The Lipper peer group that are not managed by condition of AIM and its affiliates. The Board concluded that AIM's soft dollar AIM, at a common asset level and as of the Board also reviewed with AIM the arrangements were appropriate. The Board end of the past calendar year. The Board methodology used to prepare the also concluded that, based on their review noted that the Fund's advisory fee rate profitability information. The Board and representations made by AIM, these was comparable to the median advisory fee considered the overall profitability of arrangements were consistent with rate of its peers. The Board also reviewed AIM, as well as the profitability of AIM regulatory requirements. the methodology used by Lipper and noted in connection with managing the Fund. The that the contractual fee rates shown by Board noted that AIM continues to operate The Board considered the fact that the Lipper include any applicable long-term at a net profit, although increased Fund's uninvested cash and cash collateral contractual fee waivers. The Board noted expenses in recent years have reduced the from any securities lending arrangements that AIM does not serve as an advisor to profitability of AIM and its affiliates. may be invested in money market funds other mutual funds or other clients with The Board concluded that the Fund's advised by AIM pursuant to procedures investment strategies comparable to those advisory fees were fair and reasonable, approved by the Board. The Board noted of the Fund. and that the level of profits realized by that AIM will receive advisory fees from AIM and its affiliates from providing these affiliated money market funds The Board noted that AIM has not services to the Fund was not excessive in attributable to such investments, although proposed any advisory fee waivers or light of the nature, quality and extent of AIM has contractually agreed to waive the expense limitations for the Fund. However, the services provided. The Board advisory fees payable by the Fund with the Board also noted that AIM has considered whether AIM is financially respect to its investment of uninvested recommended that the Board approve an sound and has the resources necessary to cash in these affiliated money market amendment to the Fund's contractual perform its obligations under the Fund's funds through at least June 30, 2008. The advisory fee schedule that would implement advisory agreement, and concluded that AIM Board considered the contractual nature of the contractual advisory fee waiver that has the financial resources necessary to this fee waiver and noted that it remains had been formerly committed to by AIM, fulfill these obligations. in effect until at least June 30, 2008. which waiver provided for lower effective The Board concluded that the Fund's fee rates at all asset levels than the F. INDEPENDENT WRITTEN EVALUATION OF THE investment of uninvested cash and cash Fund's current contractual advisory fee FUND'S SENIOR OFFICER collateral from any securities lending schedule. The Board noted that AIM's arrangements in the affiliated money recommendation was made in response to the The Board noted that, upon their market funds is in the best interests of recommendation of the independent Senior direction, the Senior Officer of the Fund, the Fund and its shareholders. Officer that AIM consider whether the who is independent of AIM and AIM's advisory fee waivers for certain equity affiliates, had prepared an independent AIM Funds, including the Fund, should be written evaluation to assist the Board in simplified. The Board concluded that it determining the reasonableness of the would be appropriate to approve the proposed management fees of the AIM Funds, proposed amendment to the Fund's including the Fund. The Board noted that contractual advisory fee schedule and that they had relied upon the Senior Officer's it was not necessary at this time to written evaluation instead of a discuss with AIM whether to implement any competitive bidding process. In fee waivers or expense limitations for the determining whether to continue the Fund's Fund. advisory agreement, the Board considered the Senior Officer's written evaluation. After taking account of the Fund's contractual advisory fee rate, as well as G. COLLATERAL BENEFITS TO AIM AND ITS the comparative advisory fee information AFFILIATES discussed above, the Board concluded that the Fund's advisory fees were fair and The Board considered various other reasonable. benefits received by AIM and its affiliates resulting from AIM's D. ECONOMIES OF SCALE AND BREAKPOINTS relationship with the Fund, including the fees received by AIM and its affiliates The Board considered the extent to which for their provision of administrative, there are economies of scale in AIM's transfer agency and distribution services provision of advisory services to the to the Fund. The Board considered the Fund. The Board also considered whether performance of AIM and its affiliates in the Fund benefits from such economies of providing these services and the scale through contractual breakpoints in organizational structure employed by AIM the Fund's advisory fee schedule or and its affiliates to provide these through advisory fee waivers or expense services. The Board also considered that limitations. The Board noted that the these services are provided to the Fund Fund's contractual advisory fee schedule pursuant to written contracts which are currently includes only two breakpoints reviewed and approved on an annual basis but that the amendment to the Fund's by the Board. The Board concluded that AIM contractual advisory fee schedule and its affili- 22 Supplement to Semiannual Report dated 6/30/07 AIM MID CAP BASIC VALUE FUND INSTITUTIONAL CLASS SHARES ========================================== PLEASE NOTE THAT PAST PERFORMANCE IS AVERAGE ANNUAL TOTAL RETURNS NOT 31, 2001. INDICATIVE OF FUTURE The following information has been RESULTS. MORE RECENT RETURNS MAY BE MORE prepared to provide Institutional Class For periods ended 6/30/07 OR LESS THAN THOSE SHOWN. ALL RETURNS shareholders with a performance overview ASSUME REINVESTMENT OF DISTRIBUTIONS AT specific to their holdings. Institutional Inception 11.95% NAV. INVESTMENT RETURN AND PRINCIPAL VALUE Class shares are offered exclusively to 5 Years 14.07 WILL FLUCTUATE SO YOUR SHARES, WHEN institutional investors, including defined 1 Year 30.33 REDEEMED, MAY BE WORTH MORE OR LESS THAN contribution plans that meet certain 6 Months* 16.55 THEIR ORIGINAL COST. SEE FULL REPORT FOR criteria. INFORMATION ON COMPARATIVE BENCHMARKS. * Cumulative total return that has not PLEASE CONSULT YOUR FUND PROSPECTUS FOR been annualized MORE INFORMATION. FOR THE MOST CURRENT ========================================== MONTH-END PERFORMANCE, PLEASE CALL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. 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 DECEMBER 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 NASDAQ SYMBOL MDICX DIFFERING SALES CHARGES AND CLASS ========================================== EXPENSES. 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. [AIM INVESTMENTS LOGO] AIMinvestments.com MCBV-INS-2 A I M Distributors, Inc. --REGISTERED TRADEMARK-- Information about your Fund's expenses CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE As a shareholder of the Fund, you incur mate the expenses that you paid over the The hypothetical account values and ongoing costs, including management fees period. Simply divide your account value expenses may not be used to estimate the and other Fund expenses. This example is by $1,000 (for example, an $8,600 account actual ending account balance or expenses intended to help you understand your value divided by $1,000 = 8.6), then you paid for the period. You may use this ongoing costs (in dollars) of investing in multiply the result by the number in the information to compare the ongoing costs the Fund and to compare these costs with table under the heading entitled "Actual of investing in the Fund and other funds. ongoing costs of investing in other mutual Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical funds. The example is based on an the expenses you paid on your account example with the 5% hypothetical examples investment of $1,000 invested at the during this period. that appear in the shareholder reports of beginning of the period and held for the the other funds. entire period January 1, 2007, through HYPOTHETICAL EXAMPLE FOR COMPARISON June 30, 2007. PURPOSES Please note that the expenses shown in the table are meant to highlight your ACTUAL EXPENSES The table below also provides information ongoing costs only. Therefore, the about hypothetical account values and hypothetical information is useful in The table below provides information about hypothetical expenses based on the Fund's comparing ongoing costs only, and will not actual account values and actual expenses. actual expense ratio and an assumed rate help you determine the relative total You may use the information in this table, of return of 5% per year before expenses, costs of owning different funds. together with the amount you invested, to which is not the Fund's actual return. 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO Institutional $1,000.00 $1,165.50 $4.67 $1,020.48 $4.36 0.87% (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMinvestments.com MCBV-INS-2 A I M Distributors, Inc. [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund and account The Fund provides a complete list of its holdings four times in information via e-mail. Once your quarterly statements, tax each fiscal year, at the quarter-ends. For the second and fourth forms, fund reports, and prospectuses are available, we will quarters, the lists appear in the Fund's semiannual and annual send you an e-mail notification containing links to these reports to shareholders. For the first and third quarters, the documents. For security purposes, you will need to log in to Fund files the lists with the Securities and Exchange Commission your account to view your statements and tax forms. (SEC) on Form N-Q. The most recent list of portfolio holdings is available at AIMinvestments.com. From our home page, click on WHY SIGN UP? Products & Performance, then Mutual Funds, then Fund Overview. Select your Fund from the drop-down menu and click on Complete Register for eDelivery to: Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q o save your Fund the cost of printing and postage. may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of o reduce the amount of paper you receive. the Public Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by o gain access to your documents faster by not waiting for the electronic request at the following e-mail address: mail. publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o view your documents online anytime at your convenience. A description of the policies and procedures that the Fund uses to o save the documents to your personal computer or print them determine how to vote proxies relating to portfolio securities is out for your records. available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web site, HOW DO I SIGN UP? AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also available on the SEC It's easy. Just follow these simple steps: Web site, sec.gov. 1. Log in to your account. Information regarding how the Fund voted proxies related to its portfolio securities during the 12 months ended June 30, 2007, is 2. Click on the "Service Center" tab. available at our Web site. Go to AIMinvestments.com, access the About Us tab, click on Required Notices and then click on Proxy 3. Select "Register for eDelivery" and complete the consent Voting Activity. Next, select the Fund from the drop-down menu. process. The information is also available on the SEC Web site, sec.gov. This AIM service is provided by AIM Investment Services, Inc. MCBV-SAR-1 A I M Distributors, Inc. [AIM INVESTMENTS LOGO] --REGISTERED TRADEMARK-- AIM SELECT EQUITY FUND Semiannual Report to Shareholders o June 30, 2007 DOMESTIC EQUITY Large-Cap Blend Table of Contents Letter to Shareholders ................... 2 Fund Performance ......................... 3 Schedule of Investments .................. 4 Financial Statements ..................... 9 Notes to Financial Statements ............ 11 Financial Highlights ..................... 18 Fund Expenses ............................ 21 Approval of Advisory Agreement ........... 22 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or by an AIM Quarterly Performance Review for the most recent quarter-end. 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. [AIM INVESTMENTS LOGO] - --REGISTERED TRADEMARK-- NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM Select Equity Fund Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your [CROCKETT Board of Trustees of the AIM Funds continues to focus on improved investment PHOTO] performance, reduced shareholder costs, and high ethical standards. Since my last letter, your Board has welcomed two new members: Marty Flanagan, President and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO of Bruce L. Crockett AIM Investments --REGISTERED TRADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of leadership to the company and the mutual fund industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /S/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM Select Equity Fund FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 6.21% Class B Shares 5.81 Class C Shares 5.82 S&P 500 Index(1) (Broad Market Index) 6.96 Russell 3000 Index(1) (Style-Specific Index) 7.11 Lipper Multi-Cap Core Funds Index(1) (Peer Group Index) 8.87 SOURCE: (1)LIPPER INC. The unmanaged S&P 500 --REGISTERED TRADEMARK-- Index is an index of common stocks frequently used as a general measure of U.S. stock market performance. The Russell 3000 --REGISTERED TRADEMARK-- Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market. The Russell 3000 Index is a trademark/service mark of the Frank Russell Company. Russell - --REGISTERED TRADEMARK-- is a trademark of the Frank Russell Company. The Lipper Multi-Cap Core Funds Index is an equally weighted representation of the largest funds in the Lipper Multi-Cap Core Funds category. These funds typically have an average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share growth value, compared to the S&P SuperComposite 1500 Index. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== THE PERFORMANCE DATA QUOTED REPRESENT PAST CLASS A SHARE PERFORMANCE REFLECTS THE FUND PERFORMANCE PERFORMANCE AND CANNOT GUARANTEE MAXIMUM 5.50% SALES CHARGE, AND CLASS B COMPARABLE FUTURE RESULTS; CURRENT AND CLASS C SHARE PERFORMANCE REFLECTS THE As of 6/30/07, including applicable sales PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE APPLICABLE CONTINGENT DEFERRED SALES charges VISIT AIMINVESTMENTS.COM FOR THE MOST CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE RECENT MONTH-END PERFORMANCE. PERFORMANCE CDSC ON CLASS B SHARES DECLINES FROM 5% CLASS A SHARES FIGURES REFLECT REINVESTED DISTRIBUTIONS, BEGINNING AT THE TIME OF PURCHASE TO 0% AT Inception (12/4/67) 8.61% CHANGES IN NET ASSET VALUE AND THE EFFECT THE BEGINNING OF THE SEVENTH YEAR. THE 10 Years OF THE MAXIMUM SALES CHARGE UNLESS CDSC ON CLASS C SHARES IS 1% FOR THE FIRST 5 Years 8.00 OTHERWISE STATED. PERFORMANCE FIGURES DO YEAR AFTER PURCHASE. 1 Year 11.77 NOT REFLECT DEDUCTION OF TAXES A SHAREHOLDER WOULD PAY ON FUND THE PERFORMANCE OF THE FUND'S SHARE CLASS B SHARES DISTRIBUTIONS OR SALE OF FUND SHARES. CLASSES WILL DIFFER PRIMARILY DUE TO Inception (9/1/93) 8.02% INVESTMENT RETURN AND PRINCIPAL VALUE WILL DIFFERENT SALES CHARGE STRUCTURES AND 10 Years 5.64 FLUCTUATE SO THAT YOU MAY HAVE A GAIN OR CLASS EXPENSES. 5 Years 8.13 LOSS WHEN YOU SELL SHARES. 1 Year 12.44 THE TOTAL ANNUAL FUND OPERATING EXPENSE CLASS C SHARES RATIO SET FORTH IN THE MOST RECENT FUND Inception (8/4/97) 4.50% PROSPECTUS AS OF THE DATE OF THIS REPORT 5 Years 8.43 FOR CLASS A, CLASS B AND CLASS C SHARES 1 Year 16.41 WAS 1.41%, 2.16% AND 2.16%, RESPECTIVELY. ========================================== THE EXPENSE RATIOS PRESENTED ABOVE MAY VARY FROM THE EXPENSE RATIOS PRESENTED IN OTHER SECTIONS OF THIS REPORT THAT ARE BASED ON EXPENSES INCURRED DURING THE PERIOD COVERED BY THIS REPORT. 3 AIM Select Equity Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Financials 24.2% - --------------------------------------------------------- Consumer Discretionary 14.4 - --------------------------------------------------------- Health Care 13.2 - --------------------------------------------------------- Information Technology 12.2 - --------------------------------------------------------- Industrials 11.3 - --------------------------------------------------------- Energy 9.9 - --------------------------------------------------------- Consumer Staples 2.7 - --------------------------------------------------------- Telecommunication Services 1.7 - --------------------------------------------------------- Materials 1.2 - --------------------------------------------------------- Utilities 0.6 - --------------------------------------------------------- Unknown 0.3 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 8.3 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-91.39% ADVERTISING-0.32% Omnicom Group Inc. 28,232 $ 1,494,037 ========================================================================= AEROSPACE & DEFENSE-4.88% Boeing Co. (The) 36,610 3,520,418 - ------------------------------------------------------------------------- General Dynamics Corp. 22,987 1,798,043 - ------------------------------------------------------------------------- Honeywell International Inc. 27,900 1,570,212 - ------------------------------------------------------------------------- Lockheed Martin Corp. 93,405 8,792,213 - ------------------------------------------------------------------------- Northrop Grumman Corp. 29,420 2,290,935 - ------------------------------------------------------------------------- Raytheon Co. 17,470 941,458 - ------------------------------------------------------------------------- United Technologies Corp. 53,980 3,828,802 ========================================================================= 22,742,081 ========================================================================= AIR FREIGHT & LOGISTICS-0.11% Hub Group, Inc.-Class A(a) 15,160 533,026 ========================================================================= AIRLINES-0.43% AMR Corp.(a) 6,974 183,765 - ------------------------------------------------------------------------- Continental Airlines, Inc.-Class B(a) 35,647 1,207,364 - ------------------------------------------------------------------------- World Air Holdings, Inc.(a) 52,900 634,800 ========================================================================= 2,025,929 ========================================================================= APPAREL RETAIL-0.94% American Eagle Outfitters, Inc. 52,841 1,355,900 - ------------------------------------------------------------------------- Gymboree Corp. (The)(a) 16,244 640,176 - ------------------------------------------------------------------------- Men's Wearhouse, Inc. (The) 3,427 175,017 - ------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------- <Caption> APPAREL RETAIL-(CONTINUED) Payless ShoeSource, Inc.(a) 37,210 $ 1,173,976 - ------------------------------------------------------------------------- TJX Cos., Inc. (The) 37,960 1,043,900 ========================================================================= 4,388,969 ========================================================================= APPAREL, ACCESSORIES & LUXURY GOODS-0.57% Phillips-Van Heusen 6,765 409,756 - ------------------------------------------------------------------------- Polo Ralph Lauren Corp.(a) 22,900 2,246,719 ========================================================================= 2,656,475 ========================================================================= APPLICATION SOFTWARE-0.58% FactSet Research Systems Inc. 39,749 2,716,844 ========================================================================= ASSET MANAGEMENT & CUSTODY BANKS-1.79% Affiliated Managers Group, Inc.(a) 20,740 2,670,482 - ------------------------------------------------------------------------- Ameriprise Financial, Inc. 9,540 606,458 - ------------------------------------------------------------------------- Franklin Resources, Inc. 38,150 5,053,731 ========================================================================= 8,330,671 ========================================================================= AUTO PARTS & EQUIPMENT-0.24% BorgWarner, Inc. 12,880 1,108,195 ========================================================================= AUTOMOTIVE RETAIL-0.50% Asbury Automotive Group Inc. 19,103 476,620 - ------------------------------------------------------------------------- AutoZone, Inc.(a) 13,710 1,873,060 ========================================================================= 2,349,680 ========================================================================= </Table> 4 AIM Select Equity Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------- BROADCASTING & CABLE TV-0.21% Citadel Broadcasting Corp. 8,209 $ 52,949 - ------------------------------------------------------------------------- EchoStar Communications Corp.-Class A(a) 21,910 950,237 ========================================================================= 1,003,186 ========================================================================= COMMERCIAL PRINTING-0.18% Consolidated Graphics, Inc.(a) 2,123 147,082 - ------------------------------------------------------------------------- Ennis Inc. 28,537 671,190 ========================================================================= 818,272 ========================================================================= COMMODITY CHEMICALS-0.20% Methanex Corp. (Canada) 37,700 947,778 ========================================================================= COMMUNICATIONS EQUIPMENT-1.64% Cisco Systems, Inc.(a) 268,943 7,490,063 - ------------------------------------------------------------------------- Utstarcom, Inc.(a) 29,149 163,526 ========================================================================= 7,653,589 ========================================================================= COMPUTER HARDWARE-4.53% Hewlett-Packard Co. 160,336 7,154,192 - ------------------------------------------------------------------------- International Business Machines Corp. 132,880 13,985,620 ========================================================================= 21,139,812 ========================================================================= COMPUTER STORAGE & PERIPHERALS-0.61% Komag, Inc.(a) 15,278 487,215 - ------------------------------------------------------------------------- Lexmark International, Inc.-Class A(a) 40,638 2,003,860 - ------------------------------------------------------------------------- Western Digital Corp.(a) 19,540 378,099 ========================================================================= 2,869,174 ========================================================================= CONSTRUCTION & FARM MACHINERY & HEAVY TRUCKS-2.34% Cummins Inc. 76,154 7,707,546 - ------------------------------------------------------------------------- Freightcar America Inc. 7,501 358,848 - ------------------------------------------------------------------------- Paccar Inc. 24,283 2,113,592 - ------------------------------------------------------------------------- Wabtec Corp. 19,837 724,646 ========================================================================= 10,904,632 ========================================================================= CONSTRUCTION MATERIALS-0.18% Eagle Materials Inc. 17,407 853,813 ========================================================================= CONSUMER FINANCE-0.04% AmeriCredit Corp.(a) 6,682 177,407 ========================================================================= DATA PROCESSING & OUTSOURCED SERVICES-0.39% Convergys Corp.(a) 14,080 341,299 - ------------------------------------------------------------------------- Electronic Data Systems Corp. 24,910 690,755 - ------------------------------------------------------------------------- Fiserv, Inc.(a) 13,660 775,888 ========================================================================= 1,807,942 ========================================================================= DEPARTMENT STORES-1.98% JCPenney Co., Inc. 7,939 574,625 - ------------------------------------------------------------------------- Kohl's Corp.(a) 49,650 3,526,640 - ------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------- <Caption> DEPARTMENT STORES-(CONTINUED) Macy's Inc. 20,930 $ 832,595 - ------------------------------------------------------------------------- Nordstrom, Inc. 84,037 4,295,971 ========================================================================= 9,229,831 ========================================================================= DIVERSIFIED BANKS-0.45% Wells Fargo & Co. 59,560 2,094,725 ========================================================================= DIVERSIFIED COMMERCIAL & PROFESSIONAL SERVICES-0.18% Amrep Corp. 2,340 111,267 - ------------------------------------------------------------------------- Equifax Inc. 16,710 742,258 ========================================================================= 853,525 ========================================================================= EDUCATION SERVICES-0.31% ITT Educational Services, Inc.(a) 12,282 1,441,661 ========================================================================= ELECTRICAL COMPONENTS & EQUIPMENT-0.71% Acuity Brands, Inc. 26,330 1,587,173 - ------------------------------------------------------------------------- Cooper Industries, Ltd.-Class A(a) 29,902 1,707,105 ========================================================================= 3,294,278 ========================================================================= ELECTRONIC EQUIPMENT MANUFACTURERS-1.20% Amphenol Corp.-Class A 81,200 2,894,780 - ------------------------------------------------------------------------- Mettler-Toledo International Inc.(a) 28,510 2,722,990 ========================================================================= 5,617,770 ========================================================================= ELECTRONIC MANUFACTURING SERVICES-0.13% Trimble Navigation Ltd.(a) 18,720 602,784 ========================================================================= FERTILIZERS & AGRICULTURAL CHEMICALS-0.09% Monsanto Co. 6,030 407,266 ========================================================================= FOOD RETAIL-0.37% Kroger Co. (The) 61,000 1,715,930 ========================================================================= FOOTWEAR-1.96% Deckers Outdoor Corp.(a) 18,600 1,876,740 - ------------------------------------------------------------------------- Nike, Inc.-Class B 125,056 7,289,514 ========================================================================= 9,166,254 ========================================================================= GAS UTILITIES-0.37% Energen Corp. 31,153 1,711,546 ========================================================================= HEALTH CARE DISTRIBUTORS-1.42% AmerisourceBergen Corp. 66,110 3,270,462 - ------------------------------------------------------------------------- McKesson Corp. 56,420 3,364,889 ========================================================================= 6,635,351 ========================================================================= HEALTH CARE EQUIPMENT-1.05% Baxter International Inc. 9,510 535,793 - ------------------------------------------------------------------------- IdexxLaboratories, Inc.(a) 3,142 297,327 - ------------------------------------------------------------------------- </Table> 5 AIM Select Equity Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------- HEALTH CARE EQUIPMENT-(CONTINUED) Mentor Corp. 32,431 $ 1,319,293 - ------------------------------------------------------------------------- Meridian Bioscience, Inc. 12,133 262,801 - ------------------------------------------------------------------------- SurModics, Inc.(a) 26,546 1,327,300 - ------------------------------------------------------------------------- Zimmer Holdings, Inc.(a) 13,550 1,150,260 ========================================================================= 4,892,774 ========================================================================= HEALTH CARE FACILITIES-0.25% Amsurg Corp.(a) 47,500 1,146,650 ========================================================================= HEALTH CARE SERVICES-1.21% Express Scripts, Inc.(a) 26,460 1,323,265 - ------------------------------------------------------------------------- Laboratory Corp. of America Holdings(a) 43,172 3,378,641 - ------------------------------------------------------------------------- Medco Health Solutions, Inc.(a) 7,570 590,384 - ------------------------------------------------------------------------- Pediatrix Medical Group, Inc.(a) 6,146 338,952 ========================================================================= 5,631,242 ========================================================================= HOME FURNISHINGS-0.76% Ethan Allen Interiors Inc. 30,630 1,049,078 - ------------------------------------------------------------------------- Mohawk Industries, Inc.(a) 5,360 540,234 - ------------------------------------------------------------------------- Tempur-Pedic International Inc. 75,810 1,963,479 ========================================================================= 3,552,791 ========================================================================= HOME IMPROVEMENT RETAIL-1.51% Sherwin-Williams Co. (The) 106,081 7,051,204 ========================================================================= HOTELS, RESORTS & CRUISE LINES-0.31% Ambassadors Group, Inc. 40,586 1,442,021 ========================================================================= HOUSEHOLD APPLIANCES-0.68% Black & Decker Corp. (The) 35,940 3,173,861 ========================================================================= HYPERMARKETS & SUPER CENTERS-0.69% Wal-Mart Stores, Inc. 66,856 3,216,442 ========================================================================= INDUSTRIAL CONGLOMERATES-0.03% Tyco International Ltd.(a) 4,166 140,769 ========================================================================= INDUSTRIAL MACHINERY-1.39% Danaher Corp. 20,400 1,540,200 - ------------------------------------------------------------------------- Eaton Corp. 4,787 445,191 - ------------------------------------------------------------------------- Gardner Denver Inc.(a) 3,658 155,648 - ------------------------------------------------------------------------- Illinois Tool Works Inc. 12,050 652,989 - ------------------------------------------------------------------------- Ingersoll-Rand Co. Ltd.-Class A 34,628 1,898,307 - ------------------------------------------------------------------------- Parker Hannifin Corp. 18,370 1,798,607 ========================================================================= 6,490,942 ========================================================================= INSURANCE BROKERS-0.14% AON Corp. 15,056 641,536 ========================================================================= INTEGRATED OIL & GAS-7.65% Chevron Corp. 88,975 7,495,254 - ------------------------------------------------------------------------- ConocoPhillips 19,260 1,511,910 - ------------------------------------------------------------------------- Exxon Mobil Corp. 253,027 21,223,905 - ------------------------------------------------------------------------- </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------- <Caption> INTEGRATED OIL & GAS-(CONTINUED) Marathon Oil Corp. 69,606 $ 4,173,576 - ------------------------------------------------------------------------- Occidental Petroleum Corp. 22,073 1,277,585 ========================================================================= 35,682,230 ========================================================================= INTEGRATED TELECOMMUNICATION SERVICES-1.63% Atlantic Tele-Network, Inc. 6,227 178,341 - ------------------------------------------------------------------------- CenturyTel, Inc. 144,216 7,073,795 - ------------------------------------------------------------------------- Verizon Communications Inc. 8,650 356,121 ========================================================================= 7,608,257 ========================================================================= INTERNET RETAIL-0.21% Expedia, Inc.(a) 22,140 648,480 - ------------------------------------------------------------------------- IAC/InterActiveCorp(a) 8,980 310,798 ========================================================================= 959,278 ========================================================================= INTERNET SOFTWARE & SERVICES-0.12% United Online, Inc. 35,341 582,773 ========================================================================= INVESTMENT BANKING & BROKERAGE-6.35% Goldman Sachs Group, Inc. (The) 50,575 10,962,131 - ------------------------------------------------------------------------- Lehman Brothers Holdings Inc. 59,993 4,470,679 - ------------------------------------------------------------------------- Merrill Lynch & Co., Inc. 87,578 7,319,769 - ------------------------------------------------------------------------- Morgan Stanley 82,033 6,880,928 ========================================================================= 29,633,507 ========================================================================= IT CONSULTING & OTHER SERVICES-0.41% Accenture Ltd.-Class A 34,551 1,481,892 - ------------------------------------------------------------------------- Covansys Corp.(a) 12,217 414,523 ========================================================================= 1,896,415 ========================================================================= LIFE & HEALTH INSURANCE-1.67% Lincoln National Corp. 19,790 1,404,100 - ------------------------------------------------------------------------- Prudential Financial, Inc. 60,133 5,846,732 - ------------------------------------------------------------------------- Torchmark Corp. 7,990 535,330 ========================================================================= 7,786,162 ========================================================================= LIFE SCIENCES TOOLS & SERVICES-0.14% Pharmanet Development Group, Inc.(a) 20,465 652,424 ========================================================================= MANAGED HEALTH CARE-4.84% Aetna Inc. 141,356 6,982,986 - ------------------------------------------------------------------------- Cigna Corp. 17,670 922,727 - ------------------------------------------------------------------------- Coventry Health Care, Inc.(a) 51,640 2,977,046 - ------------------------------------------------------------------------- Humana Inc.(a) 2,079 126,632 - ------------------------------------------------------------------------- Molina Healthcare Inc.(a) 2,657 81,092 - ------------------------------------------------------------------------- UnitedHealth Group Inc. 136,120 6,961,177 - ------------------------------------------------------------------------- WellCare Health Plans Inc.(a) 4,465 404,127 - ------------------------------------------------------------------------- WellPoint Inc.(a) 51,350 4,099,271 ========================================================================= 22,555,058 ========================================================================= </Table> 6 AIM Select Equity Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------- MARINE-0.08% Overseas Shipholding Group 4,738 $ 385,673 ========================================================================= MOVIES & ENTERTAINMENT-0.90% Marvel Entertainment, Inc.(a) 22,000 560,560 - ------------------------------------------------------------------------- Walt Disney Co. (The) 106,902 3,649,634 ========================================================================= 4,210,194 ========================================================================= MULTI-LINE INSURANCE-2.03% Genworth Financial Inc.-Class A 129,610 4,458,584 - ------------------------------------------------------------------------- Hartford Financial Services Group, Inc. (The) 30,310 2,985,838 - ------------------------------------------------------------------------- Loews Corp. 39,500 2,013,710 ========================================================================= 9,458,132 ========================================================================= MULTI-UTILITIES-0.29% Alliant Energy Corp. 35,273 1,370,356 ========================================================================= OIL & GAS EQUIPMENT & SERVICES-2.02% Core Laboratories N.V. (Netherlands)(a) 16,800 1,708,392 - ------------------------------------------------------------------------- Grant Prideco, Inc.(a) 6,770 364,429 - ------------------------------------------------------------------------- SEACOR Holdings Inc.(a) 24,850 2,319,996 - ------------------------------------------------------------------------- Tidewater Inc. 64,187 4,549,574 - ------------------------------------------------------------------------- Trico Marine Services, Inc.(a) 11,995 490,356 ========================================================================= 9,432,747 ========================================================================= OIL & GAS REFINING & MARKETING-0.19% Holly Corp. 4,867 361,083 - ------------------------------------------------------------------------- Valero Energy Corp. 7,100 524,406 ========================================================================= 885,489 ========================================================================= OIL & GAS STORAGE & TRANSPORTATION-0.09% Magellan Midstream Partners, L.P. 3,497 162,890 - ------------------------------------------------------------------------- Tsakos Energy Navigation Ltd. (Bermuda) 3,363 235,108 ========================================================================= 397,998 ========================================================================= OTHER DIVERSIFIED FINANCIAL SERVICES-2.68% Bank of America Corp. 86,864 4,246,781 - ------------------------------------------------------------------------- Citigroup Inc. 97,223 4,986,567 - ------------------------------------------------------------------------- JPMorgan Chase & Co. 67,886 3,289,077 ========================================================================= 12,522,425 ========================================================================= PACKAGED FOODS & MEATS-0.47% General Mills, Inc. 18,190 1,062,660 - ------------------------------------------------------------------------- Imperial Sugar Co. 16,952 521,952 - ------------------------------------------------------------------------- Seaboard Corp. 257 602,665 ========================================================================= 2,187,277 ========================================================================= PERSONAL PRODUCTS-0.07% NBTY, Inc.(a) 7,170 309,744 ========================================================================= </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------- <Caption> PHARMACEUTICALS-4.29% AstraZeneca PLC-ADR (United Kingdom) 13,770 $ 736,420 - ------------------------------------------------------------------------- Bradley Pharmaceuticals, Inc.(a) 18,782 407,757 - ------------------------------------------------------------------------- Forest Laboratories, Inc.(a) 31,076 1,418,619 - ------------------------------------------------------------------------- Johnson & Johnson 122,258 7,533,538 - ------------------------------------------------------------------------- King Pharmaceuticals, Inc.(a) 37,040 757,838 - ------------------------------------------------------------------------- Merck & Co. Inc. 110,181 5,487,014 - ------------------------------------------------------------------------- Pfizer Inc. 143,040 3,657,533 ========================================================================= 19,998,719 ========================================================================= PROPERTY & CASUALTY INSURANCE-8.34% ACE Ltd. 88,970 5,562,404 - ------------------------------------------------------------------------- Allstate Corp. (The) 54,890 3,376,284 - ------------------------------------------------------------------------- AMBAC Financial Group, Inc. 27,266 2,377,323 - ------------------------------------------------------------------------- Chubb Corp. (The) 156,110 8,451,795 - ------------------------------------------------------------------------- Fpic Insurance Group, Inc.(a) 22,171 903,912 - ------------------------------------------------------------------------- Harleysville Group Inc. 26,780 893,381 - ------------------------------------------------------------------------- Meadowbrook Insurance Group, Inc.(a) 27,034 296,293 - ------------------------------------------------------------------------- Progressive Corp. (The) 64,320 1,539,178 - ------------------------------------------------------------------------- Safeco Corp. 33,890 2,109,991 - ------------------------------------------------------------------------- Safety Insurance Group, Inc. 51,910 2,149,074 - ------------------------------------------------------------------------- Travelers Cos., Inc. (The) 106,548 5,700,318 - ------------------------------------------------------------------------- United America Indemnity, Ltd.- Class A(a) 4,371 108,707 - ------------------------------------------------------------------------- W. R. Berkley Corp. 18,410 599,061 - ------------------------------------------------------------------------- XL Capital Ltd.-Class A 43,560 3,671,672 - ------------------------------------------------------------------------- Zenith National Insurance Corp. 24,420 1,149,938 ========================================================================= 38,889,331 ========================================================================= PUBLISHING-1.09% McGraw-Hill Cos., Inc. (The) 74,353 5,061,952 ========================================================================= RESTAURANTS-1.62% Darden Restaurants, Inc. 16,700 734,633 - ------------------------------------------------------------------------- Jack in the Box Inc.(a) 40,940 2,904,284 - ------------------------------------------------------------------------- McDonald's Corp. 33,994 1,725,535 - ------------------------------------------------------------------------- Yum! Brands, Inc. 66,860 2,187,659 ========================================================================= 7,552,111 ========================================================================= SEMICONDUCTOR EQUIPMENT-0.30% Lam Research Corp.(a) 4,354 223,796 - ------------------------------------------------------------------------- MEMC Electronic Materials, Inc.(a) 19,277 1,178,210 ========================================================================= 1,402,006 ========================================================================= SEMICONDUCTORS-0.14% National Semiconductor Corp. 9,426 266,473 - ------------------------------------------------------------------------- Texas Instruments Inc. 10,783 405,764 ========================================================================= 672,237 ========================================================================= </Table> 7 AIM Select Equity Fund <Table> <Caption> SHARES VALUE - ------------------------------------------------------------------------- SPECIALIZED CONSUMER SERVICES-0.25% Jackson Hewitt Tax Service Inc. 5,790 $ 162,757 - ------------------------------------------------------------------------- Steiner Leisure Ltd.(a) 20,410 1,002,539 ========================================================================= 1,165,296 ========================================================================= SPECIALIZED FINANCE-0.42% ASTA Funding, Inc. 7,690 295,527 - ------------------------------------------------------------------------- CIT Group, Inc. 30,246 1,658,388 ========================================================================= 1,953,915 ========================================================================= SPECIALTY STORES-0.02% Books-A-Million, Inc. 4,435 75,129 ========================================================================= STEEL-0.73% Chaparral Steel Co.(a) 2,481 178,309 - ------------------------------------------------------------------------- Commercial Metals Co. 7,111 240,139 - ------------------------------------------------------------------------- Nucor Corp. 39,020 2,288,523 - ------------------------------------------------------------------------- Steel Dynamics, Inc. 16,720 700,735 ========================================================================= 3,407,706 ========================================================================= SYSTEMS SOFTWARE-2.06% BMC Software, Inc.(a) 28,051 849,945 - ------------------------------------------------------------------------- Micros Systems, Inc.(a) 10,700 582,080 - ------------------------------------------------------------------------- Microsoft Corp. 196,230 5,782,898 - ------------------------------------------------------------------------- Oracle Corp.(a) 121,404 2,392,873 ========================================================================= 9,607,796 ========================================================================= TECHNOLOGY DISTRIBUTORS-0.09% CDW Corp. 4,892 415,673 ========================================================================= THRIFTS & MORTGAGE FINANCE-0.29% PMI Group, Inc. (The) 30,658 1,369,493 ========================================================================= </Table> <Table> SHARES VALUE - ------------------------------------------------------------------------- <Caption> TOBACCO-1.08% Loews Corp-Carolina Group 16,570 $ 1,280,364 - ------------------------------------------------------------------------- Reynolds American Inc. 49,993 3,259,543 - ------------------------------------------------------------------------- Vector Group Ltd. 21,939 494,286 ========================================================================= 5,034,193 ========================================================================= TRUCKING-0.93% Con-way Inc. 34,790 1,747,850 - ------------------------------------------------------------------------- Hunt (J.B.) Transport Services, Inc. 88,660 2,599,511 ========================================================================= 4,347,361 ========================================================================= WIRELESS TELECOMMUNICATION SERVICES-0.03% USA Mobility, Inc. 5,296 141,721 ========================================================================= Total Common Stocks & Other Equity Interests (Cost $332,914,120) 426,283,443 ========================================================================= <Caption> PRINCIPAL AMOUNT U.S. TREASURY BILLS-0.29% 4.81%, 07/05/07(b)(Cost $1,349,098) $ 1,350,000(c) 1,349,098 ========================================================================= <Caption> SHARES MONEY MARKET FUNDS-8.49% Liquid Assets Portfolio-Institutional Class(d) 19,793,677 19,793,677 - ------------------------------------------------------------------------- Premier Portfolio-Institutional Class(d) 19,793,677 19,793,677 ========================================================================= Total Money Market Funds (Cost $39,587,354) 39,587,354 ========================================================================= TOTAL INVESTMENTS-100.17% (Cost $373,850,572) 467,219,895 ========================================================================= OTHER ASSETS LESS LIABILITIES-(0.17)% (802,483) ========================================================================= NET ASSETS-100.00% $466,417,412 _________________________________________________________________________ ========================================================================= </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) Non-income producing security. (b) Security traded on a discount basis. The interest rate shown represents the discount rate at the time of purchase by the Fund. (c) All or a portion of the principal balance was pledged as collateral to cover margin requirements for open futures contracts. See Note 1J and Note 9. (d) 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. 8 AIM Select Equity Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $334,263,218) $427,632,541 - ----------------------------------------------------------- Investments in affiliated money market funds (Cost $39,587,354) 39,587,354 =========================================================== Total investments (Cost $373,850,572) 467,219,895 =========================================================== Cash 28,463 - ----------------------------------------------------------- Foreign currencies, at value (Cost $3,139) 3,147 - ----------------------------------------------------------- Receivables for: Fund shares sold 222,046 - ----------------------------------------------------------- Dividends 511,038 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 144,534 - ----------------------------------------------------------- Other assets 28,675 =========================================================== Total assets 468,157,798 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Fund shares reacquired 916,023 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 214,606 - ----------------------------------------------------------- Variation margin 35,100 - ----------------------------------------------------------- Accrued distribution fees 195,036 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 4,718 - ----------------------------------------------------------- Accrued transfer agent fees 200,860 - ----------------------------------------------------------- Accrued operating expenses 174,043 - ----------------------------------------------------------- Total liabilities 1,740,386 ___________________________________________________________ =========================================================== Net assets applicable to shares outstanding $466,417,412 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $421,823,201 - ----------------------------------------------------------- Undistributed net investment income (loss) (82,473) - ----------------------------------------------------------- Undistributed net realized gain (loss) (48,842,602) - ----------------------------------------------------------- Unrealized appreciation 93,519,286 =========================================================== $466,417,412 ___________________________________________________________ =========================================================== NET ASSETS: Class A $311,770,879 ___________________________________________________________ =========================================================== Class B $119,123,260 ___________________________________________________________ =========================================================== Class C $ 35,523,273 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 13,912,453 ___________________________________________________________ =========================================================== Class B 6,059,201 ___________________________________________________________ =========================================================== Class C 1,810,090 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 22.41 - ----------------------------------------------------------- Offering price per share (Net asset value of $22.41 divided by 94.50%) $ 23.71 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 19.66 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 19.63 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 9 AIM Select Equity Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends (net of foreign withholding taxes of $1,518) $ 2,590,053 - ------------------------------------------------------------------------- Dividends from affiliated money market funds (includes securities lending income of $16,516) 592,332 - ------------------------------------------------------------------------- Interest 12,224 ========================================================================= Total investment income 3,194,609 ========================================================================= EXPENSES: Advisory fees 1,379,940 - ------------------------------------------------------------------------- Administrative services fees 55,909 - ------------------------------------------------------------------------- Custodian fees 12,771 - ------------------------------------------------------------------------- Distribution fees: Class A 346,204 - ------------------------------------------------------------------------- Class B 485,956 - ------------------------------------------------------------------------- Class C 128,858 - ------------------------------------------------------------------------- Transfer agent fees 633,289 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 12,630 - ------------------------------------------------------------------------- Other 138,894 ========================================================================= Total expenses 3,194,451 ========================================================================= Less: Fees waived and expense offset arrangements (32,231) ========================================================================= Net expenses 3,162,220 ========================================================================= Net investment income 32,389 ========================================================================= REALIZED AND UNREALIZED GAIN (LOSS) FROM: Net realized gain (loss) from: Investment securities (includes net gains from securities sold to affiliates of $14,590) 16,357,051 - ------------------------------------------------------------------------- Foreign currencies (9) - ------------------------------------------------------------------------- Futures contracts (160,140) ========================================================================= 16,196,902 ========================================================================= Change in net unrealized appreciation of: Investment securities 6,377,425 - ------------------------------------------------------------------------- Foreign currencies 8 - ------------------------------------------------------------------------- Futures contracts 149,955 ========================================================================= 6,527,388 ========================================================================= Net realized and unrealized gain 22,724,290 ========================================================================= Net increase in net assets resulting from operations $22,756,679 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 10 AIM Select Equity Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - --------------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ 32,389 $ (353,538) - --------------------------------------------------------------------------------------------- Net realized gain 16,196,902 37,802,440 - --------------------------------------------------------------------------------------------- Change in net unrealized appreciation 6,527,388 8,594,908 ============================================================================================= Net increase in net assets resulting from operations 22,756,679 46,043,810 ============================================================================================= Share transactions-net: Class A 35,731,421 (32,579,637) - --------------------------------------------------------------------------------------------- Class B 28,403,773 (31,693,986) - --------------------------------------------------------------------------------------------- Class C 14,221,914 (5,368,932) ============================================================================================= Net increase (decrease) in net assets resulting from share transactions 78,357,108 (69,642,555) ============================================================================================= Net increase (decrease) in net assets 101,113,787 (23,598,745) ============================================================================================= NET ASSETS: Beginning of period 365,303,625 388,902,370 ============================================================================================= End of period (including undistributed net investment income (loss) of $(82,473) and $(114,862), respectively) $466,417,412 $365,303,625 _____________________________________________________________________________________________ ============================================================================================= </Table> NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Select Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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 11 AIM Select Equity Fund 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 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 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 12 AIM Select Equity 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. 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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. J. 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. K. COVERED CALL OPTIONS WRITTEN -- 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. 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. 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 $150 million 0.80% - -------------------------------------------------------------------- Over $150 million 0.625% ___________________________________________________________________ ==================================================================== </Table> Through June 30, 2007, AIM had 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 0.695% - -------------------------------------------------------------------- Next $250 million 0.67% - -------------------------------------------------------------------- Next $500 million 0.645% - -------------------------------------------------------------------- Next $1.5 billion 0.62% - -------------------------------------------------------------------- Next $2.5 billion 0.595% - -------------------------------------------------------------------- Next $2.5 billion 0.57% - -------------------------------------------------------------------- Next $2.5 billion 0.545% - -------------------------------------------------------------------- Over $10 billion 0.52% ___________________________________________________________________ ==================================================================== </Table> Further, effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% 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 13 AIM Select Equity Fund funds with cash collateral from securities loaned by the fund). Prior to July 1, 2007, AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from the affiliated money market funds on investments by the Fund in such affiliated money market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $12,177. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, the expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 and Class C 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 each class of Class B and Class C shares. Of the Plan payments, up to 0.25% of the average daily net assets of each class of 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it retained $16,271 in front-end sales commissions from the sale of Class A shares and $536, $27,894 and $502 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - ------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 7,367,459 $39,790,420 $(27,364,202) $19,793,677 $287,194 - ------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 7,367,459 39,790,420 (27,364,202) 19,793,677 288,622 ================================================================================================= Subtotal $14,734,918 $79,580,840 $(54,728,404) $39,587,354 $575,816 ================================================================================================= </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME* - ------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 3,767,100 $ 21,745,513 $(25,512,613) $ -- $ 16,516 ================================================================================================= Total Investments in Affiliates $18,502,018 $101,326,353 $(80,241,017) $39,587,354 $592,332 _________________________________________________________________________________________________ ================================================================================================= </Table> * Net of compensation to counterparties. 14 AIM Select Equity Fund 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 six months ended June 30, 2007, the Fund engaged in securities sales of $232,089, which resulted in net realized gains of $14,590. 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 used to offset custodian fees. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $20,054. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $2,902 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 participates 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 six months ended June 30, 2007, 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. 15 AIM Select Equity Fund At June 30, 2007, there were no securities out on loan. For the six months ended June 30, 2007, the Fund received dividends on cash collateral investments of $16,516 for securities lending transactions during the period, which are net of compensation to counterparties. NOTE 9--FUTURES CONTRACTS On June 30, 2007, $1,350,000 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 06/30/07 APPRECIATION - -------------------------------------------------------------------------------------------------------------------------- S&P 500: Euroswiss Future 390 Sept. -07/Long $29,550,300 $149,955 __________________________________________________________________________________________________________________________ ========================================================================================================================== </Table> NOTE 10--OPTION CONTRACTS WRITTEN <Table> <Caption> TRANSACTIONS DURING THE PERIOD - ----------------------------------------------------------------------------------- CALL OPTION CONTRACTS --------------------- NUMBER OF PREMIUMS CONTRACTS RECEIVED - ----------------------------------------------------------------------------------- Beginning of period -- $ -- - ----------------------------------------------------------------------------------- Written 33 5,511 - ----------------------------------------------------------------------------------- Exercised (33) (5,511) =================================================================================== End of period -- $ -- ___________________________________________________________________________________ =================================================================================== </Table> NOTE 11--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. 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 had a capital loss carryforward as of December 31, 2006 which expires as follows: <Table> <Caption> CAPITAL LOSS EXPIRATION CARRYFORWARD* - ----------------------------------------------------------------------------- December 31, 2010 $17,786,201 - ----------------------------------------------------------------------------- December 31, 2011 46,792,314 ============================================================================= Total capital loss carryforward $64,578,515 _____________________________________________________________________________ ============================================================================= </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. To the extent that unrealized gains as of April 23, 2007, the date of the reorganization of AIM Opportunities II Fund and AIM Opportunities III Fund into the Fund are realized on securities held in each Fund at such date, the capital loss carryforward may be further limited for up to five years from the date of the reorganization. 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 six months ended June 30, 2007 was $94,230,510 and $129,545,923, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------- Aggregate unrealized appreciation of investment securities $94,994,516 - ------------------------------------------------------------------------------- Aggregate unrealized (depreciation) of investment securities (2,112,505) =============================================================================== Net unrealized appreciation of investment securities $92,882,011 _______________________________________________________________________________ =============================================================================== Cost of investments for tax purposes is $374,337,884. </Table> 16 AIM Select Equity Fund NOTE 13--SHARE INFORMATION The Fund currently offers three different classes of shares: Class A, Class B and Class C. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares are sold with a 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 - ---------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(A) DECEMBER 31, 2006 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 300,182 $ 6,366,386 911,141 $ 18,233,072 - ---------------------------------------------------------------------------------------------------------------------- Class B 113,432 2,216,609 324,950 5,630,460 - ---------------------------------------------------------------------------------------------------------------------- Class C 88,756 1,717,107 152,658 2,632,956 ====================================================================================================================== Issued in connection with acquisitions:(b) Class A 3,084,610 67,940,846 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class B 2,456,047 47,525,997 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class C 879,427 16,989,942 -- -- ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 289,313 6,315,031 641,457 12,530,727 - ---------------------------------------------------------------------------------------------------------------------- Class B (329,277) (6,315,031) (725,646) (12,530,727) ====================================================================================================================== Reacquired: Class A (2,076,005) (44,890,842) (3,252,189) (63,343,436) - ---------------------------------------------------------------------------------------------------------------------- Class B (784,484) (15,023,802) (1,443,232) (24,793,719) - ---------------------------------------------------------------------------------------------------------------------- Class C (234,465) (4,485,135) (467,646) (8,001,888) ====================================================================================================================== 3,787,536 $ 78,357,108 (3,858,507) $(69,642,555) ______________________________________________________________________________________________________________________ ====================================================================================================================== </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. (b) As of the open of business on April 23, 2007, the Fund acquired all the net assets of AIM Opportunities II Fund and AIM Opportunities III Fund pursuant to a plan of reorganization approved by the Trustees of the Fund on November 8, 2006 and by the shareholders of AIM Opportunities II Fund and AIM Opportunities III Fund on April 12, 2007. The acquisition was accomplished by a tax-free exchange of 6,420,084 shares of the Fund for 3,316,682 shares outstanding of AIM Opportunities II Fund and 5,463,228 shares outstanding of AIM Opportunities III Fund as of the close of business on April 20, 2007. AIM Opportunities II Fund's net assets at that date of $78,902,797 including $8,801,527 of unrealized appreciation and AIM Opportunities III Fund's net assets at that date of $53,553,988 including $7,852,880 of unrealized appreciation, were combined with those of the Fund. The aggregate net assets of the Fund immediately before the acquisition were $350,064,699. The combined aggregate net assets of the Fund immediately following the reorganizations were $482,521,483. 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 17 AIM Select Equity Fund NOTE 15--FINANCIAL HIGHLIGHTS The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated. <Table> <Caption> CLASS A ---------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 21.10 $ 18.55 $ 17.65 $ 15.50 $ 11.97 $ 17.00 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) 0.03 0.03 (0.04) (0.06)(b) (0.09) (0.06) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.28 2.52 0.94 2.21 3.62 (4.97) ================================================================================================================================= Total from investment operations 1.31 2.55 0.90 2.15 3.53 (5.03) ================================================================================================================================= Net asset value, end of period $ 22.41 $ 21.10 $ 18.55 $ 17.65 $ 15.50 $ 11.97 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 6.21% 13.75% 5.10% 13.87% 29.49% (29.59)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $311,771 $259,817 $259,946 $292,681 $288,976 $250,666 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.36%(d) 1.40% 1.39% 1.38% 1.47% 1.32% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 1.37%(d) 1.41% 1.39% 1.40% 1.47% 1.32% ================================================================================================================================= Ratio of net investment income (loss) to average net assets 0.24%(d) 0.14% (0.21)% (0.40)%(b) (0.65)% (0.45)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 27% 72% 91% 38% 69% 86% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.08) and (0.51)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $279,258,275. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $116,070,354 and sold of $30,259,505 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities II Fund and AIM Opportunities III Fund into the Fund. 18 AIM Select Equity Fund NOTE 15--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS B --------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ---------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 18.58 $ 16.46 $ 15.78 $ 13.96 $ 10.86 $ 15.54 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.05) (0.11) (0.15) (0.17)(b) (0.17) (0.16) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.13 2.23 0.83 1.99 3.27 (4.52) ================================================================================================================================= Total from investment operations 1.08 2.12 0.68 1.82 3.10 (4.68) ================================================================================================================================= Net asset value, end of period $ 19.66 $ 18.58 $ 16.46 $ 15.78 $ 13.96 $ 10.86 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 5.81% 12.88% 4.31% 13.04% 28.55% (30.12)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $119,123 $85,521 $106,097 $148,300 $198,148 $214,709 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.11%(d) 2.15% 2.14% 2.13% 2.22% 2.07% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.12%(d) 2.16% 2.14% 2.15% 2.22% 2.07% ================================================================================================================================= Ratio of net investment income (loss) to average net assets (0.51)%(d) (0.61)% (0.96)% (1.15)%(b) (1.40)% (1.20)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 27% 72% 91% 38% 69% 86% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.19) and (1.26)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $97,996,694. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $116,070,354 and sold of $30,259,505 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities II Fund and AIM Opportunities III Fund into the Fund. <Table> <Caption> CLASS C ----------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ------------------------------------------------------ 2007 2006 2005 2004 2003 2002 - --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 18.55 $ 16.43 $ 15.75 $ 13.94 $ 10.84 $ 15.52 - --------------------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss)(a) (0.05) (0.11) (0.15) (0.17)(b) (0.17) (0.16) - --------------------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.13 2.23 0.83 1.98 3.27 (4.52) ================================================================================================================================= Total from investment operations 1.08 2.12 0.68 1.81 3.10 (4.68) ================================================================================================================================= Net asset value, end of period $ 19.63 $ 18.55 $ 16.43 $ 15.75 $ 13.94 $ 10.84 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Total return(c) 5.82% 12.90% 4.32% 12.98% 28.60% (30.15)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $35,523 $19,966 $22,860 $29,710 $33,585 $32,558 _________________________________________________________________________________________________________________________________ ================================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.11%(d) 2.15% 2.14% 2.13% 2.22% 2.07% - --------------------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.12%(d) 2.16% 2.14% 2.15% 2.22% 2.07% ================================================================================================================================= Ratio of net investment income (loss) to average net assets (0.51)%(d) (0.61)% (0.96)% (1.15)%(b) (1.40)% (1.20)% _________________________________________________________________________________________________________________________________ ================================================================================================================================= Portfolio turnover rate(e) 27% 72% 91% 38% 69% 86% _________________________________________________________________________________________________________________________________ ================================================================================================================================= </Table> (a) Calculated using average shares outstanding. (b) Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets include a special cash dividend received of $3.00 per share owned of Microsoft Corp. on December 2, 2004. Net investment income (loss) per share and the ratio of net investment income (loss) to average net assets excluding the special dividend are $(0.19) and (1.26)%, respectively. (c) 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. (d) Ratios are annualized and based on average daily net assets of $25,985,218. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $116,070,354 and sold of $30,259,505 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities II Fund and AIM Opportunities III Fund into the Fund. 19 AIM Select Equity Fund NOTE 16--LEGAL PROCEEDINGS Terms used in the Legal Proceedings Note are defined terms solely for the purpose of this note. 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 A I M Advisors, Inc. ("AIM") and AIM Distributors, Inc. ("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. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. Civil lawsuits, including purported class action and shareholder derivative suits, have been filed against certain of the AIM Funds, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), 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; 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. 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 INVESCO PLC'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 INVESCO 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. 20 AIM Select Equity Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE As a shareholder of the Fund, you incur together with the amount you invested, to this information to compare the ongoing two types of costs: (1) transaction costs, estimate the expenses that you paid over costs of investing in the Fund and other which may include sales charges (loads) on the period. Simply divide your account funds. To do so, compare this 5% purchase payments or contingent deferred value by $1,000 (for example, an $8,600 hypothetical example with the 5% sales charges on redemptions, and account value divided by $1,000 = 8.6), hypothetical examples that appear in the redemption fees, if any; and (2) ongoing then multiply the result by the number in shareholder reports of the other funds. costs, including management fees; the table under the heading entitled distribution and/or service (12b-1) fees; "Actual Expenses Paid During Period" to Please note that the expenses shown in and other Fund expenses. This example is estimate the expenses you paid on your the table are meant to highlight your intended to help you understand your account during this period. ongoing costs only and do not reflect any ongoing costs (in dollars) of investing in transaction costs, such as sales charges the Fund and to compare these costs with HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs of investing in other mutual PURPOSES deferred sales charges on redemptions, and funds. The example is based on an redemption fees, if any. Therefore, the investment of $1,000 invested at the The table below also provides information hypothetical information is useful in beginning of the period and held for the about hypothetical account values and comparing ongoing costs only, and will not entire period January 1, 2007, through hypothetical expenses based on the Fund's help you determine the relative total June 30, 2007. actual expense ratio and an assumed rate costs of owning different funds. In of return of 5% per year before expenses, addition, if these transaction costs were ACTUAL EXPENSES which is not the Fund's actual return. included, your costs would have been higher. The table below provides information about The hypothetical account values and actual account values and actual expenses. expenses may not be used to estimate the You may use the information in this table, actual ending account balance or expenses you paid for the period. You may use ==================================================================================================================================== 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,062.10 $ 6.95 $1,018.05 $ 6.80 1.36% B 1,000.00 1,058.10 10.77 1,014.33 10.54 2.11 C 1,000.00 1,058.20 10.77 1,014.33 10.54 2.11 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 21 AIM Select Equity Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM Committee considers each Sub-Committee's limited to changes to the Fund's Funds Group is required under the recommendations and makes its own performance, advisory fees, expense Investment Company Act of 1940 to approve recommendations regarding the performance, limitations and/or fee waivers. annually the renewal of the AIM Select fees and expenses of the AIM Funds to the Equity Fund (the Fund) investment advisory full Board. Moreover, the Investments A. NATURE, EXTENT AND QUALITY OF SERVICES agreement with A I M Advisors, Inc. (AIM). Committee considers each Sub-Committee's PROVIDED BY AIM During contract renewal meetings held on recommendations in making its annual June 25-27, 2007, the Board as a whole and recommendation to the Board whether to The Board reviewed the advisory services the disinterested or "independent" approve the continuance of each AIM Fund's provided to the Fund by AIM under the Trustees, voting separately, approved the investment advisory agreement and Fund's advisory agreement, the performance continuance of the Fund's investment sub-advisory agreement, if applicable of AIM in providing these services, and advisory agreement for another year, (advisory agreements), for another year. the credentials and experience of the effective July 1, 2007. In doing so, the officers and employees of AIM who provide Board determined that the Fund's advisory The independent Trustees, as mentioned these services. The Board's review of the agreement is in the best interests of the above, are assisted in their annual qualifications of AIM to provide these Fund and its shareholders and that the evaluation of the advisory agreements by services included the Board's compensation to AIM under the Fund's the independent Senior Officer. One consideration of AIM's portfolio and advisory agreement is fair and reasonable. responsibility of the Senior Officer is to product review process, various back manage the process by which the AIM Funds' office support functions provided by AIM, The independent Trustees met separately proposed management fees are negotiated and AIM's equity and fixed income trading during their evaluation of the Fund's during the annual contract renewal process operations. The Board concluded that the investment advisory agreement with to ensure that they are negotiated in a nature, extent and quality of the advisory independent legal counsel from whom they manner which is at arms' length and services provided to the Fund by AIM were received independent legal advice, and the reasonable. Accordingly, the Senior appropriate and that AIM currently is independent Trustees also received Officer must either supervise a providing satisfactory advisory services assistance during their deliberations from competitive bidding process or prepare an in accordance with the terms of the Fund's the independent Senior Officer, a independent written evaluation. The Senior advisory agreement. In addition, based on full-time officer of the AIM Funds who Officer has recommended that an their ongoing meetings throughout the year reports directly to the independent independent written evaluation be provided with the Fund's portfolio managers, the Trustees. The following discussion more and, upon the direction of the Board, has Board concluded that these individuals are fully describes the process employed by prepared an independent written competent and able to continue to carry the Board to evaluate the performance of evaluation. out their responsibilities under the the AIM Funds (including the Fund) Fund's advisory agreement. throughout the year and, more During the annual contract renewal specifically, during the annual contract process, the Board considered the factors In determining whether to continue the renewal meetings. discussed below under the heading "Factors Fund's advisory agreement, the Board and Conclusions and Summary of Independent considered the prior relationship between THE BOARD'S FUND EVALUATION PROCESS Written Fee Evaluation" in evaluating the AIM and the Fund, as well as the Board's fairness and reasonableness of the Fund's knowledge of AIM's operations, and The Board's Investments Committee has advisory agreement at the contract renewal concluded that it was beneficial to established three Sub-Committees which are meetings and at their meetings throughout maintain the current relationship, in responsible for overseeing the management the year as part of their ongoing part, because of such knowledge. The Board of a number of the series portfolios of oversight of the Fund. The Fund's advisory also considered the steps that AIM and its the AIM Funds. This Sub-Committee agreement was considered separately, affiliates have taken over the last structure permits the Trustees to focus on although the Board also considered the several years to improve the quality and the performance of the AIM Funds that have common interests of all of the AIM Funds efficiency of the services they provide to been assigned to them. The Sub-Committees in their deliberations. The Board the Funds in the areas of investment meet throughout the year to review the comprehensively considered all of the performance, product line diversification, performance of their assigned funds, and information provided to them and did not distribution, fund operations, shareholder the Sub-Committees review monthly and identify any particular factor that was services and compliance. The Board quarterly comparative performance controlling. Furthermore, each Trustee may concluded that the quality and efficiency information and periodic asset flow data have evaluated the information provided of the services AIM and its affiliates for their assigned funds. These materials differently from one another and provide to the AIM Funds in each of these are prepared under the direction and attributed different weight to the various areas generally have improved, and support supervision of the independent Senior factors. The Trustees recognized that the the Board's approval of the continuance of Officer. Over the course of each year, the advisory arrangements and resulting the Fund's advisory agreement. Sub-Committees meet with portfolio advisory fees for the Fund and the other managers for their assigned funds and AIM Funds are the result of years of B. FUND PERFORMANCE other members of management and review review and negotiation between the with these individuals the performance, Trustees and AIM, that the Trustees may The Board compared the Fund's performance investment objective(s), policies, focus to a greater extent on certain during the past one, three and five strategies and limitations of these funds. aspects of these arrangements in some calendar years to the performance of funds years than others, and that the Trustees' in the Fund's Lipper peer group that are In addition to their meetings deliberations and conclusions in a not managed by AIM, and against the throughout the year, the Sub-Committees particular year may be based in part on performance of all funds in the Lipper meet at designated contract renewal their deliberations and conclusions of Multi-Cap Core Funds Index. The Board also meetings each year to conduct an in-depth these same arrangements throughout the reviewed the methodology used by Lipper to review of the performance, fees and year and in prior years. identify the Fund's peers. The Board noted expenses of their assigned funds. During that the Fund's performance was comparable the contract renewal process, the Trustees FACTORS AND CONCLUSIONS AND SUMMARY OF to the median performance of its peers for receive comparative performance and fee INDEPENDENT WRITTEN FEE EVALUATION the one and three year periods, and below data regarding all the AIM Funds prepared such performance for the five year period. by an independent company, Lipper, Inc., The discussion below serves as a summary The Board noted that the Fund's under the direction and supervision of the of the Senior Officer's independent performance was comparable to the independent Senior Officer who also written evaluation, as well as a performance of the Index for the one and prepares a separate analysis of this discussion of the material factors and three year periods, and below such Index information for the Trustees. Each related conclusions that formed the basis for the five year period. The Board also Sub-Committee then makes recommendations for the Board's approval of the Fund's considered the steps AIM has taken over to the Investments Committee regarding the advisory agreement. Unless otherwise the last several years to improve the performance, fees and expenses of their stated, information set forth below is as quality and efficiency of the services assigned funds. The Investments of June 27, 2007 and does not reflect any that AIM provides to the AIM Funds. The changes that may have occurred since that Board concluded that AIM continues to be date, including but not responsive to the Board's focus on fund (continued) 22 AIM Select Equity Fund performance. Although the independent breakpoint. Based on this information, the contracts, and were qualified to continue written evaluation of the Fund's Senior Board concluded that the Fund's advisory to provide these services to the Fund. Officer (discussed below) only considered fees appropriately reflect economies of Fund performance through the most recent scale at current asset levels. The Board The Board considered the benefits calendar year, the Board also reviewed also noted that the Fund shares directly realized by AIM as a result of portfolio more recent Fund performance and this in economies of scale through lower fees brokerage transactions executed through review did not change their conclusions. charged by third party service providers "soft dollar" arrangements. Under these based on the combined size of all of the arrangements, portfolio brokerage C. ADVISORY FEES AND FEE WAIVERS AIM Funds and affiliates. commissions paid by the Fund and/or other funds advised by AIM are used to pay for The Board compared the Fund's contractual E. PROFITABILITY AND FINANCIAL RESOURCES research and execution services. The Board advisory fee rate to the contractual OF AIM noted that soft dollar arrangements shift advisory fee rates of funds in the Fund's the payment obligation for the research Lipper peer group that are not managed by The Board reviewed information from AIM and executions services from AIM to the AIM, at a common asset level and as of the concerning the costs of the advisory and funds and therefore may reduce AIM's end of the past calendar year. The Board other services that AIM and its affiliates expenses. The Board also noted that noted that the Fund's advisory fee rate provide to the Fund and the profitability research obtained through soft dollar was below the median advisory fee rate of of AIM and its affiliates in providing arrangements may be used by AIM in making its peers. The Board also reviewed the these services. The Board also reviewed investment decisions for the Fund and may methodology used by Lipper and noted that information concerning the financial therefore benefit Fund shareholders. The the contractual fee rates shown by Lipper condition of AIM and its affiliates. The Board concluded that AIM's soft dollar include any applicable long-term Board also reviewed with AIM the arrangements were appropriate. The Board contractual fee waivers. The Board also methodology used to prepare the also concluded that, based on their review compared the Fund's contractual advisory profitability information. The Board and representations made by AIM, these fee rate to the contractual advisory fee considered the overall profitability of arrangements were consistent with rates of other clients of AIM and its AIM, as well as the profitability of AIM regulatory requirements. affiliates with investment strategies in connection with managing the Fund. The comparable to those of the Fund, including Board noted that AIM continues to operate The Board considered the fact that the two mutual funds advised by AIM. The Board at a net profit, although increased Fund's uninvested cash and cash collateral noted that the Fund's rate was below the expenses in recent years have reduced the from any securities lending arrangements rate for one of the mutual funds and that profitability of AIM and its affiliates. may be invested in money market funds the other mutual fund is an asset The Board concluded that the Fund's advised by AIM pursuant to procedures allocation fund which is not charged any advisory fees were fair and reasonable, approved by the Board. The Board noted advisory fees by AIM pursuant to that and that the level of profits realized by that AIM will receive advisory fees from fund's advisory agreement. AIM and its affiliates from providing these affiliated money market funds services to the Fund was not excessive in attributable to such investments, although The Board noted that AIM has proposed light of the nature, quality and extent of AIM has contractually agreed to waive the that the contractual advisory fee waiver the services provided. The Board advisory fees payable by the Fund with that had been formerly committed to by AIM considered whether AIM is financially respect to its investment of uninvested through at least June 30, 2007 expire on sound and has the resources necessary to cash in these affiliated money market such date and that AIM has not proposed perform its obligations under the Fund's funds through at least June 30, 2008. The any fee waivers or expense limitations for advisory agreement, and concluded that AIM Board considered the contractual nature of the Fund. However, the Board also noted has the financial resources necessary to this fee waiver and noted that it remains that at its current asset level the Fund fulfill these obligations. in effect until at least June 30, 2008. has an effective fee rate under its The Board concluded that the Fund's contractual advisory fee schedule that is F. INDEPENDENT WRITTEN EVALUATION OF THE investment of uninvested cash and cash lower than the fee rate under the FUND'S SENIOR OFFICER collateral from any securities lending contractual advisory fee waiver and that arrangements in the affiliated money AIM therefore is not currently waiving any The Board noted that, upon their market funds is in the best interests of of the Fund's advisory fees. The Board direction, the Senior Officer of the Fund, the Fund and its shareholders. noted that AIM's recommendation was made who is independent of AIM and AIM's in response to the recommendation of the affiliates, had prepared an independent independent Senior Officer that AIM written evaluation to assist the Board in consider whether the advisory fee waivers determining the reasonableness of the for certain equity AIM Funds, including proposed management fees of the AIM Funds, the Fund, should be simplified. The Board including the Fund. The Board noted that concluded that it was not necessary at they had relied upon the Senior Officer's this time to discuss with AIM whether to written evaluation instead of a implement any such waivers or expense competitive bidding process. In limitations. determining whether to continue the Fund's advisory agreement, the Board considered After taking account of the Fund's the Senior Officer's written evaluation. contractual advisory fee rate, as well as the comparative advisory fee information G. COLLATERAL BENEFITS TO AIM AND ITS discussed above, the Board concluded that AFFILIATES the Fund's advisory fees were fair and reasonable. The Board considered various other benefits received by AIM and its D. ECONOMIES OF SCALE AND BREAKPOINTS affiliates resulting from AIM's relationship with the Fund, including the The Board considered the extent to which fees received by AIM and its affiliates there are economies of scale in AIM's for their provision of administrative, provision of advisory services to the transfer agency and distribution services Fund. The Board also considered whether to the Fund. The Board considered the the Fund benefits from such economies of performance of AIM and its affiliates in scale through contractual breakpoints in providing these services and the the Fund's advisory fee schedule or organizational structure employed by AIM through advisory fee waivers or expense and its affiliates to provide these limitations. The Board noted that the services. The Board also considered that Fund's contractual advisory fee schedule these services are provided to the Fund includes one breakpoint and that the level pursuant to written contracts which are of the Fund's advisory fees, as a reviewed and approved on an annual basis percentage of the Fund's net assets, has by the Board. The Board concluded that AIM decreased as net assets increased because and its affiliates were providing these of the services in a satisfactory manner and in accordance with the terms of their 23 [EDELIVERY GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY GRAPHIC] REGISTER FOR EDELIVERY FUND HOLDINGS AND PROXY VOTING INFORMATION eDelivery is the process of receiving your fund The Fund provides a complete list of its holdings four times in each fiscal and account information via e-mail. Once your year, at the quarter-ends. For the second and fourth quarters, the lists appear quarterly statements, tax forms, fund reports, in the Fund's semiannual and annual reports to shareholders. For the first and and prospectuses are available, we will send you third quarters, the Fund files the lists with the Securities and Exchange an e-mail notification containing links to these Commission (SEC) on Form N-Q. The most recent list of portfolio holdings is documents. For security purposes, you will need available at AIMinvestments.com. From our home page, click on Products & to log in to your account to view your statements Performance, then Mutual Funds, then Fund Overview. Select your Fund from the and tax forms. drop-down menu and click on Complete Quarterly Holdings. Shareholders can also look up the Fund's Forms N-Q on the SEC Web site at sec.gov. Copies of the WHY SIGN UP? Fund's Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Register for eDelivery to: Reference Room, including information about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by electronic request at the following e-mail - - save your Fund the cost of printing and address: publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and postage. 002-27334. - - reduce the amount of paper you receive. A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, - - gain access to your documents faster by not upon request, from our Client Services department at 800-959-4246 or on the AIM waiting for the mail. Web site, AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. - - view your documents online anytime at your convenience. 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 - - save the documents to your personal computer the 12 months ended June 30, 2007, is available at our Web site. Go to or print them out for your records. 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. HOW DO I SIGN UP? The information is also available on the SEC Web site, sec.gov. 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. [AIM INVESTMENTS LOGO] SEQ-SAR-1 A I M Distributors,Inc. --REGISTERED TRADEMARK-- AIM Small Cap Equity Fund Semiannual Report to Shareholders o June 30, 2007 DOMESTIC EQUITY Small Cap Table of Contents Letter to Shareholders.................... 2 Fund Performance.......................... 3 Schedule of Investments................... 4 Financial Statements...................... 8 Notes to Financial Statements............. 11 Financial Highlights...................... 17 Fund Expenses............................. 21 Approval of Advisory Agreement............ 22 For the most current month-end Fund performance and commentary, please visit AIMinvestments.com. Unless otherwise noted, all data in this report are from A I M Management Group Inc. If used after October 20, 2007, this report must be accompanied by a Fund Performance & Commentary or [AIM INVESTMENTS LOGO] by an AIM Quarterly Performance Review for the most - - REGISTERED TRADEMARK - recent quarter-end. 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. NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE AIM Small Cap Equity Fund Dear Fellow Shareholders: In overseeing the management of the AIM family of funds on your behalf, your Board of Trustees of the AIM Funds continues to focus on improved investment performance, reduced shareholder costs, and high ethical standards. Since my [CROCKETT last letter, your Board has welcomed two new members: Marty Flanagan, President PHOTO] and CEO of INVESCO, AIM's parent company, and Phil Taylor, who was named CEO of AIM Investments --REGISTERED TREADEMARK-- in April 2006. Robert Graham, who has given more than 30 years of leadership to the company and the mutual fund Bruce L. Crockett industry since founding AIM in 1976, has retired, stepping down in the process from his most recent role as Vice Chairman of the Board. We thank Bob for his many contributions and wish him a long and happy future. Our review of fund performance has shown healthy progress, but the process is necessarily one of continuous improvement. In general, as of June 30, 2007, we have seen persistent investment discipline and more consistently good results. While this statement may not apply to every AIM Fund all the time, as I write this letter, the overall trend in fund management and performance has been positive. The investment management talent at AIM has recently been enhanced by the promotion of Karen Dunn Kelley to Head of INVESCO's Worldwide Fixed Income as well as Director of AIM Global and Cash Management, with responsibility for all fixed income and money market funds that serve both institutional and individual investors. Under Karen's direction, AIM's cash management organization grew to one of the world's largest and most respected, with top-tier performance. The operations now combined under her charge represent more than $150 billion in assets, 120 investment professionals, and products that span the entire yield curve. In other news, your Board took a more active role in preparing for "proxy season," the period when fund managers must vote the shares held by their funds "for" or "against" various proposals on the ballots of the issuing companies. Beginning in the 2007 proxy season, AIM implemented new proxy voting policies, developed by management in conjunction with an ad hoc Board committee, which provided a solid framework for properly evaluating and executing the many decisions the AIM Funds are required to make to vote shares. In general, the AIM Funds voted for proposals that would allow shareholders a greater role in election of directors, proxy access and "say for pay." The AIM Funds voted against directors who AIM believed failed to govern well in cases of corporate mismanagement, such as the backdating of options grants, and against "poison pill" and "take under" proposals that would favor the financial interests of managers at the expense of investors in the case of a merger or acquisition. You can view the proxy votes cast for your fund by going to AIMinvestments.com. Click the "About Us" tab, then go to "Required Notices" and "Proxy Voting Activity." Additionally, your Board raised the amount its members are recommended to invest in the AIM Funds within three years of joining the Board, with the goal of aligning our interests even more closely with yours. Furthermore, at our June meeting we renewed the investment advisory contracts between the AIM Funds and AIM for another year, applying the same rigorous evaluation process that was enhanced and formalized in 2005. For more information on this process, please visit AIMinvestments.com. Click on the "Products and Performance" tab and go to "Investment Advisory Agreement Renewals." Your Board's ability to best represent your interests depends on our knowledge of your opinions and concerns. Please send me an email (bruce@brucecrockett.com) with your thoughts on the following: 1) How important is it to you to hear about your Board's decisions and activities in these letters? 2) What other information (on overall performance, specific funds, managers, etc.) would make the letters more meaningful to you? 3) Would you prefer that communication from your Board continue to be delivered in paper form by regular mail or be sent electronically by email? If you would prefer to communicate through a quick online survey, please go to AIMinvestments.com and provide your responses there. We need to hear from you to do our best job, and I look forward to your responses. Sincerely, /S/ BRUCE L. CROCKETT Bruce L. Crockett Independent Chair AIM Funds Board of Directors August 10, 2007 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 mutual funds represented by AIM Investments and the PowerShares Exchange-Traded Fund Trust. 2 AIM Small Cap Equity Fund FUND PERFORMANCE ======================================================================================= PERFORMANCE SUMMARY FUND VS. INDEXES Cumulative total returns, 12/31/06-6/30/07, excluding applicable sales charges. If sales charges were included, returns would be lower. Class A Shares 8.82% Class B Shares 8.39 Class C Shares 8.39 Class R Shares 8.70 S&P 500 Index1 (Broad Market Index) 6.96 Russell 2000 Index(1) (Style-Specific Index) 6.45 Lipper Small-Cap Core Funds (Peer Group Index) Index(1) 9.54 Source: (1)Lipper Inc. The unmanaged S&P 500 --REGISTERED TREADEMARK-- Index is an index of common stocks frequently used as a general measure of U.S. stock market performance. The Russell 2000 --REGISTERED TREADEMARK-- Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2000 Growth Index is a trademark/service mark of the Frank Russell Company. Russell --REGISTERED TREADEMARK-- is a trademark of the Frank Russell Company. The LIPPER SMALL-CAP CORE FUNDS INDEX is an equally weighted representation of the largest funds in the Lipper Small-Cap Core Funds category. These funds typically have an average price-to-earnings ratio, price-to- book ratio, and three-year sales-per-share growth value, compared to the S&P SmallCap 600 Index. The Fund is not managed to track the performance of any particular index, including the indexes defined here, and consequently, the performance of the Fund may deviate significantly from the performance of the indexes. A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of an index of funds reflects fund expenses; performance of a market index does not. ======================================================================================= ========================================== NET ASSET VALUE, ADJUSTED TO REFLECT THE B AND CLASS C SHARE PERFORMANCE REFLECTS FUND PERFORMANCE HIGHER RULE 12B-1 FEES APPLICABLE TO CLASS THE APPLICABLE CONTINGENT DEFERRED SALES R SHARES. CLASS A SHARES' INCEPTION DATE CHARGE (CDSC) FOR THE PERIOD INVOLVED. THE As of 6/30/07, including applicable IS AUGUST 31, 2000. CDSC ON CLASS B SHARES DECLINES FROM 5% sales charges BEGINNING AT THE TIME OF PURCHASE TO 0% AT THE PERFORMANCE DATA QUOTED REPRESENT THE BEGINNING OF THE SEVENTH YEAR. THE CLASS A SHARES PAST PERFORMANCE AND CANNOT GUARANTEE CDSC ON CLASS C SHARES IS 1% FOR THE FIRST Inception (8/31/00) 7.96% COMPARABLE FUTURE RESULTS; CURRENT YEAR AFTER PURCHASE. CLASS R SHARES DO NOT 5 Years 10.60 PERFORMANCE MAY BE LOWER OR HIGHER. PLEASE HAVE A FRONT-END SALES CHARGE; RETURNS 1 Year 9.92 VISIT AIMINVESTMENTS.COM FOR THE MOST SHOWN ARE AT NET ASSET VALUE AND DO NOT RECENT MONTH-END PERFORMANCE. PERFORMANCE REFLECT A 0.75% CDSC THAT MAY BE IMPOSED CLASS B SHARES FIGURES REFLECT REINVESTED DISTRIBUTIONS, ON A TOTAL REDEMPTION OF RETIREMENT PLAN Inception (8/31/00) 8.09% CHANGES IN NET ASSET VALUE AND THE EFFECT ASSETS WITHIN THE FIRST YEAR. 5 Years 10.79 OF THE MAXIMUM SALES CHARGE UNLESS 1 Year 10.54 OTHERWISE STATED. PERFORMANCE FIGURES DO THE PERFORMANCE OF THE FUND'S SHARE NOT REFLECT DEDUCTION OF TAXES A CLASSES WILL DIFFER PRIMARILY DUE TO CLASS C SHARES SHAREHOLDER WOULD PAY ON FUND DIFFERENT SALES CHARGE STRUCTURES AND Inception (8/31/00) 8.09% DISTRIBUTIONS OR SALE OF FUND SHARES. CLASS EXPENSES. 5 Years 11.06 INVESTMENT RETURN AND PRINCIPAL VALUE WILL 1 Year 14.45 FLUCTUATE SO THAT YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL SHARES. CLASS R SHARES Inception 8.62% THE TOTAL ANNUAL FUND OPERATING EXPENSE 5 Years 11.58 RATIO SET FORTH IN THE MOST RECENT FUND 1 Year 16.00 PROSPECTUS AS OF THE DATE OF THIS REPORT ========================================== FOR CLASS A, CLASS B, CLASS C AND CLASS R CLASS R SHARES' INCEPTION DATE IS JUNE 3, SHARES WAS 1.49%, 2.24%, 2.24% AND 1.74%, 2002. RETURNS SINCE THAT DATE ARE RESPECTIVELY. THE EXPENSE RATIOS PRESENTED HISTORICAL RETURNS. ALL OTHER RETURNS ARE ABOVE MAY VARY FROM THE EXPENSE RATIOS BLENDED RETURNS OF HISTORICAL CLASS R PRESENTED IN OTHER SECTIONS OF THIS REPORT SHARE PERFORMANCE AND RESTATED CLASS A THAT ARE BASED ON EXPENSES INCURRED DURING SHARE PERFORMANCE (FOR PERIODS PRIOR TO THE PERIOD COVERED BY THIS REPORT. THE INCEPTION DATE OF CLASS R SHARES) AT CLASS A SHARE PERFORMANCE REFLECTS THE MAXIMUM 5.50% SALES CHARGE, AND CLASS 3 AIM Small Cap Equity Fund PORTFOLIO COMPOSITION By sector, based on Net Assets as of June 30, 2007 <Table> <Caption> - --------------------------------------------------------- Information Technology 19.0% - --------------------------------------------------------- Industrials 18.5 - --------------------------------------------------------- Financials 13.4 - --------------------------------------------------------- Consumer Discretionary 13.2 - --------------------------------------------------------- Health Care 12.3 - --------------------------------------------------------- Materials 7.1 - --------------------------------------------------------- Energy 5.7 - --------------------------------------------------------- Consumer Staples 4.7 - --------------------------------------------------------- Telecommunication Services 3.0 - --------------------------------------------------------- Utilities 1.4 - --------------------------------------------------------- Money Market Funds Plus Other Assets Less Liabilities 1.7 _________________________________________________________ ========================================================= </Table> SCHEDULE OF INVESTMENTS* June 30, 2007 (Unaudited) <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- COMMON STOCKS & OTHER EQUITY INTERESTS-98.34% AEROSPACE & DEFENSE-1.21% Aeroviroment, Inc.(a)(b) 85,684 $ 1,765,947 - ----------------------------------------------------------------------- Curtiss-Wright Corp. 122,807 5,724,035 ======================================================================= 7,489,982 ======================================================================= AIRLINES-0.94% Allegiant Travel Co.(b) 188,539 5,795,689 ======================================================================= APPAREL RETAIL-2.93% Cache, Inc.(b) 237,423 3,150,603 - ----------------------------------------------------------------------- Charming Shoppes, Inc.(b) 476,142 5,156,618 - ----------------------------------------------------------------------- Gymboree Corp. (The)(b) 100,266 3,951,483 - ----------------------------------------------------------------------- Wet Seal, Inc. (The)-Class A(b) 967,376 5,813,930 ======================================================================= 18,072,634 ======================================================================= APPAREL, ACCESSORIES & LUXURY GOODS-0.52% Fossil, Inc.(b) 109,291 3,222,992 ======================================================================= APPLICATION SOFTWARE-2.51% Blackbaud, Inc. 169,045 3,732,514 - ----------------------------------------------------------------------- Epicor Software Corp.(b) 339,655 5,050,670 - ----------------------------------------------------------------------- Transaction Systems Architects, Inc.(b) 198,069 6,667,002 ======================================================================= 15,450,186 ======================================================================= ASSET MANAGEMENT & CUSTODY BANKS-0.96% Affiliated Managers Group, Inc.(a)(b) 45,914 5,911,887 ======================================================================= </Table> <Table> SHARES VALUE - ----------------------------------------------------------------------- <Caption> BIOTECHNOLOGY-0.46% InterMune, Inc.(b) 108,519 $ 2,814,983 ======================================================================= BUILDING PRODUCTS-2.35% Goodman Global, Inc.(b) 365,399 8,119,166 - ----------------------------------------------------------------------- NCI Building Systems, Inc.(b) 129,167 6,371,808 ======================================================================= 14,490,974 ======================================================================= COMMUNICATIONS EQUIPMENT-2.18% Comtech Telecommunications Corp.(b) 151,334 7,024,924 - ----------------------------------------------------------------------- OpNext, Inc.(b) 324,461 4,295,864 - ----------------------------------------------------------------------- Starent Networks Corp.(b) 144,846 2,129,236 ======================================================================= 13,450,024 ======================================================================= COMPUTER STORAGE & PERIPHERALS-1.09% Emulex Corp.(b) 306,718 6,698,721 ======================================================================= CONSTRUCTION & ENGINEERING-0.91% Infrasource Services Inc.(b) 150,843 5,596,275 ======================================================================= DATA PROCESSING & OUTSOURCED SERVICES-1.91% Euronet Worldwide, Inc.(b) 175,381 5,114,110 - ----------------------------------------------------------------------- Wright Express Corp.(b) 193,789 6,641,149 ======================================================================= 11,755,259 ======================================================================= DIVERSIFIED CHEMICALS-1.22% FMC Corp. 84,092 7,516,984 ======================================================================= DIVERSIFIED METALS & MINING-1.09% Compass Minerals International, Inc. 193,352 6,701,580 ======================================================================= </Table> 4 AIM Small Cap Equity Fund <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- EDUCATION SERVICES-0.53% Capella Education Co.(b) 43,574 $ 2,005,711 - ----------------------------------------------------------------------- Universal Technical Institute Inc.(b) 49,526 1,257,465 ======================================================================= 3,263,176 ======================================================================= ELECTRICAL COMPONENTS & EQUIPMENT-1.00% Genlyte Group Inc. (The)(b) 78,830 6,191,308 ======================================================================= ELECTRONIC MANUFACTURING SERVICES-3.08% Benchmark Electronics, Inc.(b) 283,325 6,408,812 - ----------------------------------------------------------------------- Methode Electronics, Inc. 418,152 6,544,079 - ----------------------------------------------------------------------- Park Electrochemical Corp. 215,352 6,068,619 ======================================================================= 19,021,510 ======================================================================= ENVIRONMENTAL & FACILITIES SERVICES-0.81% Waste Connections, Inc.(b) 166,085 5,022,410 ======================================================================= FOOD RETAIL-0.98% Ruddick Corp. 200,020 6,024,602 ======================================================================= GAS UTILITIES-1.01% Energen Corp. 113,543 6,238,052 ======================================================================= HEALTH CARE DISTRIBUTORS-0.99% Owens & Minor, Inc. 175,623 6,136,268 ======================================================================= HEALTH CARE EQUIPMENT-1.86% ev3 Inc.(b) 249,736 4,215,544 - ----------------------------------------------------------------------- STERIS Corp. 238,159 7,287,665 ======================================================================= 11,503,209 ======================================================================= HEALTH CARE FACILITIES-1.54% LCA-Vision Inc.(a) 104,890 4,957,101 - ----------------------------------------------------------------------- Skilled Healthcare Group Inc.-Class A(b) 293,160 4,546,912 - ----------------------------------------------------------------------- 9,504,013 ======================================================================= HEALTH CARE SERVICES-0.86% Cross Country Healthcare, Inc.(b) 317,425 5,294,649 ======================================================================= HEALTH CARE SUPPLIES-2.71% DJO Inc.(b) 137,227 5,663,358 - ----------------------------------------------------------------------- Haemonetics Corp.(b) 132,426 6,966,932 - ----------------------------------------------------------------------- Medical Action Industries Inc.(b) 225,086 4,065,053 ======================================================================= 16,695,343 ======================================================================= HEALTH CARE TECHNOLOGY-0.39% Omnicell, Inc.(b) 116,026 2,411,020 ======================================================================= HOTELS, RESORTS & CRUISE LINES-1.49% Ambassadors Group, Inc. 71,470 2,539,329 - ----------------------------------------------------------------------- Red Lion Hotels Corp.(b) 518,900 6,667,865 ======================================================================= 9,207,194 ======================================================================= </Table> <Table> SHARES VALUE - ----------------------------------------------------------------------- <Caption> HOUSEHOLD APPLIANCES-1.08% Snap-on Inc. 132,367 $ 6,685,857 ======================================================================= HOUSEHOLD PRODUCTS-0.55% Central Garden & Pet Co.(b) 119,596 1,466,247 - ----------------------------------------------------------------------- Central Garden & Pet Co.-Class A(b) 165,874 1,945,702 ======================================================================= 3,411,949 ======================================================================= HOUSEWARES & SPECIALTIES-1.16% Tupperware Brands Corp. 248,203 7,133,354 ======================================================================= HUMAN RESOURCE & EMPLOYMENT SERVICES-1.77% Heidrick & Struggles International, Inc.(b) 73,729 3,777,874 - ----------------------------------------------------------------------- Kforce Inc.(b) 446,956 7,142,357 ======================================================================= 10,920,231 ======================================================================= INDUSTRIAL MACHINERY-4.96% Chart Industries, Inc.(b) 317,056 9,017,072 - ----------------------------------------------------------------------- Kadant Inc.(b) 244,374 7,624,469 - ----------------------------------------------------------------------- RBC Bearings Inc.(b) 168,735 6,960,319 - ----------------------------------------------------------------------- Valmont Industries, Inc. 96,079 6,990,708 ======================================================================= 30,592,568 ======================================================================= INSURANCE BROKERS-0.88% Hilb Rogal and Hobbs Co. 126,204 5,409,104 ======================================================================= INTEGRATED TELECOMMUNICATION SERVICES-2.99% Alaska Communications Systems Group Inc. 294,983 4,672,531 - ----------------------------------------------------------------------- Cincinnati Bell Inc.(b) 896,625 5,182,492 - ----------------------------------------------------------------------- NTELOS Holdings Corp.(a) 309,833 8,563,784 ======================================================================= 18,418,807 ======================================================================= INTERNET SOFTWARE & SERVICES-2.50% Ariba, Inc.(b) 653,579 6,476,968 - ----------------------------------------------------------------------- CyberSource Corp.(b) 462,479 5,577,497 - ----------------------------------------------------------------------- DealerTrack Holdings Inc.(b) 90,827 3,346,066 ======================================================================= 15,400,531 ======================================================================= INVESTMENT BANKING & BROKERAGE-0.93% CMET Finance Holdings, Inc. (Acquired 12/08/03; Cost $4,4800,000)(b)(c)(d) 44,800 762,496 - ----------------------------------------------------------------------- Thomas Weisel Partners Group, Inc.(b) 300,101 4,996,682 ======================================================================= 5,759,178 ======================================================================= IT CONSULTING & OTHER SERVICES-0.18% EnerNOC, Inc.(b) 29,085 1,109,011 ======================================================================= LEISURE PRODUCTS-0.65% Smith & Wesson Holding Corp.(a)(b) 238,851 4,000,754 ======================================================================= </Table> 5 AIM Small Cap Equity Fund <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- LIFE SCIENCES TOOLS & SERVICES-1.86% Bio-Rad Laboratories, Inc.-Class A(b) 90,213 $ 6,817,396 - ----------------------------------------------------------------------- Dionex Corp.(b) 65,629 4,659,003 ======================================================================= 11,476,399 ======================================================================= MANAGED HEALTH CARE-0.81% Healthspring, Inc.(b) 261,100 4,976,566 ======================================================================= METAL & GLASS CONTAINERS-1.82% AptarGroup, Inc. 177,876 6,325,270 - ----------------------------------------------------------------------- Bway Holding Co.(b) 330,681 4,894,079 ======================================================================= 11,219,349 ======================================================================= MOVIES & ENTERTAINMENT-0.97% World Wrestling Entertainment, Inc. 372,459 5,955,619 ======================================================================= MULTI-UTILITIES-0.43% Avista Corp. 124,064 2,673,579 ======================================================================= OFFICE REIT'S-0.71% Alexandria Real Estate Equities, Inc. 45,033 4,360,095 ======================================================================= OFFICE SERVICES & SUPPLIES-0.32% PeopleSupport Inc.(b) 175,478 1,991,675 ======================================================================= OIL & GAS EQUIPMENT & SERVICES-2.42% NATCO Group Inc.-Class A(b) 169,167 7,788,449 - ----------------------------------------------------------------------- Oceaneering International, Inc.(b) 135,920 7,154,829 ======================================================================= 14,943,278 ======================================================================= OIL & GAS EXPLORATION & PRODUCTION-2.11% Comstock Resources, Inc.(b) 217,445 6,516,827 - ----------------------------------------------------------------------- Penn Virginia Corp. 161,400 6,488,280 ======================================================================= 13,005,107 ======================================================================= OIL & GAS REFINING & MARKETING-1.21% Alon USA Energy, Inc. 169,155 7,444,512 ======================================================================= PACKAGED FOODS & MEATS-3.16% Flowers Foods, Inc. 202,363 6,750,830 - ----------------------------------------------------------------------- Imperial Sugar Co. 34,927 1,075,402 - ----------------------------------------------------------------------- J & J Snack Foods Corp. 161,461 6,093,538 - ----------------------------------------------------------------------- TreeHouse Foods, Inc.(b) 209,284 5,569,047 ======================================================================= 19,488,817 ======================================================================= PHARMACEUTICALS-1.94% Axcan Pharma Inc. (Canada)(b) 370,873 7,168,975 - ----------------------------------------------------------------------- ViroPharma Inc.(b) 348,863 4,814,310 ======================================================================= 11,983,285 ======================================================================= </Table> <Table> SHARES VALUE - ----------------------------------------------------------------------- <Caption> PROPERTY & CASUALTY INSURANCE-2.96% Assured Guaranty Ltd. 243,806 $ 7,206,905 - ----------------------------------------------------------------------- Fpic Insurance Group, Inc.(b) 151,883 6,192,270 - ----------------------------------------------------------------------- Philadelphia Consolidated Holding Corp.(b) 115,456 4,826,061 ======================================================================= 18,225,236 ======================================================================= PUBLISHING-0.87% GateHouse Media, Inc.(a) 288,293 5,347,835 ======================================================================= REAL ESTATE MANAGEMENT & DEVELOPMENT-0.89% Jones Lang LaSalle Inc. 48,614 5,517,689 ======================================================================= REGIONAL BANKS-4.35% Alabama National BanCorp. 72,393 4,476,783 - ----------------------------------------------------------------------- Columbia Banking System, Inc. 129,730 3,794,602 - ----------------------------------------------------------------------- First Financial Bankshares, Inc.(a) 77,551 3,009,754 - ----------------------------------------------------------------------- Provident Bankshares Corp. 121,112 3,970,051 - ----------------------------------------------------------------------- Sterling Bancshares, Inc. 366,531 4,145,466 - ----------------------------------------------------------------------- Sterling Financial Corp. 128,818 3,727,993 - ----------------------------------------------------------------------- United Community Banks, Inc. 142,004 3,676,484 ======================================================================= 26,801,133 ======================================================================= RESTAURANTS-1.90% IHOP Corp. 105,727 5,754,721 - ----------------------------------------------------------------------- Papa John's International, Inc.(b) 208,149 5,986,365 ======================================================================= 11,741,086 ======================================================================= SEMICONDUCTOR EQUIPMENT-1.54% ATMI, Inc.(b) 203,270 6,098,100 - ----------------------------------------------------------------------- Nextest Systems Corp.(b) 249,447 3,409,941 ======================================================================= 9,508,041 ======================================================================= SEMICONDUCTORS-3.11% DSP Group, Inc.(b) 305,043 6,244,230 - ----------------------------------------------------------------------- Power Integrations, Inc.(b) 168,305 4,409,591 - ----------------------------------------------------------------------- Semtech Corp.(b) 329,709 5,713,857 - ----------------------------------------------------------------------- Supertex, Inc.(a)(b) 89,156 2,794,149 ======================================================================= 19,161,827 ======================================================================= SPECIALIZED REIT'S-1.23% LaSalle Hotel Properties 106,697 4,632,784 - ----------------------------------------------------------------------- Universal Health Realty Income Trust 88,232 2,938,125 ======================================================================= 7,570,909 ======================================================================= SPECIALTY CHEMICALS-1.90% A. Schulman, Inc. 202,416 4,924,782 - ----------------------------------------------------------------------- H.B. Fuller Co. 227,543 6,801,260 ======================================================================= 11,726,042 ======================================================================= STEEL-1.04% Carpenter Technology Corp. 49,329 6,428,062 ======================================================================= </Table> 6 AIM Small Cap Equity Fund <Table> <Caption> SHARES VALUE - ----------------------------------------------------------------------- TECHNOLOGY DISTRIBUTORS-0.90% Agilysys, Inc. 246,531 $ 5,546,948 ======================================================================= THRIFTS & MORTGAGE FINANCE-0.54% FirstFed Financial Corp.(b) 58,383 3,312,068 ======================================================================= TRADING COMPANIES & DISTRIBUTORS-2.38% UAP Holding Corp. 260,975 7,865,787 - ----------------------------------------------------------------------- Williams Scotsman International Inc.(b) 285,072 6,787,564 ======================================================================= 14,653,351 ======================================================================= TRUCKING-1.79% Landstar System, Inc. 96,894 4,675,136 - ----------------------------------------------------------------------- Marten Transport, Ltd.(b) 353,408 6,364,878 ======================================================================= 11,040,014 ======================================================================= Total Common Stocks & Other Equity Interests (Cost $500,709,855) 606,420,790 ======================================================================= </Table> <Table> SHARES VALUE - ----------------------------------------------------------------------- <Caption> MONEY MARKET FUNDS-1.49% Liquid Assets Portfolio-Institutional Class(e) 4,585,520 $ 4,585,520 - ----------------------------------------------------------------------- Premier Portfolio-Institutional Class(e) 4,585,520 4,585,520 ======================================================================= Total Money Market Funds (Cost $9,171,040) 9,171,040 ======================================================================= TOTAL INVESTMENTS-99.83% (Cost $509,880,895) 615,591,830 ======================================================================= OTHER ASSETS LESS LIABILITIES-0.17% 1,024,219 ======================================================================= NET ASSETS-100.00% $616,616,049 _______________________________________________________________________ ======================================================================= </Table> Investment Abbreviations: <Table> ADR - American Depositary Receipt REIT - Real Estate Investment Trust </Table> Notes to Schedule of Investments: * Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. and Standard & Poor's. (a) All or a portion of this security was out on loan at June 30, 2007. (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 June 30, 2007 represented 0.12% of the Fund's Net Assets. This security is considered to be illiquid. The Fund is limited to investing 15% of net assets in illiquid securities at the time of purchase. (d) Security fair valued in good faith in accordance with the procedures established by the Board of Trustees. The value of this security at June 30, 2007 represented 0.12% of the Fund's Net Assets. See Note 1A. (e) 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. 7 AIM Small Cap Equity Fund STATEMENT OF ASSETS AND LIABILITIES June 30, 2007 (Unaudited) <Table> ASSETS: Investments, at value (Cost $500,709,855) $606,420,790 - ----------------------------------------------------------- Investments in affiliated money market funds (Cost $9,171,040) 9,171,040 =========================================================== Total investments (Cost $509,880,895) 615,591,830 =========================================================== Cash 14,752 - ----------------------------------------------------------- Receivables for: Investments sold 8,077,503 - ----------------------------------------------------------- Fund shares sold 421,418 - ----------------------------------------------------------- Dividends 536,427 - ----------------------------------------------------------- Investment for trustee deferred compensation and retirement plans 71,795 - ----------------------------------------------------------- Other assets 48,187 =========================================================== Total assets 624,761,912 ___________________________________________________________ =========================================================== LIABILITIES: Payables for: Investments purchased 6,548,396 - ----------------------------------------------------------- Fund shares reacquired 759,135 - ----------------------------------------------------------- Dividends 11 - ----------------------------------------------------------- Trustee deferred compensation and retirement plans 128,310 - ----------------------------------------------------------- Accrued interest expense 80,214 - ----------------------------------------------------------- Accrued distribution fees 251,987 - ----------------------------------------------------------- Accrued trustees' and officer's fees and benefits 5,005 - ----------------------------------------------------------- Accrued transfer agent fees 274,193 - ----------------------------------------------------------- Accrued operating expenses 98,612 =========================================================== Total liabilities 8,145,863 =========================================================== Net assets applicable to shares outstanding $616,616,049 ___________________________________________________________ =========================================================== NET ASSETS CONSIST OF: Shares of beneficial interest $464,165,848 - ----------------------------------------------------------- Undistributed net investment income (loss) (3,519,157) - ----------------------------------------------------------- Undistributed net realized gain 50,258,423 - ----------------------------------------------------------- Unrealized appreciation 105,710,935 =========================================================== $616,616,049 ___________________________________________________________ =========================================================== NET ASSETS: Class A $352,410,314 ___________________________________________________________ =========================================================== Class B $137,657,625 ___________________________________________________________ =========================================================== Class C $ 62,194,055 ___________________________________________________________ =========================================================== Class R $ 27,570,978 ___________________________________________________________ =========================================================== Institutional Class $ 36,783,077 ___________________________________________________________ =========================================================== SHARES OUTSTANDING, $0.01 PAR VALUE PER SHARE, UNLIMITED NUMBER OF SHARES AUTHORIZED: Class A 26,462,055 ___________________________________________________________ =========================================================== Class B 10,982,726 ___________________________________________________________ =========================================================== Class C 4,963,501 ___________________________________________________________ =========================================================== Class R 2,101,604 ___________________________________________________________ =========================================================== Institutional Class 2,718,272 ___________________________________________________________ =========================================================== Class A: Net asset value per share $ 13.32 - ----------------------------------------------------------- Offering price per share (Net asset value of $13.32 divided by 94.50%) $ 14.10 ___________________________________________________________ =========================================================== Class B: Net asset value and offering price per share $ 12.53 ___________________________________________________________ =========================================================== Class C: Net asset value and offering price per share $ 12.53 ___________________________________________________________ =========================================================== Class R: Net asset value and offering price per share $ 13.12 ___________________________________________________________ =========================================================== Institutional Class: Net asset value and offering price per share $ 13.53 ___________________________________________________________ =========================================================== </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 8 AIM Small Cap Equity Fund STATEMENT OF OPERATIONS For the six months ended June 30, 2007 (Unaudited) <Table> INVESTMENT INCOME: Dividends $ 1,924,435 - ------------------------------------------------------------------------- Dividends from affiliated money market funds (includes securities lending income of $45,252) 292,645 ========================================================================= Total investment income 2,217,080 ========================================================================= EXPENSES: Advisory fees 2,237,424 - ------------------------------------------------------------------------- Administrative services fees 80,378 - ------------------------------------------------------------------------- Custodian fees 16,841 - ------------------------------------------------------------------------- Distribution fees: Class A 354,492 - ------------------------------------------------------------------------- Class B 648,832 - ------------------------------------------------------------------------- Class C 290,383 - ------------------------------------------------------------------------- Class R 69,611 - ------------------------------------------------------------------------- Transfer agent fees -- A, B, C and R 725,939 - ------------------------------------------------------------------------- Transfer agent fees -- Institutional 245 - ------------------------------------------------------------------------- Trustees' and officer's fees and benefits 15,140 - ------------------------------------------------------------------------- Other 137,634 ========================================================================= Total expenses 4,576,919 ========================================================================= Less: Fees waived and expense offset arrangements (327,609) ========================================================================= Net expenses 4,249,310 ========================================================================= Net investment income (loss) (2,032,230) ========================================================================= REALIZED AND UNREALIZED GAIN FROM: Net realized gain (includes net gains from securities sold to affiliates of $153,017) 44,280,145 ========================================================================= Change in net unrealized appreciation 769,650 ========================================================================= Net realized and unrealized gain 45,049,795 ========================================================================= Net increase in net assets resulting from operations $43,017,565 _________________________________________________________________________ ========================================================================= </Table> See accompanying Notes to Financial Statements which are an integral part of the financial statements. 9 AIM Small Cap Equity Fund STATEMENT OF CHANGES IN NET ASSETS For the six months ended June 30, 2007 and the year ended December 31, 2006 (Unaudited) <Table> <Caption> JUNE 30, DECEMBER 31, 2007 2006 - -------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (2,032,230) $ (3,914,439) - -------------------------------------------------------------------------- Net realized gain 44,280,145 75,649,095 - -------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) 769,650 (2,727,353) ========================================================================== Net increase in net assets resulting from operations 43,017,565 69,007,303 ========================================================================== Distributions to shareholders from net realized gains: Class A -- (36,462,500) - -------------------------------------------------------------------------- Class B -- (19,731,723) - -------------------------------------------------------------------------- Class C -- (8,937,506) - -------------------------------------------------------------------------- Class R -- (4,122,500) - -------------------------------------------------------------------------- Institutional Class -- (2,432,755) ========================================================================== Decrease in net assets resulting from distributions -- (71,686,984) ========================================================================== Share transactions-net: Class A 83,230,737 27,183,520 - -------------------------------------------------------------------------- Class B 1,212,936 (5,223,138) - -------------------------------------------------------------------------- Class C 415,243 2,793,822 - -------------------------------------------------------------------------- Class R (2,682,668) 10,834,095 - -------------------------------------------------------------------------- Institutional Class 17,152,683 13,316,914 ========================================================================== Net increase in net assets resulting from share transactions 99,328,931 48,905,213 ========================================================================== Net increase in net assets 142,346,496 46,225,532 ========================================================================== NET ASSETS: Beginning of period 474,269,553 428,044,021 ========================================================================== End of period (including undistributed net investment income (loss) of $(3,519,157) and $(1,486,927), respectively) $616,616,049 $474,269,553 __________________________________________________________________________ ========================================================================== </Table> 10 AIM Small Cap Equity Fund NOTES TO FINANCIAL STATEMENTS June 30, 2007 (Unaudited) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES AIM Small Cap Equity Fund (the "Fund") is a series portfolio of AIM Funds Group (the "Trust"). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end series management investment company consisting of seven separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The Fund currently offers multiple classes of shares. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. The Fund's primary investment objective is long-term growth of capital. 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 prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. 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 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 open-end and closed-end registered investment companies that trade on an exchange are valued at the 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. Debt obligations (including convertible bonds) and unlisted equities 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, including commercial paper, having 60 days or less to maturity are recorded at amortized cost which approximates value. Debt securities are subject to interest rate and credit risks in addition, all debt securities involve some risk of default with respect to interest and/or principal payments. 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. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economical upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards. Securities for which market prices are not provided by any of the above methods may be 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. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME -- Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income is recorded on the accrual basis from settlement date. Dividend income is recorded on the ex-dividend date. The Fund may receive proceeds from litigation settlements involving Fund investments. Any proceeds received are included in the Statement of Operations as realized gain/loss for investments no longer held and as unrealized gain/loss for investments still held. 11 AIM Small Cap Equity Fund 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 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. The Fund may invest in foreign securities which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Taxes are accrued based on the Fund's current interpretation of tax regulations and rates that exist in the foreign markets in which the Fund invests. 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. Fluctuations in the value of these contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed. When these contracts are closed, realized gains (losses) are recorded. 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. 12 AIM Small Cap Equity 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 0.85% of the Fund's average daily net assets. Effective July 1, 2007, the Trustees approved a reduced contractual advisory fee schedule for the Fund. Prior to July 1, 2007 AIM had contractually waived advisory fees to the same reduced advisory fee schedule. Under the terms of the investment advisory agreement, the Fund will pay an advisory fee to AIM based on the following annual rate of the Fund's average daily net assets as follows: <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> Effective July 1, 2007, AIM has contractually agreed through at least June 30, 2008 to waive 100% 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). Prior to July 1, 2007 AIM had voluntarily agreed to waive 25% of the advisory fee AIM receives from affiliated money market funds on investments by the Fund in such affiliated Money Market funds. For the six months ended June 30, 2007, AIM waived advisory fees of $301,152. At the request of the Trustees of the Trust, INVESCO PLC ("INVESCO") (formerly "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. These expenses along with the related expense reimbursement are included in the Statement of Operations. For the six months ended June 30, 2007, INVESCO did not reimburse any expenses of the Fund. The Trust has entered into a master administrative services agreement with AIM pursuant to which the Fund has agreed to pay AIM for certain administrative costs incurred in providing accounting services, to the Fund. For the six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as administrative services fees. The Trust has entered into a transfer agency and service agreement with AIM Investment Services, Inc. ("AIS") pursuant to which the Fund has agreed to pay 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 six months ended June 30, 2007, expenses incurred under the agreement are shown in the Statement of Operations as transfer agent fees. 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 Plan payments, up to 0.25% of the average daily net assets of each class of 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. For the six months ended June 30, 2007, expenses incurred under the Plans are shown in the Statement of Operations as distribution fees. 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 six months ended June 30, 2007, ADI advised the Fund that it retained $30,148 in front-end sales commissions from the sale of Class A shares and $191, $39,554, $3,102 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. 13 AIM Small Cap Equity 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 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 six months ended June 30, 2007. During the period each investment maintained a $1.00 net asset value, as such there is no realized gain/(loss) and no change in unrealized appreciation/(depreciation). INVESTMENTS OF DAILY AVAILABLE CASH BALANCES: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME - ---------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 6,551,842 $ 42,328,261 $ (44,294,583) $4,585,520 $124,001 - ---------------------------------------------------------------------------------------------------------------- Premier Portfolio-Institutional Class 6,551,842 42,328,261 (44,294,583) 4,585,520 123,392 ================================================================================================================ Subtotal $13,103,684 $ 84,656,522 $ (88,589,166) $9,171,040 $247,393 ================================================================================================================ </Table> INVESTMENTS OF CASH COLLATERAL FROM SECURITIES LENDING TRANSACTIONS: <Table> <Caption> VALUE PURCHASES PROCEEDS VALUE DIVIDEND FUND 12/31/06 AT COST FROM SALES 06/30/07 INCOME* - ---------------------------------------------------------------------------------------------------------------- Liquid Assets Portfolio-Institutional Class $ 3,799,849 $ 29,203,146 $ (33,002,995) $ -- $ 22,620 - ---------------------------------------------------------------------------------------------------------------- STIC Prime Portfolio-Institutional Class 3,799,849 29,203,146 (33,002,995) -- 22,632 ================================================================================================================ Subtotal $ 7,599,698 $ 58,406,292 $ (66,005,990) $ -- $ 45,252 ================================================================================================================ Total Investments in Affiliates $20,703,382 $143,062,814 $(154,595,156) $9,171,040 $292,645 ________________________________________________________________________________________________________________ ================================================================================================================ </Table> * Net of compensation to counterparties. 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 six months ended June 30, 2007, the Fund engaged in securities sales of $2,106,225, which resulted in net realized gains of $153,017, and securities purchases of $629,694. 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 used to offset custodian fees. For the six months ended June 30, 2007, the Fund received credits from these arrangements, which resulted in the reduction of the Fund's total expenses of $26,457. 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 certain Trustees and Officers of the Fund. 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, certain 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 six months ended June 30, 2007, the Fund paid legal fees of $3,134 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. 14 AIM Small Cap Equity Fund 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 participates 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 six months ended June 30, 2007, 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 June 30, 2007, there were no securities on loan to brokers. For the six months ended June 30, 2007, the Fund received dividends on cash collateral investments of $45,252 for securities lending transactions, which are net of compensation to counterparties. NOTE 9--TAX INFORMATION The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund's fiscal year-end. The Fund did not have a capital loss carryforward as of December 31, 2006. 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 six months ended June 30, 2007 was $218,618,323 and $133,662,761, respectively. For interim reporting periods, the cost of investments for tax purposes includes reversals of certain tax items, such as wash sales, that have occurred since the prior fiscal year-end. <Table> <Caption> UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENT SECURITIES ON A TAX BASIS - ------------------------------------------------------------------------------ Aggregate unrealized appreciation of investment securities $122,857,856 - ------------------------------------------------------------------------------ Aggregate unrealized (depreciation) of investment securities (17,217,603) ============================================================================== Net unrealized appreciation of investment securities $105,640,253 ______________________________________________________________________________ ============================================================================== Cost of investments for tax purposes is $509,951,577. </Table> 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 and under certain circumstances load waiver shares may be subject to a CDSC. Class B shares and Class C shares 15 AIM Small Cap Equity Fund are sold with a CDSC. Class R shares and Institutional Class shares are sold at net asset value. Under certain circumstances, Class R shares are subject to a 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 - ---------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED JUNE 30, 2007(a) DECEMBER 31, 2006 -------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT - ---------------------------------------------------------------------------------------------------------------------- Sold: Class A 1,281,573 $ 16,181,764 4,794,651 $ 64,276,733 - ---------------------------------------------------------------------------------------------------------------------- Class B 255,759 3,105,900 1,279,476 16,202,198 - ---------------------------------------------------------------------------------------------------------------------- Class C 245,327 2,969,602 859,764 11,071,910 - ---------------------------------------------------------------------------------------------------------------------- Class R 302,789 3,754,356 1,190,165 15,898,736 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class 1,344,954 17,246,944 839,404 11,343,836 ====================================================================================================================== Issued as reinvestment of dividends: Class A -- -- 2,802,700 34,753,476 - ---------------------------------------------------------------------------------------------------------------------- Class B -- -- 1,609,455 18,862,808 - ---------------------------------------------------------------------------------------------------------------------- Class C -- -- 714,847 8,378,003 - ---------------------------------------------------------------------------------------------------------------------- Class R -- -- 336,500 4,118,765 - ---------------------------------------------------------------------------------------------------------------------- Institutional Class -- -- 193,536 2,432,755 ====================================================================================================================== Issued in connection with acquisitions:(b) Class A 9,152,387 118,894,223 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class B 1,921,059 23,515,193 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class C 818,718 10,022,526 -- -- - ---------------------------------------------------------------------------------------------------------------------- Class R -- -- -- -- - ---------------------------------------------------------------------------------------------------------------------- Institutional Class -- -- -- -- ====================================================================================================================== Automatic conversion of Class B shares to Class A shares: Class A 474,566 6,141,108 444,500 5,927,010 - ---------------------------------------------------------------------------------------------------------------------- Class B (503,547) (6,141,108) (465,030) (5,927,010) ====================================================================================================================== Reacquired: Class A (4,536,005) (57,986,358) (5,808,551) (77,773,699) - ---------------------------------------------------------------------------------------------------------------------- Class B (1,597,881) (19,267,049) (2,694,084) (34,361,134) - ---------------------------------------------------------------------------------------------------------------------- Class C (1,051,366) (12,576,885) (1,300,311) (16,656,091) - ---------------------------------------------------------------------------------------------------------------------- Class R (516,184) (6,437,024) (682,383) (9,183,406) - ---------------------------------------------------------------------------------------------------------------------- Institutional Class (6,970) (94,261) (34,877) (459,677) ====================================================================================================================== 7,585,179 $ 99,328,931 4,079,762 $ 48,905,213 ______________________________________________________________________________________________________________________ ====================================================================================================================== </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 17% 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, 6% 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. (b) As of the opening of business on April 23, 2007, the Fund acquired all the net assets of AIM Opportunities I Fund pursuant to a plan of reorganization approved by the Trustees of the Fund on November 8, 2006 and by the shareholders of AIM Opportunities I Fund on April 12, 2007. The acquisition was accomplished by a tax-free exchange of 11,892,164 shares of the Fund for 11,952,567 shares outstanding of AIM Opportunities I Fund as of the close of business on April 20, 2007. Each class of shares of AIM Opportunities I Fund was exchanged for the like class of shares of the Fund based on the relative net asset value of AIM Small Cap Equity as of the close of business, April 20, 2007. AIM Opportunities I Fund's net assets at that date of $152,431,942 including $24,404,550 of unrealized appreciation, were combined with those of the Fund. The net assets of the Fund immediately before the acquisition were $480,206,915. The net assets of the Fund immediately following the acquisition were $632,638,857. 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. As required the Fund adopted FIN 48 provisions during the fiscal half year ending June 30, 2007. The adoption of these provisions has no impact on these financial statements. 16 AIM Small Cap Equity 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 ---------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ----------------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 12.24 $ 12.26 $ 12.80 $ 12.03 $ 8.23 $ 10.19 - ------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.03)(a) (0.07)(a) (0.10) (0.09)(a) (0.09)(a) (0.05)(a) - ------------------------------------------------------------------------------------------------------------------------ Net gains (losses) on securities (both realized and unrealized) 1.11 2.16 0.96 1.22 3.89 (1.91) ======================================================================================================================== Total from investment operations 1.08 2.09 0.86 1.13 3.80 (1.96) ======================================================================================================================== Less distributions from net realized gains -- (2.11) (1.40) (0.36) -- -- ======================================================================================================================== Net asset value, end of period $ 13.32 $ 12.24 $ 12.26 $ 12.80 $ 12.03 $ 8.23 ________________________________________________________________________________________________________________________ ======================================================================================================================== Total return(b) 8.82% 16.83% 6.58% 9.45% 46.17% (19.23)% ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $352,410 $245,868 $218,915 $247,581 $266,284 $140,652 ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.37%(c) 1.49% 1.51% 1.53% 1.77% 1.67% - ------------------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 1.48%(c) 1.60% 1.62% 1.64% 1.77% 1.67% ======================================================================================================================== Ratio of net investment income (loss) to average net assets (0.53)%(c) (0.55)% (0.84)% (0.77)% (0.89)% (0.54)% ________________________________________________________________________________________________________________________ ======================================================================================================================== Portfolio turnover rate(d) 26% 56% 52% 124% 112% 117% ________________________________________________________________________________________________________________________ ======================================================================================================================== </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 annualized and based on average daily net assets of $285,943,845. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $128,317,933 and sold of $138,473,024 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities I Fund into the Fund. <Table> <Caption> CLASS B --------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ---------------------------------------------------------------- 2007 2006 2005 2004 2003 2002 - ----------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 11.56 $ 11.77 $ 12.42 $ 11.77 $ 8.11 $ 10.11 - ----------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08)(a) (0.17)(a) (0.19) (0.18)(a) (0.15)(a) (0.11)(a) - ----------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.05 2.07 0.94 1.19 3.81 (1.89) ======================================================================================================================= Total from investment operations 0.97 1.90 0.75 1.01 3.66 (2.00) ======================================================================================================================= Less distributions from net realized gains -- (2.11) (1.40) (0.36) -- -- ======================================================================================================================= Net asset value, end of period $ 12.53 $ 11.56 $ 11.77 $ 12.42 $ 11.77 $ 8.11 _______________________________________________________________________________________________________________________ ======================================================================================================================= Total return(b) 8.39% 15.90% 5.89% 8.64% 45.13% (19.78)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $137,658 $126,111 $131,547 $156,450 $177,811 $99,551 _______________________________________________________________________________________________________________________ ======================================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.12%(c) 2.24% 2.21% 2.27% 2.42% 2.32% - ----------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.23%(c) 2.35% 2.32% 2.29% 2.42% 2.32% ======================================================================================================================= Ratio of net investment income (loss) to average net assets (1.28)%(c) (1.30)% (1.54)% (1.51)% (1.54)% (1.19)% _______________________________________________________________________________________________________________________ ======================================================================================================================= Portfolio turnover rate(d) 26% 56% 52% 124% 112% 117% _______________________________________________________________________________________________________________________ ======================================================================================================================= </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 annualized and based on average daily net assets of $130,841,762. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $128,317,933 and sold of $138,473,024 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities I Fund into the Fund. 17 AIM Small Cap Equity Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> CLASS C ----------------------------------------------------------------------------- SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, ------------------------------------------------------------ 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 11.56 $ 11.76 $ 12.42 $ 11.77 $ 8.11 $ 10.10 - ------------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) (0.08)(a) (0.17)(a) (0.19) (0.18)(a) (0.15)(a) (0.11)(a) - ------------------------------------------------------------------------------------------------------------------- Net gains (losses) on securities (both realized and unrealized) 1.05 2.08 0.93 1.19 3.81 (1.88) =================================================================================================================== Total from investment operations 0.97 1.91 0.74 1.01 3.66 (1.99) =================================================================================================================== Less distributions from net realized gains -- (2.11) (1.40) (0.36) -- -- =================================================================================================================== Net asset value, end of period $ 12.53 $ 11.56 $ 11.76 $ 12.42 $ 11.77 $ 8.11 ___________________________________________________________________________________________________________________ =================================================================================================================== Total return(b) 8.39% 16.00% 5.81% 8.64% 45.13% (19.70)% ___________________________________________________________________________________________________________________ =================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $62,194 $57,221 $55,009 $65,792 $75,763 $41,132 ___________________________________________________________________________________________________________________ =================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 2.12%(c) 2.24% 2.21% 2.27% 2.42% 2.32% - ------------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 2.23%(c) 2.35% 2.32% 2.29% 2.42% 2.32% =================================================================================================================== Ratio of net investment income (loss) to average net assets (1.28)%(c) (1.30)% (1.54)% (1.51)% (1.54)% (1.19)% ___________________________________________________________________________________________________________________ =================================================================================================================== Portfolio turnover rate(d) 26% 56% 52% 124% 112% 117% ___________________________________________________________________________________________________________________ =================================================================================================================== </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 annualized and based on average daily net assets of $58,557,927. (d) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $128,317,933 and sold of $138,473,024 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities I Fund into the Fund. <Table> <Caption> CLASS R ---------------------------------------------------------------------------------- JUNE 3, 2002 SIX MONTHS (DATE SALES ENDED YEAR ENDED DECEMBER 31, COMMENCED) TO JUNE 30, --------------------------------------------- DECEMBER 31, 2007 2006 2005 2004 2003 2002 - ------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $ 12.07 $ 12.15 $ 12.71 $ 11.99 $ 8.22 10.58 - ------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) (0.05)(a) (0.11)(a) (0.10) (0.12)(a) (0.11)(a) (0.04)(a) - ------------------------------------------------------------------------------------------------------------------------ Net gains on securities (both realized and unrealized) 1.10 2.14 0.94 1.20 3.88 (2.32) ======================================================================================================================== Total from investment operations 1.05 2.03 0.84 1.08 3.77 (2.36) ======================================================================================================================== Less distributions from net realized gains -- (2.11) (1.40) (0.36) -- -- ======================================================================================================================== Net asset value, end of period $ 13.12 $ 12.07 $ 12.15 $ 12.71 $11.99 $ 8.22 ________________________________________________________________________________________________________________________ ======================================================================================================================== Total return(b) 8.70% 16.47% 6.48% 9.06% 45.86% 22.31% ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratios/supplemental data: Net assets, end of period (000s omitted) $27,571 $27,946 $17,862 $11,817 $2,502 $ 55 ________________________________________________________________________________________________________________________ ======================================================================================================================== Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 1.62%(c) 1.74% 1.71% 1.77% 1.92% 1.92%(d) - ------------------------------------------------------------------------------------------------------------------------ Without fee waivers and/or expense reimbursements 1.73%(c) 1.85% 1.82% 1.79% 1.92% 1.92%(d) ======================================================================================================================== Ratio of net investment income (loss) to average net assets (0.78)%(c) (0.80)% (1.04)% (1.01)% (1.04)% (0.78)%(d) ________________________________________________________________________________________________________________________ ======================================================================================================================== Portfolio turnover rate(e) 26% 56% 52% 124% 112% 117% ________________________________________________________________________________________________________________________ ======================================================================================================================== </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 annualized and based on average daily net assets of $28,075,178. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $128,317,933 and sold of $138,473,024 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities I Fund into the Fund. 18 AIM Small Cap Equity Fund NOTE 13--FINANCIAL HIGHLIGHTS--(CONTINUED) <Table> <Caption> INSTITUTIONAL CLASS ----------------------------------------------- APRIL 29, 2005 SIX MONTHS (DATE SALES ENDED YEAR ENDED COMMENCED) TO JUNE 30, DECEMBER 31, DECEMBER 31, 2007 2006 2005 - ------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 12.40 $ 12.33 $11.69 - ------------------------------------------------------------------------------------------------------------- Income from investment operations: Net investment income (loss) 0.00(a) 0.01(a) (0.01) - ------------------------------------------------------------------------------------------------------------- Net gains on securities (both realized and unrealized) 1.13 2.17 2.05 ============================================================================================================= Total from investment operations 1.13 2.18 2.04 ============================================================================================================= Less distributions from net realized gains -- (2.11) (1.40) ============================================================================================================= Net asset value, end of period $ 13.53 $ 12.40 $12.33 _____________________________________________________________________________________________________________ ============================================================================================================= Total return(b) 9.11% 17.45% 17.31% _____________________________________________________________________________________________________________ ============================================================================================================= Ratios/supplemental data: Net assets, end of period (000s omitted) $36,783 $17,122 $4,712 _____________________________________________________________________________________________________________ ============================================================================================================= Ratio of expenses to average net assets: With fee waivers and/or expense reimbursements 0.83%(c) 0.90% 0.87%(d) - ------------------------------------------------------------------------------------------------------------- Without fee waivers and/or expense reimbursements 0.94%(c) 1.01% 0.98%(d) ============================================================================================================= Ratio of net investment income (loss) to average net assets 0.01%(c) 0.04% (0.20)%(d) _____________________________________________________________________________________________________________ ============================================================================================================= Portfolio turnover rate(e) 26% 56% 52% _____________________________________________________________________________________________________________ ============================================================================================================= </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 annualized and based on average daily net assets of $27,396,979. (d) Annualized. (e) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year. For the period ending June 30, 2007, the portfolio turnover calculation excludes the value of securities purchased of $128,317,933 and sold of $138,473,024 in the effort to realign the Fund's portfolio holdings after the reorganization of AIM Opportunities I Fund into the Fund. 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 July 6, 2007, the Securities and Exchange Commission ("SEC") published notice of two proposed distribution plans ("Distribution Plans") for the distribution of monies placed into two separate Fair Funds created pursuant to a settlement reached on October 8, 2004 between Invesco Funds Group, Inc. ("IFG"), A I M Advisors, Inc. ("AIM") and A I M Distributors, Inc. and the SEC (the "Order"). One of the Fair Funds consists of $325 million, plus interest and any contributions by other settling parties, for distribution to shareholders of certain mutual funds formerly advised by IFG who may have been harmed by market timing and related activity. The second Fair Fund consists of $50 million, plus interest and any contributions by other settling parties, for distribution to shareholders of mutual funds advised by AIM who may have been harmed by market timing and related activity. Comments on the Distribution Plans are due no later than August 6, 2007. After such comment period, the Distribution Plans will be submitted to the SEC for final approval. Distributions from the Fair Funds will begin after the SEC finally approves the Distribution Plans. The proposed Distribution Plans provide for distribution to all eligible investors, for the periods spanning January 1, 2000 through July 31, 2003 (for the IFG Fair Fund) and January 1, 2001 through September 30, 2003 (for the AIM Fair Fund), their proportionate share of the applicable Fair Fund to compensate such investors for injury they may have suffered as a result of market timing in the affected funds. The Distribution Plans include a provision for any residual amounts in the Fair Funds to be distributed in the future to the affected funds. Because the Distribution Plans have not received final approval from the SEC and distribution of the Fair Funds has not yet commenced, management of AIM and the Fund are unable to estimate the amount of distribution to be made to the Fund, if any. At the request of the trustees of the AIM Funds, INVESCO PLC ("INVESCO") (formerly AMVESCAP PLC), 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 19 AIM Small Cap Equity Fund NOTE 14--LEGAL PROCEEDINGS--(CONTINUED) and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended. 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; 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. 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 INVESCO'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 INVESCO 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. 20 AIM Small Cap Equity Fund CALCULATING YOUR ONGOING FUND EXPENSES EXAMPLE As a shareholder of the Fund, you incur together with the amount you invested, to this information to compare the ongoing two types of costs: (1) transaction costs, estimate the expenses that you paid over costs of investing in the Fund and other which may include sales charges (loads) on the period. Simply divide your account funds. To do so, compare this 5% purchase payments or contingent deferred value by $1,000 (for example, an $8,600 hypothetical example with the 5% sales charges on redemptions, and account value divided by $1,000 = 8.6), hypothetical examples that appear in the redemption fees, if any; and (2) ongoing then multiply the result by the number in shareholder reports of the other funds. costs, including management fees; the table under the heading entitled distribution and/or service (12b-1) fees; "Actual Expenses Paid During Period" to Please note that the expenses shown in and other Fund expenses. This example is estimate the expenses you paid on your the table are meant to highlight your intended to help you understand your account during this period. ongoing costs only and do not reflect any ongoing costs (in dollars) of investing in transaction costs, such as sales charges the Fund and to compare these costs with HYPOTHETICAL EXAMPLE FOR COMPARISON (loads) on purchase payments, contingent ongoing costs of investing in other mutual PURPOSES deferred sales charges on redemptions, and funds. The example is based on an redemption fees, if any. Therefore, the investment of $1,000 invested at the The table below also provides information hypothetical information is useful in beginning of the period and held for the about hypothetical account values and comparing ongoing costs only, and will not entire period January 1, 2007, through hypothetical expenses based on the Fund's help you determine the relative total June 30, 2007. actual expense ratio and an assumed rate costs of owning different funds. In of return of 5% per year before expenses, addition, if these transaction costs were ACTUAL EXPENSES which is not the Fund's actual return. included, your costs would have been higher. The table below provides information about The hypothetical account values and actual account values and actual expenses. expenses may not be used to estimate the You may use the information in this table, actual ending account balance or expenses you paid for the period. You may use ==================================================================================================================================== 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO A $1,000.00 $1,088.20 $ 7.09 $1,018.00 $ 6.85 1.37% B 1,000.00 1,083.90 10.95 1,014.28 10.59 2.12 C 1,000.00 1,083.90 10.95 1,014.28 10.59 2.12 R 1,000.00 1,087.00 8.38 1,016.76 8.10 1.62 (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== 21 AIM Small Cap Equity Fund APPROVAL OF INVESTMENT ADVISORY AGREEMENT The Board of Trustees (the Board) of AIM Committee considers each Sub-Committee's limited to changes to the Fund's Funds Group is required under the recommendations and makes its own performance, advisory fees, expense Investment Company Act of 1940 to approve recommendations regarding the performance, limitations and/or fee waivers. annually the renewal of the AIM Small Cap fees and expenses of the AIM Funds to the Equity Fund (the Fund) investment advisory full Board. Moreover, the Investments A. NATURE, EXTENT AND QUALITY OF SERVICES agreement with A I M Advisors, Inc. (AIM). Committee considers each SubCommittee's PROVIDED BY AIM During contract renewal meetings held on recommendations in making its annual June 25-27, 2007, the Board as a whole and recommendation to the Board whether to The Board reviewed the advisory services the disinterested or "independent" approve the continuance of each AIM Fund's provided to the Fund by AIM under the Trustees, voting separately, approved the investment advisory agreement and Fund's advisory agreement, the performance continuance of the Fund's investment sub-advisory agreement, if applicable of AIM in providing these services, and advisory agreement for another year, (advisory agreements), for another year. the credentials and experience of the effective July 1, 2007. In doing so, the officers and employees of AIM who provide Board determined that the Fund's advisory The independent Trustees, as mentioned these services. The Board's review of the agreement is in the best interests of the above, are assisted in their annual qualifications of AIM to provide these Fund and its shareholders and that the evaluation of the advisory agreements by services included the Board's compensation to AIM under the Fund's the independent Senior Officer. One consideration of AIM's portfolio and advisory agreement is fair and reasonable. responsibility of the Senior Officer is to product review process, various back manage the process by which the AIM Funds' office support functions provided by AIM, The independent Trustees met separately proposed management fees are negotiated and AIM's equity and fixed income trading during their evaluation of the Fund's during the annual contract renewal process operations. The Board concluded that the investment advisory agreement with to ensure that they are negotiated in a nature, extent and quality of the advisory independent legal counsel from whom they manner which is at arms' length and services provided to the Fund by AIM were received independent legal advice, and the reasonable. Accordingly, the Senior appropriate and that AIM currently is independent Trustees also received Officer must either supervise a providing satisfactory advisory services assistance during their deliberations from competitive bidding process or prepare an in accordance with the terms of the Fund's the independent Senior Officer, a independent written evaluation. The Senior advisory agreement. In addition, based on full-time officer of the AIM Funds who Officer has recommended that an their ongoing meetings throughout the year reports directly to the independent independent written evaluation be provided with the Fund's portfolio managers, the Trustees. The following discussion more and, upon the direction of the Board, has Board concluded that these individuals are fully describes the process employed by prepared an independent written competent and able to continue to carry the Board to evaluate the performance of evaluation. out their responsibilities under the the AIM Funds (including the Fund) Fund's advisory agreement. throughout the year and, more During the annual contract renewal specifically, during the annual contract process, the Board considered the factors In determining whether to continue the renewal meetings. discussed below under the heading "Factors Fund's advisory agreement, the Board and Conclusions and Summary of Independent considered the prior relationship between THE BOARD'S FUND EVALUATION PROCESS Written Fee Evaluation" in evaluating the AIM and the Fund, as well as the Board's fairness and reasonableness of the Fund's knowledge of AIM's operations, and The Board's Investments Committee has advisory agreement at the contract renewal concluded that it was beneficial to established three Sub-Committees which are meetings and at their meetings throughout maintain the current relationship, in responsible for overseeing the management the year as part of their ongoing part, because of such knowledge. The Board of a number of the series portfolios of oversight of the Fund. The Fund's advisory also considered the steps that AIM and its the AIM Funds. This SubCommittee structure agreement was considered separately, affiliates have taken over the last permits the Trustees to focus on the although the Board also considered the several years to improve the quality and performance of the AIM Funds that have common interests of all of the AIM Funds efficiency of the services they provide to been assigned to them. The Sub-Committees in their deliberations. The Board the Funds in the areas of investment meet throughout the year to review the comprehensively considered all of the performance, product line diversification, performance of their assigned funds, and information provided to them and did not distribution, fund operations, shareholder the Sub-Committees review monthly and identify any particular factor that was services and compliance. The Board quarterly comparative performance controlling. Furthermore, each Trustee may concluded that the quality and efficiency information and periodic asset flow data have evaluated the information provided of the services AIM and its affiliates for their assigned funds. These materials differently from one another and provide to the AIM Funds in each of these are prepared under the direction and attributed different weight to the various areas have generally improved, and support supervision of the independent Senior factors. The Trustees recognized that the the Board's approval of the continuance of Officer. Over the course of each year, the advisory arrangements and resulting the Fund's advisory agreement. SubCommittees meet with portfolio managers advisory fees for the Fund and the other for their assigned funds and other members AIM Funds are the result of years of B. FUND PERFORMANCE of management and review with these review and negotiation between the individuals the performance, investment Trustees and AIM, that the Trustees may The Board compared the Fund's performance objective(s), policies, strategies and focus to a greater extent on certain during the past one, three and five limitations of these funds. aspects of these arrangements in some calendar years to the performance of funds years than others, and that the Trustees' in the Fund's Lipper peer group that are In addition to their meetings deliberations and conclusions in a not managed by AIM, and against the throughout the year, the Sub-Committees particular year may be based in part on performance of all funds in the Lipper meet at designated contract renewal their deliberations and conclusions of Small-Cap Core Funds Index. The Board also meetings each year to conduct an in-depth these same arrangements throughout the reviewed the methodology used by Lipper to review of the performance, fees and year and in prior years. identify the Fund's peers. The Board noted expenses of their assigned funds. During that the Fund's performance was above the the contract renewal process, the Trustees FACTORS AND CONCLUSIONS AND SUMMARY OF median performance of its peers for the receive comparative performance and fee INDEPENDENT WRITTEN FEE EVALUATION one year period, and below such data regarding all the AIM Funds prepared performance for the three and five year by an independent company, Lipper, Inc., The discussion below serves as a summary periods. The Board noted that the Fund's under the direction and supervision of the of the Senior Officer's independent performance was above the performance of independent Senior Officer who also written evaluation, as well as a the Index for the one year period, below prepares a separate analysis of this discussion of the material factors and such performance for the three year period information for the Trustees. Each related conclusions that formed the basis and comparable to such performance for the Sub-Committee then makes recommendations for the Board's approval of the Fund's five year period. The Board noted that AIM to the Investments Committee regarding the advisory agreement. Unless otherwise made changes to the Fund's portfolio performance, fees and expenses of their stated, information set forth below is as management team in 2004, which appear to assigned funds. The Investments of June 27, 2007 and does not reflect any be producing encouraging results but need changes that may have occurred since that more time to be evaluated before a date, including but not conclusion can be reached that the (continued) 22 AIM Small Cap Equity Fund changes have adequately addressed the whether the Fund benefits from such AIM and its affiliates in providing these Fund's under-performance. The Board also economies of scale through contractual services and the organizational structure considered the steps AIM has taken over breakpoints in the Fund's advisory fee employed by AIM and its affiliates to the last several years to improve the schedule or through advisory fee waivers provide these services. The Board also quality and efficiency of the services or expense limitations. The Board noted considered that these services are that AIM provides to the AIM Funds. The that the Fund's contractual advisory fee provided to the Fund pursuant to written Board concluded that AIM continues to be schedule currently does not include any contracts which are reviewed and approved responsive to the Board's focus on fund breakpoints but that the amendment to the on an annual basis by the Board. The Board performance. Although the independent Fund's contractual advisory fee schedule concluded that AIM and its affiliates were written evaluation of the Fund's Senior discussed above provides for seven providing these services in a satisfactory Officer (discussed below) only considered breakpoints. Based on this information, manner and in accordance with the terms of Fund performance through the most recent the Board concluded that the Fund's their contracts, and were qualified to calendar year, the Board also reviewed advisory fees will appropriately reflect continue to provide these services to the more recent Fund performance and this economies of scale upon the Board's Fund. review did not change their conclusions. approval of the amendment to the Fund's contractual advisory fee schedule. The The Board considered the benefits C. ADVISORY FEES AND FEE WAIVERS Board also noted that the Fund shares realized by AIM as a result of portfolio directly in economies of scale through brokerage transactions executed through The Board compared the Fund's contractual lower fees charged by third party service "soft dollar" arrangements. Under these advisory fee rate to the contractual providers based on the combined size of arrangements, portfolio brokerage advisory fee rates of funds in the Fund's all of the AIM Funds and affiliates. commissions paid by the Fund and/or other Lipper peer group that are not managed by funds advised by AIM are used to pay for AIM, at a common asset level and as of the E. PROFITABILITY AND FINANCIAL RESOURCES research and execution services. The Board end of the past calendar year. The Board OF AIM noted that soft dollar arrangements shift noted that the Fund's advisory fee rate the payment obligation for the research was below the median advisory fee rate of The Board reviewed information from AIM and executions services from AIM to the its peers. The Board also reviewed the concerning the costs of the advisory and funds and therefore may reduce AIM's methodology used by Lipper and noted that other services that AIM and its affiliates expenses. The Board also noted that the contractual fee rates shown by Lipper provide to the Fund and the profitability research obtained through soft dollar include any applicable long-term of AIM and its affiliates in providing arrangements may be used by AIM in making contractual fee waivers. The Board also these services. The Board also reviewed investment decisions for the Fund and may compared the Fund's contractual advisory information concerning the financial therefore benefit Fund shareholders. The fee rate to the contractual advisory fee condition of AIM and its affiliates. The Board concluded that AIM's soft dollar rates of other clients of AIM and its Board also reviewed with AIM the arrangements were appropriate. The Board affiliates with investment strategies methodology used to prepare the also concluded that, based on their review comparable to those of the Fund, including profitability information. The Board and representations made by AIM, these two mutual funds advised by AIM and one considered the overall profitability of arrangements were consistent with mutual fund sub-advised by an AIM AIM, as well as the profitability of AIM regulatory requirements. affiliate. The Board noted that the Fund's in connection with managing the Fund. The rate was: (i) the same as the rate for one Board noted that AIM continues to operate The Board considered the fact that the mutual fund and above the rate for the at a net profit, although increased Fund's uninvested cash and cash collateral second mutual fund; and (ii) above the expenses in recent years have reduced the from any securities lending arrangements sub-advisory fee rate for the sub-advised profitability of AIM and its affiliates. may be invested in money market funds mutual fund. The Board concluded that the Fund's advised by AIM pursuant to procedures advisory fees were fair and reasonable, approved by the Board. The Board noted The Board noted that AIM has not and that the level of profits realized by that AIM will receive advisory fees from proposed any advisory fee waivers or AIM and its affiliates from providing these affiliated money market funds expense limitations for the Fund. However, services to the Fund was not excessive in attributable to such investments, although the Board also noted that AIM has light of the nature, quality and extent of AIM has contractually agreed to waive the recommended that the Board approve an the services provided. The Board advisory fees payable by the Fund with amendment to the Fund's contractual considered whether AIM is financially respect to its investment of uninvested advisory fee schedule that would implement sound and has the resources necessary to cash in these affiliated money market the contractual advisory fee waiver that perform its obligations under the Fund's funds through at least June 30, 2008. The had been formerly committed to by AIM, advisory agreement, and concluded that AIM Board considered the contractual nature of which waiver provided for lower effective has the financial resources necessary to this fee waiver and noted that it remains fee rates at all asset levels than the fulfill these obligations. in effect until at least June 30, 2008. Fund's current contractual advisory fee The Board concluded that the Fund's schedule. The Board noted that AIM's F. INDEPENDENT WRITTEN EVALUATION OF THE investment of uninvested cash and cash recommendation was made in response to the FUND'S SENIOR OFFICER collateral from any securities lending recommendation of the independent Senior arrangements in the affiliated money Officer that AIM consider whether the The Board noted that, upon their market funds is in the best interests of advisory fee waivers for certain equity direction, the Senior Officer of the Fund, the Fund and its shareholders. AIM Funds, including the Fund, should be who is independent of AIM and AIM's simplified. The Board concluded that it affiliates, had prepared an independent would be appropriate to approve the written evaluation to assist the Board in proposed amendment to the Fund's determining the reasonableness of the contractual advisory fee schedule and that proposed management fees of the AIM Funds, it was not necessary at this time to including the Fund. The Board noted that discuss with AIM whether to implement any they had relied upon the Senior Officer's fee waivers or expense limitations for the written evaluation instead of a Fund. competitive bidding process. In determining whether to continue the Fund's After taking account of the Fund's advisory agreement, the Board considered contractual advisory fee rate, as well as the Senior Officer's written evaluation. the comparative advisory fee information discussed above, the Board concluded that G. COLLATERAL BENEFITS TO AIM AND ITS the Fund's advisory fees were fair and AFFILIATES reasonable. The Board considered various other D. ECONOMIES OF SCALE AND BREAKPOINTS benefits received by AIM and its affiliates resulting from AIM's The Board considered the extent to which relationship with the Fund, including the there are economies of scale in AIM's fees received by AIM and its affiliates provision of advisory services to the for their provision of administrative, Fund. The Board also considered transfer agency and distribution services to the Fund. The Board considered the performance of 23 Supplement to Semiannual Report dated 6/30/07 AIM SMALL CAP EQUITY FUND INSTITUTIONAL CLASS SHARES ========================================== PLEASE NOTE THAT PAST PERFORMANCE IS AVERAGE ANNUAL TOTAL RETURNS NOT INDICATIVE OF FUTURE RESULTS. MORE The following information has been RECENT RETURNS MAY BE MORE OR LESS THAN prepared to provide Institutional Class For periods ended 6/30/07 THOSE SHOWN. ALL RETURNS ASSUME shareholders with a performance overview REINVESTMENT OF DISTRIBUTIONS AT NAV. specific to their holdings. Institutional Inception 9.08% INVESTMENT RETURN AND PRINCIPAL VALUE WILL Class shares are offered exclusively to 5 Years 12.17 FLUCTUATE SO YOUR SHARES, WHEN REDEEMED, institutional investors, including defined 1 Year 16.87 MAY BE WORTH MORE OR LESS THAN THEIR contribution plans that meet certain 6 Months* 9.02 ORIGINAL COST. SEE FULL REPORT FOR criteria. INFORMATION ON COMPARATIVE BENCHMARKS. * Cumulative total return that has not PLEASE CONSULT YOUR FUND PROSPECTUS FOR been annualized MORE INFORMATION. FOR THE MOST CURRENT ========================================== MONTH-END PERFORMANCE, PLEASE CALL 800-451-4246 OR VISIT AIMINVESTMENTS.COM. INSTITUTIONAL CLASS SHARES' INCEPTION DATE IS APRIL 29, 2005. 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 AUGUST 31, 2000. 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 NASDAQ Symbol SMEIX DIFFERING SALES CHARGES AND CLASS ========================================== EXPENSES. 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. [AIM INVESTMENTS LOGO] AIMinvestments.com SCE-INS-2 A I M Distributors, Inc. --REGISTERED TRADEMARK-- Information about your Fund's expenses 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 ongoing costs, including management fees value divided by $1,000 = 8.6), then you paid for the period. You may use this and other Fund expenses. This example is multiply the result by the number in the information to compare the ongoing costs intended to help you understand your table under the heading entitled "Actual of investing in the Fund and other funds. ongoing costs (in dollars) of investing in Expenses Paid During Period" to estimate To do so, compare this 5% hypothetical the Fund and to compare these costs with the expenses you paid on your account example with the 5% hypothetical examples ongoing costs of investing in other mutual during this period. that appear in the shareholder reports of funds. The example is based on an the other funds. investment of $1,000 invested at the HYPOTHETICAL EXAMPLE FOR COMPARISON beginning of the period and held for the PURPOSES Please note that the expenses shown in entire period January 1, 2007, through the table are meant to highlight your June 30, 2007. The table below also provides information ongoing costs only. Therefore, the about hypothetical account values and hypothetical information is useful in ACTUAL EXPENSES hypothetical expenses based on the Fund's comparing ongoing costs only, and will not actual expense ratio and an assumed rate help you determine the relative total The table below provides information about of return of 5% per year before expenses, costs of owning different funds. actual account values and actual expenses. which is not the Fund's actual return. 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 (1/1/07) (6/30/07)(1) PERIOD(2) (6/30/07) PERIOD(2) RATIO Institutional $1,000.00 $1,090.20 $4.30 $1,020.68 $4.16 0.83% (1) The actual ending account value is based on the actual total return of the Fund for the period January 1, 2007, through June 30, 2007, 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. (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 181/365 to reflect the most recent fiscal half year. ==================================================================================================================================== AIMinvestments.com SCE-INS-2 A I M Distributors, Inc. [EDELIVERY Fund holdings and proxy voting information GO PAPERLESS AIMINVESTMENTS.COM/EDELIVERY The Fund provides a complete list of its holdings four times in GRAPHIC] each fiscal year, at the quarter-ends. For the second and fourth quarters, the lists appear in the Fund's semiannual and annual REGISTER FOR EDELIVERY reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission eDelivery is the process of receiving your fund and account (SEC) on Form N-Q. The most recent list of portfolio holdings is information via e-mail. Once your quarterly statements, tax available at AIMinvestments.com. From our home page, click on forms, fund reports, and prospectuses are available, we will send Products & Performance, then Mutual Funds, then Fund Overview. you an e-mail notification containing links to these documents. Select your Fund from the drop-down menu and click on Complete For security purposes, you will need to log in to your account to Quarterly Holdings. Shareholders can also look up the Fund's view your statements and tax forms. Forms N-Q on the SEC Web site at sec.gov. Copies of the Fund's Forms N-Q may be reviewed and copied at the SEC Public Reference WHY SIGN UP? Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information Register for eDelivery to: about duplicating fee charges, by calling 202-942-8090 or 800-732-0330, or by electronic request at the following e-mail o save your Fund the cost of printing and postage. address: publicinfo@sec.gov. The SEC file numbers for the Fund are 811-01540 and 002-27334. o reduce the amount of paper you receive. A description of the policies and procedures that the Fund uses o gain access to your documents faster by not waiting for the to determine how to vote proxies relating to portfolio mail. securities is available without charge, upon request, from our Client Services department at 800-959-4246 or on the AIM Web o view your documents online anytime at your convenience. site, AIMinvestments.com. On the home page, scroll down and click on AIM Funds Proxy Policy. The information is also o save the documents to your personal computer or print them out available on the SEC Web site, sec.gov. for your records. Information regarding how the Fund voted proxies related to its HOW DO I SIGN UP? portfolio securities during the 12 months ended June 30, 2007, is available at our Web site. Go to AIMinvestments.com, access It's easy. Just follow these simple steps: the About Us tab, click on Required Notices and then click on Proxy Voting Activity. Next, select the Fund from the drop-down 1. Log in to your account. menu. The information is also available on the SEC Web site, sec.gov. 2. Click on the "Service Center" tab. [AIM 3. Select "Register for eDelivery" and complete the consent SCE-SAR-1 A I M Distributors, Inc. INVESTMENTS process. LOGO] - REGISTERED TRADEMARK - This AIM service is provided by AIM Investment Services, Inc. ITEM 2. CODE OF ETHICS. There were no amendments to the Code of Ethics (the "Code") that applies to the Registrant's Principal Executive Officer ("PEO") and Principal Financial Officer ("PFO") during the period covered by the report. 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. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. 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 INVESTMENT 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 June 14, 2007, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the Principal Executive Officer ("PEO") and Principal Financial Officer ("PFO"), to assess the effectiveness of the Registrant's disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the "Act"), as amended. Based on that evaluation, the Registrant's officers, including the PEO and PFO, concluded that, as of June 14, 2007, 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 the report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 12. EXHIBITS. 12(a)(1) Not applicable. 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 Funds Group By: /s/ Philip A. Taylor --------------------------------- Philip A. Taylor Principal Executive Officer Date: September 7, 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: September 7, 2007 By: /s/ Sidney M. Dilgren --------------------------------- Sidney M. Dilgren Principal Financial Officer Date: September 7, 2007 EXHIBIT INDEX 12(a)(1) Not applicable. 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.