<PAGE> 1
AIM SPECIAL OPPORTUNITIES FUNDS
AIM MID CAP OPPORTUNITIES FUND
Supplement dated July 1, 1999
to the Prospectus dated December 30, 1998,
as supplemented December 30, 1998
This supplement supersedes and replaces in its entirety the supplement dated
December 30, 1998.
Currently, Class A Shares of AIM Mid Cap Opportunities Fund (the "Fund") are
only available to employees of A I M Management Group Inc., AMVESCAP PLC and
their affiliates and to any current or retired officer, director or trustee of
The AIM Family of Funds(R) (including any member of such person's immediate
family including spouse, children, parents and parents of spouse) and to
residents of Texas. During this period, AIM Distributors will not reallow any
sales charges.
Class B Shares and Class C Shares of the Fund are currently not available.
Effective July 1, 1999, the following replaces in its entirety the information
appearing under the heading "MANAGEMENT - PORTFOLIO MANAGERS" on page 11 of the
prospectus:
"AIM uses a team approach and a disciplined investment process in
providing investment advisory services to all of its accounts,
including the Fund. AIM's investment staff consists of approximately
135 individuals. While individual members of AIM's investment staff
are assigned primary responsibility for the day-to-day management of
each of AIM's accounts, all accounts are reviewed on a regular basis
by AIM's Investment Policy Committee to ensure that they are being
invested in accordance with the accounts' and AIM's investment
policies. The individuals who are primarily responsible for the
day-to-day management of the Fund and their titles, if any, with AIM
or its affiliates and the Fund, the length of time they have been
responsible for the management, and their years of investment
experience and prior experience (if they have been with AIM for less
than five years) are shown below.
Brant H. DeMuth, Robert M. Kippes, Christopher P. Perras, Charles
D. Scavone and Kenneth A. Zschappel are primarily responsible for
the day-to-day management of the Fund. Mr. DeMuth, Mr. Kippes, Mr.
Scavone and Mr. Zschappel have been responsible for the Fund since
its inception. Mr. Perras has been responsible for the Fund since
1999. Mr. DeMuth is a portfolio manager of A I M Capital
Management, Inc. ("AIM Capital"), a wholly owned subsidiary of AIM.
He has been associated with AIM and/or its subsidiaries since 1996
and became an investment professional in 1987. Prior to 1996, he
was a portfolio manager for the Colorado Public Employee Retirement
Association. Mr. Kippes is Vice President of AIM Capital. He has
been associated with AIM and/or its subsidiaries since he began
working as an investment professional in 1989. Mr. Perras is a
portfolio manager of AIM Capital and has been associated with AIM
and/or its subsidiaries since 1999. He became an investment
professional in 1988. From 1997 to 1999, he was an equity analyst
at Van Wagoner Capital Management. From 1995 to 1997, he was
Associate Portfolio Manager for Van Kampen American Capital Asset
Management, Inc. Mr. Scavone is Vice President of AIM Capital and
has been associated with AIM and/or its subsidiaries since 1996. He
became an investment professional in 1990. From 1994 to 1996, he
was Associate Portfolio Manager for Van Kampen American Capital
Asset Management, Inc. Mr. Zschappel is Assistant Vice President of
AIM Capital. He has been associated with AIM and/or its
subsidiaries since he began working as an investment professional
in 1990."
<PAGE> 2
Effective June 7, 1999, the following replaces in its entirety the fourth
paragraph appearing under the heading "EXCHANGE PRIVILEGE - TERMS AND
CONDITIONS OF EXCHANGES" on page A-11 of the prospectus:
"An exchange is permitted in the following circumstances: (a) if the
funds offer more than one class of shares, the exchange must be
between the same class of shares (e.g., Class A, Class B and Class C
shares of a Multiple Class Fund cannot be exchanged for each other)
except that AIM Cash Reserve Shares of AIM Money Market Fund may be
exchanged for Class A shares of another Multiple Class Fund; (b) the
dollar amount of the exchange must be at least equal to the minimum
investment applicable to the shares of the fund acquired through
such exchange; (c) the shares of the fund acquired through exchange
must be available for sale in the state in which the shareholder
resides; (d) the exchange must be made between accounts having
identical registrations and addresses; (e) the account from which
shares have been exchanged must be coded as having a certified
taxpayer identification number on file or, in the alternative, an
appropriate Internal Revenue Service ("IRS") Form W-8 (certificate
of foreign status) or Form W-9 (certifying exempt status) must have
been received by the fund; (f) shares must have been held for at
least one day prior to the exchange; and (g) certificates
representing shares must be returned before shares can be exchanged.
There is no fee for exchanges among the AIM Funds.
Beginning September 15, 1999, the following exchange condition will
apply:
Because excessive short-term trading or market-timing activity can
hurt fund performance, you are limited to a maximum of 10 exchanges
per calendar year. If you exceed that limit, or if an AIM Fund or
the distributor determines, in its sole discretion, that your
short-term trading is excessive or that you are engaging in
market-timing activity, it may reject any additional exchange
orders. An exchange is the movement out of (redemption) one AIM Fund
and into (purchase) another AIM Fund."
<PAGE> 3
AIM SPECIAL OPPORTUNITIES FUNDS
AIM SMALL CAP OPPORTUNITIES FUND
Supplement dated July 1, 1999
to the Prospectus dated October 7, 1998,
as supplemented December 29, 1998
This supplement supersedes and replaces in its entirety the supplement dated
December 29, 1998.
Effective December 30, 1998, Class C Shares of AIM Small Cap Opportunities Fund
(the "Fund") are available for purchase.
Effective July 1, 1999, the following replaces in its entirety the information
appearing under the heading "MANAGEMENT - PORTFOLIO MANAGERS" on page 12 of the
prospectus:
"AIM uses a team approach and a disciplined investment process in
providing investment advisory services to all of its accounts,
including the Fund. AIM's investment staff consists of approximately
135 individuals. While individual members of AIM's investment staff
are assigned primary responsibility for the day-to-day management of
each of AIM's accounts, all accounts are reviewed on a regular basis
by AIM's Investment Policy Committee to ensure that they are being
invested in accordance with the accounts' and AIM's investment
policies. The individuals who are primarily responsible for the
day-to-day management of the Fund and their titles, if any, with AIM
or its affiliates and the Fund, the length of time they have been
responsible for the management, and their years of investment
experience and prior experience (if they have been with AIM for less
than five years) are shown below.
Brant H. DeMuth, Robert M. Kippes, Christopher P. Perras, Charles
D. Scavone and Kenneth A. Zschappel are primarily responsible for
the day-to-day management of the Fund. Mr. DeMuth, Mr. Kippes, Mr.
Scavone and Mr. Zschappel have been responsible for the Fund since
its inception. Mr. Perras has been responsible for the Fund since
1999. Mr. DeMuth is a portfolio manager of A I M Capital
Management, Inc. ("AIM Capital"), a wholly owned subsidiary of AIM.
He has been associated with AIM and/or its subsidiaries since 1996
and became an investment professional in 1987. Prior to 1996, he
was a portfolio manager for the Colorado Public Employee Retirement
Association. Mr. Kippes is Vice President of AIM Capital. He has
been associated with AIM and/or its subsidiaries since he began
working as an investment professional in 1989. Mr. Perras is a
portfolio manager of AIM Capital and has been associated with AIM
and/or its subsidiaries since 1999. He became an investment
professional in 1988. From 1997 to 1999, he was an equity analyst
at Van Wagoner Capital Management. From 1995 to 1997, he was
Associate Portfolio Manager for Van Kampen American Capital Asset
Management, Inc. Mr. Scavone is Vice President of AIM Capital and
has been associated with AIM and/or its subsidiaries since 1996. He
became an investment professional in 1990. From 1994 to 1996, he
was Associate Portfolio Manager for Van Kampen American Capital
Asset Management, Inc. Mr. Zschappel is Assistant Vice President of
AIM Capital. He has been associated with AIM and/or its
subsidiaries since he began working as an investment professional
in 1990."
<PAGE> 4
Effective June 7, 1999, the following replaces in its entirety the fourth
paragraph appearing under the heading "EXCHANGE PRIVILEGE TERMS AND CONDITIONS
OF EXCHANGES" on page A-12 of the prospectus:
"An exchange is permitted in the following circumstances: (a) if the
funds offer more than one class of shares, the exchange must be
between the same class of shares (e.g., Class A, Class B and Class C
shares of a Multiple Class Fund cannot be exchanged for each other)
except that AIM Cash Reserve Shares of AIM Money Market Fund may be
exchanged for Class A shares of another Multiple Class Fund; (b) the
dollar amount of the exchange must be at least equal to the minimum
investment applicable to the shares of the fund acquired through
such exchange; (c) the shares of the fund acquired through exchange
must be available for sale in the state in which the shareholder
resides; (d) the exchange must be made between accounts having
identical registrations and addresses; (e) the account from which
shares have been exchanged must be coded as having a certified
taxpayer identification number on file or, in the alternative, an
appropriate Internal Revenue Service ("IRS") Form W-8 (certificate
of foreign status) or Form W-9 (certifying exempt status) must have
been received by the fund; (f) shares must have been held for at
least one day prior to the exchange; and (g) certificates
representing shares must be returned before shares can be exchanged.
There is no fee for exchanges among the AIM Funds.
Beginning September 15, 1999, the following exchange condition will
apply:
Because excessive short-term trading or market-timeing activity can
hurt fund performance, you are limited to a maximum of 10 exchanges
per calendar year. If you exceed that limit, or if an AIM Fund or
the distributor determines, in its sole discretion, that your
short-term trading is excessive or that you are engaging in
market-timing activity, it may reject any additional exchange
orders. An exchange is the movement out of (redemption) one AIM Fund
and into (purchase) another AIM Fund."
