SUB-ITEM 77Q1(a)
AMENDMENT NO. 2
TO
AMENDED AND RESTATED BYLAWS OF AIM SPECIAL OPPORTUNITIES FUNDS
(A DELAWARE BUSINESS TRUST)
ADOPTED EFFECTIVE JUNE 14, 2000
This Amendment No. 2 to the Amended and Restated Bylaws of AIM
Special Opportunities Funds amends the Amended and Restated Bylaws initially
adopted effective November 5, 1998, as amended (the "Bylaws").
1. Article IV, Section 8 is hereby restated in its entirety
to read as follows:
"Section 8. Quorum. The holders of one-third of the
Outstanding Shares entitled to vote thereat, present in
person or represented by proxy, shall constitute a quorum
at all meetings of the Shareholders for the transaction of
business except as otherwise provided by applicable law or
by the Agreement. Notwithstanding the preceding sentence,
with respect to any matter which by applicable law or by
the Agreement requires the separate approval of one or
more Classes or Portfolios, the holders of one-third of
the Outstanding Shares of each such Class or Portfolio (or
of such Classes or Portfolios voting together as a single
class) entitled to vote on the matter shall constitute a
quorum. If, however, such quorum shall not be present or
represented at any meeting of the Shareholders, the vote
of the holders of a majority of Shares cast shall have
power to adjourn the meeting from time to time, without
notice other than announcement at the meeting, until a
quorum shall be present or represented. At such adjourned
meeting, at which a quorum shall be present or
represented, any business may be transacted which might
have been transacted at the meeting as originally
notified."
2. A new Article IV, Section 14 is hereby added to the Bylaws
to read in full as follows:
"Section 14. Record Date. The Board of Trustees may set a
record date for the purpose of making any proper
determination with respect to Shareholders, including, but
not limited to, which Shareholders are entitled to notice
of a meeting or to vote at a meeting. The record date may
not be prior to the close of business on the day the
record date is fixed and shall be not more than 90 days
before the date on which the action requiring the
determination will be taken."
3. A new Article IV, Section 15 is hereby added to the Bylaws
to read in full as follows:
"Section 15. Adjournments. A meeting of Shareholders
convened on the date for which it was called may be
adjourned from time to time without further notice to
Shareholders to a date not more than 120 days after the
original record date. A meeting of Shareholders may not be
adjourned for more than 120 days after the original record
date for such meeting without giving the Shareholders
notice of the adjournment and the new meeting date."
