AIM FUNDS GROUP/DE
497, 1996-11-05
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<PAGE>   1
                               AIM BALANCED FUND
                           AIM GLOBAL UTILITIES FUND
                                AIM GROWTH FUND
                              AIM HIGH YIELD FUND
                                AIM INCOME FUND
                        AIM INTERMEDIATE GOVERNMENT FUND
                             AIM MONEY MARKET FUND
                            AIM MUNICIPAL BOND FUND
                                AIM VALUE FUND
                                        
                     (Series Portfolios of AIM Funds Group)

                       Supplement dated November 5, 1996
         to the Prospectus dated May 1, 1996, as revised June 11, 1996
                      and as Supplemented October 10, 1996

This Supplement replaces and incorporates the Supplement dated October 10, 1996.

On November 4, 1996, A I M Management Group Inc. ("AIM Management") announced
that it had entered into an Agreement and Plan of Merger among INVESCO plc
("INVESCO"), INVESCO Group Services Inc. and AIM Management, pursuant to which
AIM Management will be merged with INVESCO Group Services Inc. Subject to a
number of conditions being met, it is currently anticipated that the transaction
will occur in the early part of 1997. The Fund's investment advisor, A I M
Advisors, Inc. ("AIM"), is a wholly owned subsidiary of AIM Management.

The proposed transaction may be deemed to cause an "assignment" (as that term is
defined under the Investment Company Act of 1940 (the "1940 Act")) of the
investment advisory agreement between the Fund and AIM. Under the 1940 Act and
the investment advisory agreement, an assignment results in the automatic
termination of the investment advisory agreement. The completion of the
transaction is contingent upon, among other things, the approval of both the
Board of Trustees of the Fund and the shareholders of the Fund of a new
investment advisory agreement between the Fund and AIM. Management of the Fund
anticipates that the essential terms of the new investment advisory agreement,
including the investment advisory fees, would be the same as those under the
current investment advisory agreement between the Fund and AIM. It is also
anticipated that the investment advisory personnel responsible for the Fund will
remain unchanged.

In the Table of Fees and Expenses on Page 4, all references to footnote** are
deleted in their entirety.

The second paragraph under the caption "Investment Programs--AIM Balanced Fund"
on page 17 is revised to read in its entirety as follows:

     "The Fund may also invest up to 25% of its total assets in convertible
     securities. Compliance with all of the above percentage requirements may
     limit the ability of the Fund to maximize total return. The actual
     percentage of the assets invested in equity and fixed income securities
     will vary from time to time, depending on the judgment of AIM as to general
     market and economic conditions and trends, yields and interest rates and
     changes in fiscal and monetary policies."

The sixth and seventh sentences of the first paragraph under the caption
"Investment Programs--AIM Global Utilities Fund" on page 17 are revised to read
in their entirety as follows:

     "The Fund may invest up to 25% of its total assets in convertible
     securities. When AIM deems it appropriate, the Fund may purchase bonds
     issued by the above types of 


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