<PAGE> 1
CLASS A AND CLASS B SHARES OF
AIM INTERNATIONAL GROWTH FUND
SUPPLEMENT TO PROSPECTUS
DATED SEPTEMBER 8, 1998
The Board of Trustees of AIM Growth Series unanimously approved, on
September 23, 1998, an Agreement and Plan of Reorganization ("Plan") pursuant
to which AIM International Growth Fund ("International Growth Fund"), a series
of AIM Growth Series, would transfer substantially all of its assets to AIM
International Equity Fund ("International Equity Fund"), a series of AIM
International Funds, Inc. As a result of the transaction, shareholders of
International Growth Fund would receive shares of International Equity Fund in
exchange for their shares of International Growth Fund, and International
Growth Fund would cease operations. Like International Growth Fund,
International Equity Fund seeks long-term growth of capital. International
Equity Fund seeks to achieve its objective by investing in a diversified
portfolio of international equity securities, the issuers of which are
considered by the Fund's investment adviser to have strong earnings momentum.
The Plan requires the approval of International Growth Fund
shareholders and will be submitted to the shareholders for their consideration
at a meeting to be held in February 1999. If the Plan is approved by
shareholders of International Growth Fund and certain conditions required by
the Plan are satisfied, the transaction is expected to become effective before
the end of February 1999.
September 28, 1998
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ADVISOR CLASS SHARES OF
AIM INTERNATIONAL GROWTH FUND
SUPPLEMENT TO PROSPECTUS
DATED SEPTEMBER 8, 1998
The Board of Trustees of AIM Growth Series unanimously approved, on
September 23, 1998, an Agreement and Plan of Reorganization ("Plan") pursuant
to which AIM International Growth Fund ("International Growth Fund"), a series
of AIM Growth Series, would transfer substantially all of its assets to AIM
International Equity Fund ("International Equity Fund"), a series of AIM
International Funds, Inc. As a result of the transaction, shareholders of
International Growth Fund would receive shares of International Equity Fund in
exchange for their shares of International Growth Fund, and International
Growth Fund would cease operations. Like International Growth Fund,
International Equity Fund seeks long-term growth of capital. International
Equity Fund seeks to achieve its objective by investing in a diversified
portfolio of international equity securities, the issuers of which are
considered by the Fund's investment adviser to have strong earnings momentum.
The Plan requires the approval of International Growth Fund
shareholders and will be submitted to the shareholders for their consideration
at a meeting to be held in February 1999. If the Plan is approved by
shareholders of International Growth Fund and certain conditions required by
the Plan are satisfied, the transaction is expected to become effective before
the end of February 1999.
September 28, 1998
