SHORT TERM INVESTMENTS TRUST
497, 1997-01-03
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<PAGE>   1
                                                                      PROSPECTUS
 
                           PERSONAL INVESTMENT CLASS
                                     OF THE
 
                               TREASURY PORTFOLIO
                                       OF
 
                          SHORT-TERM INVESTMENTS TRUST
                         11 GREENWAY PLAZA, SUITE 1919
                           HOUSTON, TEXAS 77046-1173
                                 (800) 877-4744

                               ------------------
 
     The Treasury Portfolio is a money market fund whose investment objective is
the maximization of current income to the extent consistent with the
preservation of capital and the maintenance of liquidity. The Treasury Portfolio
seeks to achieve its objective by investing in direct obligations of the U.S.
Treasury and repurchase agreements secured by such obligations. The instruments
purchased by the Treasury Portfolio will have maturities of 397 days or less.
 
   
     The Treasury Portfolio is a series portfolio of Short-Term Investments
Trust (the "Trust"), an open-end, diversified, series, management investment
company. This Prospectus relates solely to the Personal Investment Class of the
Treasury Portfolio, a class of shares designed to be a convenient vehicle in
which customers of banks, certain broker-dealers and other financial
institutions can invest in a diversified money market fund.
    
 
   
     The Trust also offers shares of the following classes of the Treasury
Portfolio pursuant to separate prospectuses: the Institutional Class, Private
Investment Class, Cash Management Class and Resource Class, as well as shares of
classes of another portfolio of the Trust, the Treasury TaxAdvantage Portfolio.
    
 
                               ------------------
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
     AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
          THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE
          SECURITIES COMMISSION PASSED UPON THE ACCURACY OR
                      ADEQUACY OF THIS PROSPECTUS. ANY
                      REPRESENTATION TO THE CONTRARY IS
                              A CRIMINAL OFFENSE.
 
                               ------------------
 
   

     THIS PROSPECTUS SETS FORTH BASIC INFORMATION THAT A PROSPECTIVE INVESTOR
SHOULD KNOW BEFORE INVESTING IN SHARES OF THE PERSONAL INVESTMENT CLASS OF THE
TREASURY PORTFOLIO AND SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE. A
STATEMENT OF ADDITIONAL INFORMATION, DATED DECEMBER 30, 1996, HAS BEEN FILED
WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE "SEC") AND IS
HEREBY INCORPORATED BY REFERENCE. FOR A COPY OF THE STATEMENT OF ADDITIONAL
INFORMATION WITHOUT CHARGE, WRITE TO THE ADDRESS ABOVE OR CALL (800) 877-4744.
THE SEC MAINTAINS A WEB SITE AT HTTP://WWW.SEC.GOV THAT CONTAINS THE STATEMENT
OF ADDITIONAL INFORMATION, MATERIAL INCORPORATED BY REFERENCE, AND OTHER
INFORMATION REGARDING THE TRUST. 
    
 
   
     THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR
ENDORSED BY, ANY BANK, AND THE TRUST'S SHARES ARE NOT FEDERALLY INSURED OR
GUARANTEED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION,
THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. THERE CAN BE NO ASSURANCE THAT
THE TREASURY PORTFOLIO WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
$1.00 PER SHARE. SHARES OF THE TRUST INVOLVE INVESTMENT RISKS, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL.
    
 
   
                      PROSPECTUS DATED: DECEMBER 30, 1996
    
<PAGE>   2
 
                               TABLE OF CONTENTS
 
   
<TABLE>
<CAPTION>
                                                  PAGE
                                                  ----
<S>                                               <C>
SUMMARY..........................................   2
TABLE OF FEES AND EXPENSES.......................   5
FINANCIAL HIGHLIGHTS.............................   6
SUITABILITY FOR INVESTORS........................   7
INVESTMENT PROGRAM...............................   7
PURCHASE OF SHARES...............................  10
REDEMPTION OF SHARES.............................  12
DIVIDENDS........................................  13
TAXES............................................  13
NET ASSET VALUE..................................  14
YIELD INFORMATION................................  14
REPORTS TO SHAREHOLDERS..........................  15
MANAGEMENT OF THE TRUST..........................  15
GENERAL INFORMATION..............................  18
</TABLE>
    
 
                                    SUMMARY
 
THE PORTFOLIO AND ITS INVESTMENT OBJECTIVE
 
   
     The Trust is an open-end diversified series management investment company.
This Prospectus relates to the Personal Investment Class (the "Class") of the
Treasury Portfolio (the "Portfolio"). The Portfolio is a money market fund which
invests in direct obligations of the U.S. Treasury and repurchase agreements
secured by such obligations. The instruments purchased by the Portfolio will
have maturities of 397 days or less. The investment objective of the Portfolio
is the maximization of current income to the extent consistent with the
preservation of capital and the maintenance of liquidity.
    
 
   
     Pursuant to separate prospectuses, the Trust also offers shares of other
classes of shares of beneficial interest of the Portfolio representing an
interest in the Portfolio. Such classes have different distribution arrangements
and are designed for institutional and other categories of investors. The Trust
also offers shares of two classes of another portfolio, the Treasury
TaxAdvantage Portfolio, each pursuant to a separate prospectus. The portfolios
of the Trust are referred to collectively as the "Portfolios."
    
 
   
     Because the Trust declares dividends on a daily basis, shares of each class
of the Portfolio have the same net asset value (proportionate interest in the
net assets of the Portfolio) and bear equally those expenses, such as the
advisory fee, that are allocated to the Portfolio as a whole. All classes of the
Portfolio share a common investment objective and portfolio of investments.
However, different classes of the Portfolio have different shareholder
qualifications and are separately allocated certain class expenses, such as
those associated with the distribution of their shares. Therefore, each class
will have a different dividend payment and a different yield.
    
 
INVESTORS IN THE CLASS
 
     The Class is designed to be a convenient vehicle in which customers of
banks, certain broker-dealers and other financial institutions can invest in a
diversified open-end money market fund.
 
PURCHASE OF SHARES
 
   
     Shares of the Class that are offered hereby are sold at net asset value.
The minimum initial investment in the Class is $1,000. There is no minimum
amount for subsequent investments. Payment for shares purchased must be in funds
immediately available to the Trust. See "Purchase of Shares."
    
 
                                        2
<PAGE>   3
 
REDEMPTION OF SHARES
 
     Redemptions may be made without charge at net asset value. Payment for
redeemed shares of the Class for which redemption orders are received prior to
4:00 p.m. Eastern Time will normally be made on the same day. See "Redemption of
Shares."
 
DIVIDENDS
 
     The net income of the Portfolio is declared as a dividend daily to
shareholders of record immediately after 4:00 p.m. Eastern Time. Dividends are
paid monthly by check or wire transfer unless the shareholder has previously
elected to have such dividends automatically reinvested in additional shares of
the Class. Information concerning the amount of the dividends declared on any
particular day will normally be available by 5:00 p.m. Eastern Time on that day.
See "Dividends."
 
CONSTANT NET ASSET VALUE
 
   
     The Trust uses the amortized cost method of valuing its portfolio
securities and rounds its per share net asset value to the nearest whole cent.
Accordingly, the net asset value per share of the Portfolio will normally remain
constant at $1.00. AN INVESTMENT IN THE PORTFOLIO IS NOT INSURED OR GUARANTEED
BY THE U.S. GOVERNMENT, AND THERE IS NO ASSURANCE THAT THE PORTFOLIO WILL BE
ABLE TO MAINTAIN A STABLE NET ASSET VALUE. See "Net Asset Value."
    
 
INVESTMENT ADVISOR
 
   
     A I M Advisors, Inc. ("AIM") serves as the Trust's investment advisor and
receives a fee based on the Trust's average daily net assets. During the fiscal
year ended August 31, 1996, AIM received advisory fees with respect to the
Portfolio which represented 0.06% of the average daily net assets of the
Portfolio. AIM is primarily engaged in the business of acting as manager or
advisor to investment companies. Under a separate Administrative Services
Agreement, AIM may be reimbursed by the Trust for its costs of performing
certain accounting and other administrative services for the Trust. See
"Management of the Trust -- Investment Advisor" and "-- Administrative
Services."
    
 
   
     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 Group Services Inc. and AIM Management, pursuant to which AIM
Management will be merged with INVESCO Group Services Inc. INVESCO plc and its
subsidiaries are an independent investment management group engaged in
institutional investment management and retail mutual fund businesses in the
United States, Europe and the Pacific region. It is contemplated that the merger
will occur on February 28, 1997. The Trust's investment advisor, 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, as amended (the "1940
Act")) of the Master Investment Advisory Agreement between the Trust and AIM.
Under the 1940 Act and the Master Investment Advisory Agreement, an assignment
results in the automatic termination of the Master Investment Advisory
Agreement.
    
 
   
     On December 11, 1996, the Board of Trustees of the Trust approved a new
investment advisory agreement, subject to shareholder approval, between AIM and
the Trust with respect to the Portfolio. Shareholders will be asked to approve
the proposed advisory agreement at an annual meeting of shareholders
    
 
                                        3
<PAGE>   4
 
   
to be held on February 7, 1997 (the "Annual Meeting"). The Board of Trustees has
also approved a new administrative services agreement with AIM and a new
distribution agreement with Fund Management Company. There are no material
changes to the terms of the new agreements, including the fees payable by the
Portfolio. No change is anticipated in the investment advisory or other
personnel responsible for the Portfolio as a result of these new agreements.
    
 
   
     The Board of Trustees has approved these new agreements because the
Portfolio's corresponding existing agreements will terminate upon the
consummation of the proposed merger of AIM Management into a subsidiary of
INVESCO plc. Provided that the Portfolio's shareholders approve the new
investment advisory agreement at the Annual Meeting and the merger is
consummated, the new investment advisory agreement with respect to the
Portfolio, as well as the new administrative services and distribution
agreements, will automatically become effective as of the closing date of the
merger.
    
 
   
DISTRIBUTOR AND DISTRIBUTION PLAN
    
 
   
     Fund Management Company ("FMC") acts as the exclusive distributor of shares
of the Class. Pursuant to a plan of distribution adopted by the Trust's Board of
Trustees, the Trust may pay to FMC as well as certain broker-dealers or other
financial institutions up to 0.75% of the average daily net asset value of the
Portfolio attributable to the Class. Of this amount, up to 0.25% may be for
continuing personal services to shareholders provided by broker-dealers, banks
or other financial institutions and the balance would be deemed an asset-based
sales charge. See "Purchase of Shares" and "Distribution Plan."
    
 
SPECIAL RISK CONSIDERATIONS
 
     The Portfolio may borrow money and enter into reverse repurchase
agreements. The Portfolio may invest in repurchase agreements and purchase
securities for delayed delivery. Accordingly, an investment in the Portfolio may
entail somewhat different risks from an investment in an investment company that
does not engage in such practices. There can be no assurance that the Portfolio
will be able to maintain a stable net asset value of $1.00 per share. See
"Investment Program."
 
   
     The AIM Family of Funds, The AIM Family of Funds and Design (i.e., the AIM
Logo), AIM and Design, AIM, AIM LINK and AIM Institutional Funds are registered
service marks and La Familia AIM de Fondos and La Familia AIM de Fondos and
Design are service marks of A I M Management Group Inc.
    
 
                                        4
<PAGE>   5
 
                           TABLE OF FEES AND EXPENSES
 
   
<TABLE>
<S>                                                                         <C>       <C>
SHAREHOLDER TRANSACTION EXPENSES*
  Maximum sales load imposed on purchases
     (as a percentage of offering price)..................................            None
  Maximum sales load on reinvested dividends
     (as a percentage of offering price)..................................            None
  Deferred sales load (as a percentage of original purchase price or
     redemption proceeds, as applicable)..................................            None
  Redemption fees (as a percentage of amount
     redeemed, if applicable).............................................            None
  Exchange fee............................................................            None
ANNUAL PORTFOLIO OPERATING EXPENSES -- PERSONAL INVESTMENT CLASS
  (AS A PERCENTAGE OF AVERAGE NET ASSETS)
  Management fees.........................................................            0.06%
  12b-1 fees (after fee waivers)**........................................            0.50%***
  Other expenses:
     Custodian fees.......................................................  0.01%
     Other (after expense reimbursements)**...............................  0.02%
                                                                            -----
          Total other expenses............................................            0.03%
                                                                                      ----
  Total portfolio operating expenses --
     Personal Investment Class............................................            0.59%
                                                                                      =====
</TABLE>
    
 
- ------------
 
   
  * Beneficial owners of shares of the Class should consider the effect of any
    charges imposed by their bank, broker-dealer or financial institution for
    various services.
    
   
 ** Had there been no fee waivers and no expense reimbursements, 12b-1 fees,
    Other expenses and Total portfolio operating expenses would have been 0.75%,
    0.10% and 0.91%, respectively.
    
   
*** It is possible that as a result of Rule 12b-1 fees, long-term shareholders
    may pay more than the economic equivalent of the maximum front-end sales
    charges permitted under rules of the National Association of Securities
    Dealers, Inc. Given the Rule 12b-1 fee of the Class, however, it is
    estimated that it would take a substantial number of years for a shareholder
    to exceed such maximum front-end sales charges.
    
 
EXAMPLE
 
     An investor in the Class would pay the following expenses on a $1,000
investment, assuming (1) a 5% annual return and (2) redemption at the end of
each time period.
 
   
<TABLE>
        <S>                                                                  <C>
         1 year...........................................................      $ 6
         3 years..........................................................      $19
         5 years..........................................................      $33
        10 years..........................................................      $74
</TABLE>
    
 
   
     The Table of Fees and Expenses is designed to assist an investor in
understanding the various costs and expenses that an investor in the Class will
bear directly or indirectly. (For more complete descriptions of the various
costs and expenses, see "Management of the Trust" below.) The expense figures
are based upon actual
    
 
                                        5
<PAGE>   6
 
   
costs and fees charged to the Class for the fiscal year ended August 31, 1996.
Future waivers of fees (if any) may vary from the figures reflected in the Table
of Fees and Expenses. To the extent any service providers assume additional
expenses of the Class, such assumption of additional expenses will have the
effect of lowering the Class' overall expense ratio and increasing its yield to
investors. Beneficial owners of shares of the Class should also consider the
effect of any charges imposed by the institution maintaining their accounts.
    
 
     The example in the Table of Fees and Expenses assumes that all dividends
and distributions are reinvested and that the amounts listed under "Annual
Portfolio Operating Expenses -- Personal Investment Class" remain the same in
the years shown.
 
   
     The example shown in the above table is based on the amounts listed under
"Annual Portfolio Operating Expenses." THE EXAMPLE SHOULD NOT BE CONSIDERED TO
BE AN ACCURATE REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY
BE GREATER OR LESS THAN THOSE SHOWN.
    
 
                              FINANCIAL HIGHLIGHTS
 
   
     Shown below are the per share data, ratios and supplemental data
(collectively "data") for each of the years in the five-year period ended August
31, 1996 and the period August 8, 1991 (date operations commenced) through
August 31, 1991. The data has been audited by KPMG Peat Marwick LLP, independent
auditors, whose unqualified report thereon appears in the Statement of
Additional Information.
    
 
   
<TABLE>
<CAPTION>
                                       1996             1995         1994         1993         1992         1991
                                     --------         --------      -------      -------      -------      -------
<S>                                  <C>              <C>           <C>          <C>          <C>          <C>
Net asset value, beginning
  of period.......................   $   1.00         $   1.00      $  1.00      $  1.00      $  1.00      $  1.00
Income from investment operations:
  Net investment income...........       0.05             0.05         0.03         0.03         0.04        0.003
                                     --------         --------      -------      -------      -------      -------
        Total from investment
          operations..............       0.05             0.05         0.03         0.03         0.04        0.003
                                     --------         --------      -------      -------      -------      -------
Less distributions:
  Dividends (from net investment
    income).......................      (0.05)           (0.05)       (0.03)       (0.03)       (0.04)      (0.003)
                                     --------         --------      -------      -------      -------      -------
Net asset value, end of period....   $   1.00         $   1.00      $  1.00      $  1.00      $  1.00      $  1.00
                                     ========         ========      =======      =======      =======      =======
Total return......................       5.04%            5.13%        3.02%        2.77%        4.07%        5.04%(a)
                                     ========         ========      =======      =======      =======      =======
Ratios/supplemental data:
Net assets, end of period
  (000s omitted)..................   $192,947         $114,527      $88,582      $69,867      $23,853      $   330
                                     ========         ========      =======      =======      =======      =======
Ratio of expenses to average net
  assets(c).......................       0.59%(b)         0.60%        0.58%        0.53%        0.49%        0.81%(a)
                                     ========         ========      =======      =======      =======      =======
Ratio of net investment income to
  average net assets(d)...........       4.91%(b)         5.03%        2.99%        2.70%        3.55%        5.03%(a)
                                     ========         ========      =======      =======      =======      =======
</TABLE>
    
 
- ---------------
 
(a) Annualized.
 
   
(b) Ratios are based on average net assets of $142,591,904.
    
 
   
(c) Ratios of expenses to average net assets prior to waiver of distribution
    fees and/or expense reimbursements were 0.92%, 0.90%, 0.91%, 0.93%, 1.03%
    and 12.68% for the periods 1996-1991, respectively.
    
 
   
(d) Ratios of net investment income to average net assets prior to waiver of
    distribution fees and/or expense reimbursements were 4.58%, 4.73%, 2.66%,
    2.29%, 3.01% and (6.84%) for the periods 1996-1991, respectively.
    
 
                                        6
<PAGE>   7
 
                           SUITABILITY FOR INVESTORS
 
     The Shares of the Class are intended for use primarily by customers of
banks, certain broker-dealers and other financial institutions who seek a
convenient vehicle in which to invest in an open-end diversified money market
fund. The minimum initial investment is $1,000.
 
     Investors in the Class have the opportunity to receive a somewhat higher
yield than might be obtainable through direct investment in money market
instruments, and enjoy the benefits of diversification, economies of scale and
same-day liquidity. Generally, higher interest rates can be obtained on the
purchase of very large blocks of money market instruments. Of course, any such
relative increase in interest rates may be offset to some extent by the
operating expenses of the Class.
 
                               INVESTMENT PROGRAM
INVESTMENT OBJECTIVE
 
     The investment objective of the Portfolio is the maximization of current
income to the extent consistent with the preservation of capital and the
maintenance of liquidity. The Portfolio seeks to achieve its objective by
investing in direct obligations of the U.S. Treasury and repurchase agreements
secured by such obligations. The money market instruments in which the Portfolio
invests are considered to carry very little risk and accordingly may not have as
high a yield as that available on money market instruments of lesser quality.
The Portfolio consists exclusively of money market instruments which have
maturities of 397 days or less from the date of purchase (except that securities
subject to repurchase agreements may have longer maturities).
 
INVESTMENT POLICIES
 
     The Portfolio invests exclusively in direct obligations of the U.S.
Treasury, which include Treasury bills, notes and bonds, and repurchase
agreements relating to such securities. The Portfolio may also engage in the
investment practices described below. The market values of the money market
instruments held by the Portfolio will be affected by changes in the yields
available on similar securities. If yields have increased since a security was
purchased, the market value of such security will generally have decreased.
Conversely, if yields have decreased, the market value of such security will
generally have increased.
 
   
     REPURCHASE AGREEMENTS. The Portfolio intends to invest in repurchase
agreements with banks and broker-dealers pertaining to the securities described
above and which at the date of purchase are "First Tier" securities as defined
in Rule 2a-7 under the 1940 Act, as such Rule may be amended from time to time.
Generally, "First Tier" securities are securities that are rated in the highest
rating category by two nationally recognized statistical rating organizations
("NRSROs") or, if only rated by one NRSRO, are rated in the highest rating
category by that NRSRO or, if unrated, are determined by AIM (under the
supervision of and pursuant to guidelines established by the Trust's Board of
Trustees) to be of comparable quality to a rated security that meets the
foregoing quality standards. A repurchase agreement is an instrument under which
the Portfolio acquires ownership of a debt security and the seller agrees, at
the time of the sale, to repurchase the obligation at a mutually agreed-upon
time and price, thereby determining the yield during the Portfolio's holding
period. Repurchase transactions are limited to a term not to exceed 365 days.
The Portfolio may enter into repurchase agreements only with institutions
believed by the Trust's Board of Trustees to present minimal credit risk. With
regard to repurchase transactions, in the event of a bankruptcy or other default
of a seller of a repurchase agreement (such as the seller's failure to
repurchase the obligation in accordance with the terms of the agreement), the
Portfolio could experience both delays in liquidating the underlying securities
and losses, including: (a) a possible decline in the value of the underlying
security during the period while the Portfolio
    
 
                                        7
<PAGE>   8
 
seeks to enforce its rights thereto, (b) possible subnormal levels of income and
lack of access to income during this period and (c) the expense of enforcing its
rights. Repurchase agreements are considered to be loans under the 1940 Act.
 
     BORROWING MONEY/REVERSE REPURCHASE AGREEMENTS. The Portfolio may borrow
money and enter into reverse repurchase agreements with respect to its portfolio
securities in amounts up to 10% of the value of its total assets at the time of
borrowing or entering into a reverse repurchase agreement. Reverse repurchase
agreements involve the sale by the Portfolio of a portfolio security at an
agreed-upon price, date and interest payment. The Portfolio will borrow money or
enter into reverse repurchase agreements solely for temporary or defensive
purposes, such as to facilitate the orderly sale of portfolio securities or to
accommodate abnormally heavy redemption requests should they occur. Reverse
repurchase transactions are limited to a term not to exceed 92 days. The
Portfolio will use reverse repurchase agreements when the interest income to be
earned from the securities that would otherwise have to be liquidated to meet
redemption requests is greater than the interest expense of the reverse
repurchase transaction. Reverse repurchase agreements involve the risk that the
market value of securities retained by the Portfolio in lieu of liquidation may
decline below the repurchase price of the securities sold by the Portfolio which
it is obligated to repurchase. The risk, if encountered, could cause a reduction
in the net asset value of the Portfolio's shares. Reverse repurchase agreements
are considered to be borrowings under the 1940 Act.
 
     LENDING OF PORTFOLIO SECURITIES. The Portfolio may lend its portfolio
securities in amounts up to 33-1/3% of its total assets to financial
institutions in accordance with the investment restrictions of the Portfolio.
Such loans would involve risks of delay in receiving additional collateral in
the event the value of the collateral decreased below the value of the
securities loaned or of delay in recovering the securities loaned or even loss
of rights in the collateral should the borrower of the securities fail
financially. However, loans will be made only to borrowers deemed by AIM to be
of good standing and only when, in AIM's judgment, the income to be earned from
the loans justifies the attendant risks.
 
     PORTFOLIO TRANSACTIONS. The Portfolio does not seek profits through
short-term trading and will generally hold portfolio securities to maturity, but
AIM may seek to enhance the yield of the Portfolio by taking advantage of yield
disparities or other factors that occur in the money markets. For example,
market conditions frequently result in similar securities trading at different
prices. AIM may dispose of any portfolio security prior to its maturity if such
disposition and reinvestment of proceeds are expected to enhance yield
consistent with AIM's judgment as to desirable portfolio maturity structure or
if such disposition is believed to be advisable due to other circumstances or
conditions. Securities held by the Portfolio will be disposed of prior to
maturity if an earlier disposition is deemed desirable by AIM to meet redemption
requests. In addition, AIM will continually monitor the creditworthiness of
issuers whose securities are held by the Portfolio, and securities held by the
Portfolio may be disposed of prior to maturity as a result of a revised credit
evaluation of the issuer or other circumstances or considerations. The
Portfolio's policy of investing in securities with maturities of 397 days or
less will result in high portfolio turnover. Since brokerage commissions are not
normally paid on investments of the type made by the Portfolio, the high
turnover rate should not adversely affect the Portfolio's net income.
 
     PURCHASING DELAYED DELIVERY SECURITIES. In managing the Portfolio's
investments, AIM may indicate to dealers or issuers its interest in acquiring
certain securities for the Portfolio for settlement beyond a customary
settlement date. In some cases, the Portfolio may agree to purchase such
securities at stated prices and yields. In such cases, such securities are
considered "delayed delivery" securities when traded in the secondary market.
Since this is done to facilitate the acquisition of portfolio securities and is
not for the purpose of investment leverage, the amount of delayed delivery
securities involved may not exceed the estimated amount
 
                                        8
<PAGE>   9
 
of funds available for investment on the settlement date. Until the settlement
date, assets of the Portfolio with a dollar value sufficient at all times to
make payment for the delayed delivery securities will be segregated. The total
amount of segregated assets may not exceed 25% of the Portfolio's total assets.
The delayed delivery securities, which will not begin to accrue interest until
the settlement date, will be recorded as an asset of the Portfolio and will be
subject to the risks of market value fluctuations. The purchase price of the
delayed delivery securities will be recorded as a liability of the Portfolio
until settlement. Absent extraordinary circumstances, the Portfolio's right to
acquire delayed delivery securities will not be divested prior to the settlement
date.
 
     ILLIQUID SECURITIES. The Portfolio will invest no more than 10% of its net
assets in illiquid securities.
 
     The investment policies described above may be changed by the Board of
Trustees without the affirmative vote of a majority of the outstanding shares of
the Portfolio.
 
INVESTMENT RESTRICTIONS
 
     The Portfolio's investment program is subject to a number of investment
restrictions which reflect self-imposed standards as well as federal and state
regulatory limitations. These restrictions are designed to minimize certain
risks associated with investing in specified types of securities or engaging in
certain transactions and to limit the amount of the Portfolio's assets which may
be concentrated in any specific industry or issuer. The most significant of
these restrictions provide that the Portfolio will not:
 
          (1) purchase securities of any one issuer (other than obligations of
     the U.S. Government, its agencies or instrumentalities) if, immediately
     after such purchase, more than 5% of the value of the Portfolio's total
     assets would be invested in such issuer, except as permitted by Rule 2a-7
     under the 1940 Act, as such Rule may be amended from time to time; or
 
          (2) borrow money or issue senior securities except (a) for temporary
     or emergency purposes (e.g., in order to facilitate the orderly sale of
     portfolio securities or to accommodate abnormally heavy redemption
     requests), the Portfolio may borrow money from banks or obtain funds by
     entering into reverse repurchase agreements, and (b) to the extent that
     entering into commitments to purchase securities in accordance with the
     Portfolio's investment program may be considered the issuance of senior
     securities. The Portfolio will not purchase securities while borrowings in
     excess of 5% of its total assets are outstanding.
 
     The foregoing investment restrictions of the Portfolio (as well as certain
others set forth in the Statement of Additional Information) are matters of
fundamental policy which may not be changed without the affirmative vote of a
majority of the outstanding shares of the Portfolio.
 
   
     The Board of Trustees has unanimously approved the elimination of or
changes to certain fundamental investment policies of the Trust, subject to
shareholder approval. Shareholders will be asked to approve these changes at the
Annual Meeting. If approved, they will become effective on March 1, 1997.
    
 
   
     The Trust is currently generally prohibited from investing in other
investment companies. The Board of Trustees has approved the elimination of this
prohibition, and the amendment to another fundamental investment policy that
corresponds to the proposed elimination. The elimination of the fundamental
investment policy that prohibits the Trust from investing in other investment
companies and the proposed amendment to the corresponding fundamental investment
policy would permit investment in other investment
    
 
                                        9
<PAGE>   10
   
companies to the extent permitted by the 1940 Act, and rules and regulations
thereunder, and, if applicable, exemptive orders granted by the SEC.
    
 
   
     The Board of Trustees has approved the amendment of Investment No. (1) of
the Trust indicated above. In the event shareholders approve the proposed
change, Investment Restriction No. (1) will read in full as follows:
    
 
   
          (1) purchase securities of any one issuer (other than obligations of
     the U.S. Government, its agencies or instrumentalities) if, immediately
     after such purchase, more than 5% of the value of the Portfolio's total
     assets would be invested in such issuer, except as permitted by Rule 2a-7
     under the 1940 Act, as such rule may be amended from time to time, and
     except that the Portfolio may purchase securities of other investment
     companies to the extent permitted by applicable law or exemptive order.
    
 
   
     In addition to the restrictions described above, the Portfolio must also
comply with the requirements of Rule 2a-7 under the 1940 Act, as such Rule may
be amended from time to time, which govern the operations of money market funds,
and may be more restrictive than the policies described herein. The SEC has
proposed certain changes to Rule 2a-7. While such proposed changes may have a
prospective impact on the investments of the Portfolio, the Portfolio
anticipates no difficulty in complying with any proposed change if adopted by
the SEC. A description of further investment restrictions applicable to the
Portfolio is contained in the Statement of Additional Information.
    
 
                               PURCHASE OF SHARES
 
        
     Shares of the Class are sold on a continuing basis at their net asset value
next determined after an order has been received by the Portfolio. As discussed
below, the Trust reserves the right to reject any purchase order. Although there
is no sales charge imposed on the purchase of shares of the Class, banks or
other institutions may charge a recordkeeping, account maintenance or other fee
to their customers, and beneficial holders of the shares should consult with the
institutions maintaining their accounts to obtain a schedule of applicable fees.
To facilitate the investment of proceeds of purchase orders, investors are urged
to place their orders as early in the day as possible. Purchase orders will be
accepted for execution on the day the order is placed, provided that the order
is properly submitted and received by the Portfolio prior to 4:00 p.m. Eastern
Time on a business day of the Portfolio. Purchase orders received after such
time will be processed at the next day's net asset value. Following the initial
investment, subsequent purchases of shares of the Class may also be made via AIM
LINK--Registered Trademark--, a personal computer application software product.
Shares of the Class will earn the dividend declared on the effective date of
purchase. 
    
 
   
     A "business day of the Portfolio" is any day on which both the Federal
Reserve Bank of New York and The Bank of New York, the Trust's custodian bank,
are open for business. It is expected that The Bank of New York and the Federal
Reserve Bank of New York will be closed during the next twelve months on
Saturdays and Sundays, and on the observed holidays of New Year's Day, Martin
Luther King Jr.'s Birthday, Presidents' Day, Memorial Day, Independence Day,
Labor Day, Columbus Day, Veterans' Day, Thanksgiving Day and Christmas Day.
    
 
     Shares of the Class are sold to customers of banks, certain broker-dealers
and other financial institutions (individually, an "Institution" and,
collectively, "Institutions"). Individuals, corporations, partnerships and other
businesses that maintain qualified accounts at an Institution may invest in the
Class. Each Institution will render administrative support services to its
customers who are the beneficial owners of the Class. Such services may include,
among other things, establishment and maintenance of shareholder accounts and
 
                                       10
<PAGE>   11
 
   
records; assistance in processing purchase and redemption transactions in shares
of the Class; providing periodic statements showing a customer's account balance
in shares; distribution of Trust proxy statements, annual reports and other
communications to shareholders whose accounts are serviced by the Institution;
and such other services as the Trust may reasonably request. Institutions will
be required to certify to the Trust that they comply with applicable state laws
regarding registration as broker-dealers, or that they are exempt from such
registration.
    
 
     Prior to the initial purchase of shares of the Class, an Account
Application, which can be obtained from A I M Institutional Fund Services, Inc.
("AIFS"), must be completed and sent to AIFS at 11 Greenway Plaza, Suite 1919,
Houston, Texas 77046-1173. Any changes made to the information provided in the
Account Application must be made in writing or by completing a new form and
providing it to AIFS. An investor must open an account in the Class through an
Institution in accordance with procedures established by such Institution. Each
Institution separately determines the rules applicable to accounts in the Class
opened with it, including minimum initial and subsequent investment requirements
and the procedures to be followed by investors to effect purchases of the Class.
The minimum initial investment is $1,000, and there is no minimum amount of
subsequent purchases of the Class by an Institution on behalf of its customers.
An investor who proposes to open a Portfolio account with an Institution should
consult with a representative of such Institution to obtain a description of the
rules governing such an account. The Institution holds shares of the Class
registered in its name, as agent for the customer, on the books of the
Institution. A statement with regard to the customer's shares in the Class is
supplied to the customer periodically, and confirmations of all transactions for
the account of the customer are provided by the Institution to the customer
promptly upon request. In addition, the Institution sends each customer proxies,
periodic reports and other information with regard to the customer's shares. The
customer's shares are fully assignable and subject to encumbrance by the
customer.
 
     All agreements which relate to a customer's account with an Institution are
with the Institution. An investor may terminate his relationship with an
Institution at any time, in which case an account in the investor's name will be
established directly with the Portfolio and the investor will become a
shareholder of record. In such case, however, the investor will not be able to
purchase additional shares in the Class directly, except through reinvestment of
dividends and distributions.
 
   
     Orders for the purchase of shares in the Class are placed by the investor
with the Institution. The Institution is responsible for the prompt transmission
of the order to the Trust. The Portfolio will normally be required to make
immediate settlement in federal funds (member bank deposits with a Federal
Reserve Bank) for portfolio securities purchased. Accordingly, payment for
shares purchased by Institutions on behalf of their customers must be in federal
funds. If an investor's order to purchase shares is paid for other than in
federal funds, the Institution, acting on behalf of the investor, completes the
conversion into federal funds (which may take two business days), or itself
advances federal funds prior to conversion, and promptly transmits the order and
payment in the form of federal funds to AIFS.
    
 
   
     Subject to the conditions stated above and to the Trust's right to reject
any purchase order, orders will be accepted (i) when payment for the shares
purchased is received by The Bank of New York, the Trust's custodian bank, in
the form described above and notice of such order is provided to AIFS or (ii) at
the time the order is placed, if the Portfolio is assured of payment. Shares
purchased by orders which are accepted prior to 4:00 p.m. Eastern Time will earn
the dividend declared on the date of purchase.
    
 
   
     Federal Reserve wires should be sent as early in the day as possible in
order to facilitate crediting to the shareholder's account. Any funds received
with respect to an order which is not accepted by the Trust and any
    
 
                                       11
<PAGE>   12
funds received for which an order has not been received will be returned to the
sending Institution. An order must specify that it is for the purchase of
"Shares of the Personal Investment Class of the Treasury Portfolio," otherwise
any funds received will be returned to the sending Institution.
 
   
     The Trust reserves the right in its sole discretion to withdraw all or any
part of the offering made by this Prospectus or to reject any purchase order.
    
 
                              REDEMPTION OF SHARES
 
        
     A shareholder may redeem any or all of its shares of the Class at the net
asset value next determined after receipt of the redemption request in proper
form by the Trust. Redemption requests with respect to the Class may also be
made via AIM LINK--Registered Trademark--. Normally, the net asset value per
share of the Portfolio will remain constant at $1.00. See "Net Asset Value."
Redemption requests with respect to shares are normally made through a
customer's Institution. 
    
 
     Payment for redeemed shares of the Class is normally made by Federal
Reserve wire to the commercial bank account designated in the Institution's
Account Application, but may be remitted by check upon request by a shareholder.
If a redemption request is received by AIFS prior to 4:00 p.m. Eastern Time on a
business day of the Portfolio, the redemption will be effected at the net asset
value next determined on such day and the shares of the Class to be redeemed
will not receive the dividend declared on the effective date of the redemption.
If a redemption request is received by AIFS after 4:00 p.m. Eastern Time or on
other than a business day of the Portfolio, the redemption will be effected at
the net asset value of the Portfolio determined as of 4:00 p.m. Eastern Time on
the next business day of the Portfolio, and the proceeds of such redemption will
normally be wired on the effective day of the redemption.
 
   
     A shareholder may change the bank account designated to receive redemption
proceeds by written notice to the Trust. The authorized signature on the notice
must be guaranteed by a commercial bank or a trust company. Additional
documentation may be required when deemed appropriate by the Trust or AIFS, the
Trust's transfer agent.
    
 
   
     Shareholders may request a redemption by telephone. AIFS and FMC will not
be liable for any loss, expense or cost arising out of any telephone redemption
request effected in accordance with the authorization set forth in the Account
Application if they reasonably believe such request to be genuine but may in
certain cases be liable for losses due to unauthorized or fraudulent
transactions if they do not follow reasonable procedures for verification of
telephone transactions. Such reasonable procedures for verification of telephone
transactions may include recordings of telephone transactions (maintained for
six months), and mailings of confirmations promptly after the transaction.
    
 
   
     Payment for shares of the Class redeemed by mail and payment for telephone
redemptions in amounts of less than $1,000 will be made by check mailed within
seven days after receipt of the redemption request in proper form. The Trust may
make payment for telephone redemptions in excess of $1,000 by check when it is
considered to be in the Portfolio's best interest to do so.
    
 
   
     Shares of the Class are not redeemable at the option of the Trust unless
the Board of Trustees of the Trust determines in its sole discretion that
failure to so redeem may have materially adverse consequences to the
shareholders of the Trust.
    
 
                                       12
<PAGE>   13
 
                                   DIVIDENDS
 
   
     Dividends from the net income of the Portfolio are declared daily to
shareholders of record of the Class of the Portfolio as of immediately after
4:00 p.m. Eastern Time on the day of declaration. Net income for dividend
purposes is determined daily as of 4:00 p.m. Eastern Time. The dividend accrued
and paid for each class will consist of (a) income of the Portfolio, the
allocation of which is based upon such class' pro rata share of the total
outstanding shares representing an interest in the Portfolio, less (b) Portfolio
expenses, such as custodian fees, trustees' fees and accounting and legal
expenses, based upon such class' pro rata share of the net assets of the
Portfolio, less (c) expenses directly attributable to such class, such as
distribution expenses, if any, and transfer agency fees. Although realized gains
and losses on the assets of the Portfolio are reflected in its net asset value,
they are not expected to be of an amount which would affect its $1.00 per share
net asset value for purposes of purchases and redemptions. See "Net Asset
Value." Distributions from net realized short-term gains may be declared and
paid yearly or more frequently. See "Taxes." The Portfolio does not expect to
realize any long-term capital gains or losses in the Portfolio.
    
 
   
     All dividends declared during a month will normally be paid by wire
transfer. Payment will normally be made on the first business day of the
following month. A shareholder may elect to have all dividends automatically
reinvested in additional full and fractional shares of the Class at the net
asset value as of 4:00 p.m. Eastern Time on the last business day of the month.
Such election, or any revocation thereof, must be made in writing by the
Institution to AIFS, 11 Greenway Plaza, Suite 1919, Houston, TX 77046-1173 and
will become effective with dividends paid after its receipt by AIFS. If a
shareholder redeems all the shares in its account at any time during the month,
all dividends declared through the date of redemption are paid to the
shareholder along with the proceeds of the redemption.
    
 
   
     The Portfolio uses its best efforts to maintain the net asset value per
share of the Portfolio at $1.00 for purposes of sales and redemptions. See "Net
Asset Value." Should the Trust incur or anticipate any unusual expense, loss or
depreciation which could adversely affect the income or net asset value of the
Portfolio, the Trust's Board of Trustees would at that time consider whether to
adhere to the present dividend policy described above or to revise it in light
of the then prevailing circumstances. For example, under such unusual
circumstances, the Board of Trustees might reduce or suspend the daily dividend
in order to prevent to the extent possible the net asset value per share of the
Portfolio from being reduced below $1.00. Thus, such expenses, losses or
depreciation may result in a shareholder receiving no dividends for the period
during which it held its shares of the Class and cause such a shareholder to
receive upon redemption a price per share lower than the shareholder's original
cost.
    
 
                                     TAXES
 
     The policy of the Portfolio is to distribute to its shareholders at least
90% of its investment company taxable income for each year and consistent
therewith to meet the distribution requirements of Part I of Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). The Portfolio also
intends to meet the distribution requirements imposed by the Code in order to
avoid the imposition of a 4% excise tax. The Portfolio intends to distribute at
least 98% of its net investment income for the calendar year and at least 98% of
its net realized capital gains, if any, for the period ending on October 31. The
Portfolio also intends to meet the other requirements of Subchapter M, including
the requirements with respect to diversification of assets and sources of
income, so that the Portfolio will pay no taxes on net investment income and net
realized capital gains paid to shareholders.
 
                                       13
<PAGE>   14
 
     Dividends paid by the Portfolio are subject to taxation as of the date of
payment, whether received by shareholders in cash or shares of the Class. The
Code provides an exception to this general rule: if the Portfolio declares a
dividend in October, November or December to shareholders of record in such
months and pays the dividend during January of the next year, a shareholder will
be treated for tax purposes as having received the dividend on December 31 of
the year in which it is declared rather than in January when it is paid. It is
anticipated that no portion of distributions will be eligible for the dividends
received deduction for corporations. Dividends paid by the Portfolio from its
net investment income and short-term capital gains are taxable to shareholders
at ordinary income tax rates.
 
   
     The Portfolio will be treated as a separate corporation for purposes of
determining taxable income, distribution requirements and other requirements of
Subchapter M. Therefore, the Portfolio may not offset its gains against the
losses of the other portfolio of the Trust and each portfolio of the Trust must
specifically comply with all the provisions of the Code.
    
 
   
     Distributions and transactions referred to in the preceding paragraphs may
be subject to state, local or foreign taxes, and the treatment thereof may
differ from the federal income tax consequences discussed herein. Shareholders
are advised to consult with their own tax advisors concerning the application of
state, local or foreign taxes.
    
 
   
     Foreign persons who file a United States tax return after December 31, 1996
for a U.S. tax refund and who are not eligible to obtain a social security
number must apply to the Internal Revenue Service ("IRS") for an individual
taxpayer identification number, using IRS Form W-7. For a copy of the IRS Form
W-7 and accompanying instructions, please contact your tax advisor or AIFS.
    
 
   
                                NET ASSET VALUE
    
 
   
     The net asset value per share of the Portfolio is determined daily as of
4:00 p.m. Eastern Time on each business day of the Portfolio. Net asset value
per share is determined by dividing the value of the Portfolio's securities,
cash and other assets (including interest accrued but not collected) less all
its liabilities (including accrued expenses and dividends payable) by the number
of shares outstanding of the Portfolio and rounding the resulting per share net
asset value to the nearest one cent.
    
 
     The securities of the Portfolio are valued on the basis of amortized cost
pursuant to rules promulgated by the SEC applicable to money market funds. This
method values a security at its cost on the date of purchase and thereafter
assumes a constant amortization to maturity of any discount or premium,
regardless of the impact of fluctuating interest rates on the market value of
the security. While this method provides certainty in valuation, it may result
in periods during which value, as determined by amortized cost, is higher or
lower than the price the Portfolio would receive if the security were sold.
During such periods, the daily yield on shares of the Portfolio computed as
described in "Purchases and Redemptions -- Performance Information" in the
Statement of Additional Information, may differ somewhat from an identical
computation made by an investment company with identical investments utilizing
available indications as to market value to value its portfolio securities.
 
                               YIELD INFORMATION
 
   
     Yield information for the Class can be obtained by calling the Trust at
(800) 877-4744. Yields will fluctuate from time to time and are not necessarily
indicative of future results. Accordingly, the yield information may not provide
a basis for comparison with investments which pay a fixed rate of interest for a
    
 
                                       14
<PAGE>   15
 
stated period of time. Yield is a function of the type and quality of the
Portfolio's investments, the Portfolio's maturity and the operating expense
ratio of the Class. A SHAREHOLDER'S INVESTMENT IN THE PORTFOLIO IS NOT INSURED
OR GUARANTEED BY THE U.S. GOVERNMENT OR BY ANY OTHER INSTITUTION. These factors
should be carefully considered by the investor before investing in the
Portfolio.
 
   
     For the seven-day period ended August 31, 1996, the current yield and the
effective yield of the Class (which assumes the reinvestment of dividends for a
365-day year and a return for the entire year equal to the annualized current
yield for the period) were 4.73% and 4.84%, respectively, excluding capital
gains distributions. These performance numbers are quoted for illustration
purposes only. The performance numbers for any other seven-day period may be
substantially different from those quoted above.
    
 
     To assist banks and other institutions performing their own sub-accounting,
same day information as to the daily dividend per share for the Portfolio to
eight decimal places and current yield normally will be available by 5:00 p.m.
Eastern Time.
 
   
     From time to time and in its discretion, AIM or its affiliates may waive
all or a portion of its advisory fees and/or assume certain expenses of the
Portfolio. Such a practice will have the effect of increasing the Portfolio's
yield and total return.
    
 
                            REPORTS TO SHAREHOLDERS
 
   
     The Trust furnishes shareholders with semi-annual reports containing
information about the Portfolio and its operations, including a list of the
investments held by the Portfolio and financial statements. The annual financial
statements are audited by the Trust's independent auditors.
    
 
   
     Unless otherwise requested by the shareholder, each shareholder will be
provided by its Institution a written confirmation for each transaction.
Institutions establishing sub-accounts will receive a written confirmation for
each transaction in a sub-account. Duplicate confirmations may be transmitted to
the beneficial owner of the sub-account if requested by the Institution. The
Institution will receive a periodic statement setting forth, for each
sub-account, the share balance, income earned for the month, income earned for
the year to date and the total current value of the account.
    
 
   
                            MANAGEMENT OF THE TRUST
    
BOARD OF TRUSTEES
 
   
     The overall management of the business and affairs of the Trust is vested
with the Board of Trustees. The Board of Trustees approves all significant
agreements between the Trust and persons or companies furnishing services to the
Trust, including agreements with the Trust's investment advisor, distributor,
custodian and transfer agent. The day-to-day operations of the Trust are
delegated to the Trust's officers and to AIM, subject always to the objective
and policies of the Trust and to the general supervision of the Trust's Board of
Trustees.
    
 
INVESTMENT ADVISOR
 
   
     A I M Advisors, Inc., 11 Greenway Plaza, Suite 1919, Houston, Texas
77046-1173, acts as the investment advisor for the Portfolio pursuant to a
Master Investment Advisory Agreement dated as of October 18, 1993 (the "Advisory
Agreement"). AIM was organized in 1976 and, together with its affiliates,
manages or advises 41 investment company portfolios. As of November 14, 1996,
the total assets of the
    
 
                                       15
<PAGE>   16
 
   
investment company portfolios managed or advised by AIM and its affiliates were
approximately $61.1 billion. All of the directors and certain of the officers of
AIM are also trustees or executive officers of the Trust. AIM is a wholly-owned
subsidiary of AIM Management, a privately held corporation. AIM Management is a
holding company engaged in the financial services business.
    
 
     Pursuant to the terms of the Advisory Agreement, AIM manages the investment
of the Portfolio's assets and obtains and evaluates economic, statistical and
financial information to formulate and implement investment policies for the
Portfolio. The Advisory Agreement requires AIM to reduce its fee to the extent
required to satisfy any expense limitations imposed by the securities laws or
regulations thereunder of any state in which the Portfolio's shares are
qualified for sale.
 
   
     For the fiscal year ended August 31, 1996, AIM received fees with respect
to the Portfolio from the Trust under an advisory agreement previously in
effect, which provided for the same level of compensation to AIM as the Advisory
Agreement, which represented 0.06% of the Portfolio's average daily net assets.
During such fiscal year, the expenses of the Class, including AIM's fees,
amounted to 0.59% of the Class' average daily net assets.
    
 
ADMINISTRATIVE SERVICES
 
   
     The Trust has entered into a Master Administrative Services Agreement dated
as of October 18, 1993 with AIM (the "Administrative Services Agreement"),
pursuant to which AIM has agreed to provide or arrange for the provision of
certain accounting and other administrative services to the Portfolio, including
the services of a principal financial officer of the Trust and related staff. As
compensation to AIM for its services under the Administrative Services
Agreement, the Portfolio may reimburse AIM for expenses incurred by AIM in
connection with such services.
    
 
   
FEE WAIVERS
    
 
   
     AIM or its affiliates may in its discretion from time to time agree to
waive voluntarily all or any portion of its advisory fee and/or assume certain
expenses of the Portfolio but will retain its ability to be reimbursed for such
fee or expenses prior to the end of the fiscal year. FMC may in its discretion
from time to time voluntarily agree to waive its 12b-1 fee, but will retain its
ability to be reimbursed prior to the end of each fiscal year. AIM voluntarily
reimbursed expenses of $113,500 on the Portfolio during the year ended August
31, 1996.
    
 
DISTRIBUTOR
 
   
     The Trust has entered into a Master Distribution Agreement dated as of
October 18, 1993 (the "Distribution Agreement") with FMC, a registered
broker-dealer and a wholly-owned subsidiary of AIM, to act as the exclusive
distributor of the shares of the Class. The address of FMC is 11 Greenway Plaza,
Suite 1919, Houston, Texas 77046-1173. Certain trustees and officers of the
Trust are affiliated with FMC. The Distribution Agreement provides that FMC has
the exclusive right to distribute shares of the Trust either directly or through
other broker-dealers. FMC is the distributor of several of the mutual funds
managed or advised by AIM.
    
 
     FMC may, from time to time, at its expense, pay a bonus or other
consideration or incentive to dealers or banks who sell a minimum dollar amount
of the shares of the Class during a specific period of time. In some instances,
these incentives may be offered only to certain dealers or institutions who have
sold or may sell significant amounts of shares. The total amount of such
additional bonus payments or other consideration shall not exceed .05% of the
net asset value of the shares of the Class sold. Any such bonus or incentive
programs
 
                                       16
<PAGE>   17
 
will not change the price paid by investors for the purchase of shares of the
Class or the amount received as proceeds from such sales. Sales of shares of the
Class may not be used to qualify for any incentives to the extent that such
incentives may be prohibited by the laws of any jurisdiction.
 
DISTRIBUTION PLAN
 
   
     The Trust has adopted a Master Distribution Plan (the "Plan") pursuant to
Rule 12b-1 under the 1940 Act. The Plan provides that the Trust may compensate
FMC in connection with the distribution of the shares of the Class an amount
equal to 0.75% on an annualized basis of the average daily net assets of the
Portfolio attributable to the Class. Such amounts may be expended when and if
authorized by the Board of Trustees and may be used to finance such
distribution-related services as expenses of organizing and conducting sales
seminars, printing of prospectuses and statements of additional information (and
supplements thereto) and reports for other than existing shareholders,
preparation and distribution of advertising material and sales literature and
costs of administering the Plan.
    
 
   
     Of the compensation paid to FMC under the Plan, payment of a service fee
may be paid to dealers and other financial institutions that provide continuing
personal shareholder services to their customers who purchase and own shares of
the Class, in amounts of up to 0.25% of the average daily net assets of the
Portfolio attributable to the Class which are attributable to the customers of
such dealers or financial institutions. Payments to dealers and other financial
institutions in excess of such amount and payments retained by FMC would be
characterized as an asset-based sales charge pursuant to the Plan. The Plan also
imposes a cap on the total amount of sales charges, including asset-based sales
charges, that may be paid by the Portfolio with respect to the Class. The Plan
does not obligate the Trust to reimburse FMC for the actual expenses FMC may
incur in fulfilling its obligations under the Plan on behalf of the Class. Thus,
under the Plan, even if FMC's actual expenses exceed the fee payable to FMC
thereunder at any given time, the Trust will not be obligated to pay more than
that fee. If FMC's expenses are less than the fee it receives, FMC will retain
the full amount of the fee.
    
 
   
     The Plan requires the officers of the Trust to provide the Board of
Trustees at least quarterly with a written report of the amounts expended
pursuant to the Plan and the purposes for which such expenditures were made. The
Board of Trustees shall review these reports in connection with their decisions
with respect to the Plan.
    
 
   
     As required by Rule 12b-1 under the 1940 Act, the Plan was initially
approved by the Trust's Board of Trustees, including a majority of the trustees
who are not "interested persons" (as defined in the 1940 Act) of the Trust and
who have no direct or indirect financial interest in the operation of the Plan
or in any agreements related to the Plan ("Qualified Trustees"), on July 19,
1993. In approving the continuance of the Plan in accordance with the
requirements of Rule 12b-1, the trustees considered various factors and
determined that there is a reasonable likelihood that the Plan will benefit the
Trust and the shareholders of the shares of the Class.
    
 
     The Plan may be terminated by a vote of a majority of the Qualified
Trustees, or by a vote of a majority of the holders of the outstanding voting
securities of the Class. Any change in the Plan that would increase materially
the distribution expenses paid by the Class requires shareholder approval;
otherwise the Plan may be amended by the trustees, including a majority of the
Qualified Trustees, by votes cast in person at a meeting called for the purpose
of voting upon such amendment. As long as the Plan is in effect, the selection
or nomination of the Qualified Trustees is committed to the discretion of the
Qualified Trustees.
 
                                       17
<PAGE>   18
 
PORTFOLIO TRANSACTIONS AND BROKERAGE
 
     AIM is responsible for decisions to buy and sell securities for the
Portfolio, broker-dealer selection and negotiation of commission rates. Since
purchases and sales of portfolio securities by the Portfolio are usually
principal transactions, the Portfolio incurs little or no brokerage commissions.
Portfolio securities are normally purchased directly from the issuer or from a
market maker for the securities. The purchase price paid to dealers serving as
market makers may include a spread between the bid and asked prices. The
Portfolio may also purchase securities from underwriters at prices which include
a concession paid by the issuer to the underwriter.
 
     AIM's primary consideration in effecting a security transaction is to
obtain the best net price and the most favorable execution of the order. To the
extent that the executions and prices offered by more than one dealer are
comparable, AIM may, in its discretion, effect transactions with dealers that
furnish statistical, research or other information or services which are deemed
by AIM to be beneficial to the Portfolio's investment programs. Certain research
services furnished by dealers may be useful to clients of AIM other than the
Portfolio. Similarly, any research services received by AIM through placement of
portfolio transactions of other clients may be of value to AIM in fulfilling its
obligations to the Portfolio.
 
                              GENERAL INFORMATION
 
ORGANIZATION AND DESCRIPTION OF SHARES
 
   
     The Trust is a Delaware business trust. The Trust was originally
incorporated in Maryland on January 24, 1977, but had no operations prior to
November 10, 1980. Effective December 31, 1986, the Trust was reorganized as a
Massachusetts business trust; and effective October 15, 1993, the Trust was
reorganized as a Delaware business trust. On October 15, 1993, the Portfolio
succeeded to the assets and assumed the liabilities of the Treasury Portfolio
(the "Predecessor Portfolio") of Short-Term Investments Co., a Massachusetts
business trust ("STIC"), pursuant to an Agreement and Plan of Reorganization
between the Trust and STIC. All historical financial and other information
contained in this Prospectus for periods prior to October 15, 1993 relating to
the Portfolio (or a class thereof) is that of the Predecessor Portfolio (or the
corresponding class thereof). Shares of beneficial interest of the Trust are
divided into seven classes. Five classes, including the Class, represent
interests in the Portfolio and two classes represent interests in the Treasury
TaxAdvantage Portfolio. Each class of shares has a par value of $.01 per share.
The other classes of the Trust may have different sales charges and other
expenses which may affect performance. An investor may obtain information
concerning the Trust's other classes by contacting FMC.
    
 
   
     All shares of the Trust have equal rights with respect to voting, except
that the holders of shares of a particular portfolio or class will have the
exclusive right to vote on matters pertaining solely to that portfolio or class.
For example, holders of shares of a particular portfolio will have the exclusive
right to vote on any investment advisory agreement or investment restriction
that relates only to such portfolio. In addition, if a portfolio is divided into
various classes, holders of shares of a particular class will have the exclusive
right to vote on any matter, such as distribution arrangements, which relates
solely to such class. The holders of shares of the Portfolio have distinctive
rights with respect to dividends and redemption which are more fully described
in this Prospectus. In the event of liquidation or termination of the Trust,
holders of shares of each portfolio will receive pro rata, subject to the rights
of creditors, (a) the proceeds of the sale of the assets held in the respective
portfolio to which such shares relate, less (b) the liabilities of the Trust
attributable or allocated to the respective portfolio based on the liquidation
value of the portfolio. Fractional shares of each portfolio have the same rights
as full shares to the extent of their proportionate interest.
    
 
                                       18
<PAGE>   19
 
   
     There will not normally be annual shareholders' meetings. Shareholders may
remove trustees from office by votes cast at a meeting of shareholders called
solely for such purpose or by written consent. A meeting of shareholders for the
sole purpose of considering removal of a trustee shall be called at the request
of the holders of 10% or more of the Trust's outstanding shares. As of December
1, 1996, Cullen/Frost Discount Brokers was the owner of record of 64.64%, and
The Bank of New York was the owner of record of 26.55%, of the outstanding
shares of the Class. As long as each of Cullen/Frost Discount Brokers and The
Bank of New York owns over 25% of such shares, it may be presumed to be in
"control" of the Personal Investment Class of the Treasury Portfolio as defined
in the 1940 Act.
    
 
   
     There are no preemptive or conversion rights applicable to any of the
Trust's shares. The Trust's shares, when issued, will be fully paid and
non-assessable. The Board of Trustees may create additional portfolios or
classes of the Trust without shareholder approval.
    
 
TRANSFER AGENT AND CUSTODIAN
 
   
     The Bank of New York, 90 Washington Street, 11th Floor, New York, New York
10286, acts as custodian for the portfolio securities and cash of the Portfolio.
A I M Institutional Fund Services, Inc., 11 Greenway Plaza, Suite 1919, Houston,
Texas 77046-1173, acts as transfer agent for shares of the Class.
    
 
LEGAL COUNSEL
 
   
     The law firm of Ballard Spahr Andrews & Ingersoll, Philadelphia,
Pennsylvania, serves as counsel to the Trust and has passed upon the legality of
the shares of the Portfolio.
    
 
SHAREHOLDER INQUIRIES
 
   
     Shareholder inquiries concerning the status of an account should be
directed to the Trust at 11 Greenway Plaza, Suite 1919, Houston, Texas
77046-1173, or may be made by calling (800) 877-4744.
    
 
OTHER INFORMATION
 
   
     This Prospectus sets forth basic information that investors should know
about the Trust and the Portfolio prior to investing. A Statement of Additional
Information has been filed with the SEC. Copies of the Statement of Additional
Information are available upon request and without charge by writing or calling
the Trust or FMC. This Prospectus omits certain information contained in the
registration statement filed with the SEC. Copies of the registration statement,
including items omitted herein, may be obtained from the SEC by paying the
charges prescribed under its rules and regulations.
    
 
                                       19
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<TABLE>
<S>                                <C>
SHORT-TERM INVESTMENTS TRUST       SHORT-TERM                                  
11 Greenway Plaza, Suite 1919      INVESTMENTS TRUST                           
Houston, Texas 77046-1173                                                     
(800) 877-4744                     PERSONAL                                    
                                   INVESTMENT CLASS                            
INVESTMENT ADVISOR                 OF THE                                      
A I M ADVISORS, INC.               --------------------------------------------
11 Greenway Plaza, Suite 1919                                                 
Houston, Texas 77046-1173          TREASURY PORTFOLIO                PROSPECTUS
(713) 626-1919                                                                

DISTRIBUTOR                                                   DECEMBER 30, 1996
FUND MANAGEMENT COMPANY            
11 Greenway Plaza, Suite 1919                                                 
Houston, Texas 77046-1173          [LOGO APPEARS HERE]                         
(800) 877-4744                     Fund Management Company                     
 
AUDITORS
KPMG PEAT MARWICK LLP
NationsBank Building
700 Louisiana
Houston, Texas 77002
 
CUSTODIAN
THE BANK OF NEW YORK
90 Washington Street
11th Floor
New York, New York 10286
 
TRANSFER AGENT
A I M INSTITUTIONAL FUND
  SERVICES, INC.
11 Greenway Plaza, Suite 1919
Houston, Texas 77046-1173
 
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS NOT CONTAINED IN THIS PROSPECTUS IN CONNECTION WITH THE OFFERING
MADE BY THIS PROSPECTUS, AND IF GIVEN OR MADE, SUCH INFORMATION OR
REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND OR
THE DISTRIBUTOR. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER IN ANY
JURISDICTION TO ANY PERSON TO WHOM SUCH OFFERING MAY NOT LAWFULLY BE MADE.
</TABLE>
    


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