<PAGE> 1
CASH RESERVE PORTFOLIO
CASH MANAGEMENT CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the fund),
voted to request shareholders to approve the following items that will affect
the fund:
- - A new advisory agreement between the company and A I M Advisors, Inc.
(AIM). The principal changes to the advisory agreement are (i) the
deletion of references to the provision of administrative services and
certain expense limitations that are no longer applicable, and (ii)
clarification of provisions relating to delegations of
responsibilities and the non-exclusive nature of AIM's services. The
revised advisory agreement does not change the fees paid by the fund
(except that the agreement permits the fund to pay a fee to AIM in
connection with any new securities lending program implemented in the
future);
- - Changing the fund's fundamental investment restrictions. The proposed
revisions to the fund's fundamental investment restrictions are
described in a supplement to the fund's statement of additional
information; and
- - Changing the fund's investment objective and making it
non-fundamental. The investment objective of the fund would be changed
by deleting references to the types of securities that the fund will
purchase to achieve its objective. If the investment objective of the
fund becomes non-fundamental, it can be changed in the future by the
Board of Directors of the company without further approval by
shareholders. Pursuant to this proposal, the fund's investment
objective would read: "The fund's investment objective is to provide
as high a level of tax-exempt income as is consistent with the
preservation of capital and maintenance of liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be entitled
to vote at the meeting. Proposals that are approved are expected to become
effective on or about May 24, 2000.
<PAGE> 2
CASH RESERVE PORTFOLIO
INSTITUTIONAL CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the fund),
voted to request shareholders to approve the following items that will affect
the fund:
- - A new advisory agreement between the company and A I M Advisors,
Inc. (AIM). The principal changes to the advisory agreement are (i)
the deletion of references to the provision of administrative services
and certain expense limitations that are no longer applicable, and
(ii) clarification of provisions relating to delegations of
responsibilities and the non-exclusive nature of AIM's services. The
revised advisory agreement does not change the fees paid by the fund
(except that the agreement permits the fund to pay a fee to AIM in
connection with any new securities lending program implemented in the
future);
- - Changing the fund's fundamental investment restrictions. The proposed
revisions to the fund's fundamental investment restrictions are
described in a supplement to the fund's statement of additional
information; and
- - Changing the fund's investment objective and making it non-fundamental.
The investment objective of the fund would be changed by deleting
references to the types of securities that the fund will purchase to
achieve its objective. If the investment objective of the fund becomes
non-fundamental, it can be changed in the future by the Board of
Directors of the company without further approval by shareholders.
Pursuant to this proposal, the fund's investment objective would read:
"The fund's investment objective is to provide as high a level of
tax-exempt income as is consistent with the preservation of capital
and maintenance of liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be entitled
to vote at the meeting. Proposals that are approved are expected to become
effective on or about May 24, 2000.
<PAGE> 3
CASH RESERVE PORTFOLIO
PERSONAL INVESTMENT CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the fund),
voted to request shareholders to approve the following items that will affect
the fund:
- - A new advisory agreement between the company and A I M Advisors,
Inc. (AIM). The principal changes to the advisory agreement are (i)
the deletion of references to the provision of administrative services
and certain expense limitations that are no longer applicable, and
(ii) clarification of provisions relating to delegations of
responsibilities and the non-exclusive nature of AIM's services. The
revised advisory agreement does not change the fees paid by the fund
(except that the agreement permits the fund to pay a fee to AIM in
connection with any new securities lending program implemented in the
future);
- - Changing the fund's fundamental investment restrictions. The proposed
revisions to the fund's fundamental investment restrictions are
described in a supplement to the fund's statement of additional
information; and
- - Changing the fund's investment objective and making it non-fundamental.
The investment objective of the fund would be changed by deleting
references to the types of securities that the fund will purchase to
achieve its objective. If the investment objective of the fund becomes
non-fundamental, it can be changed in the future by the Board of
Directors of the company without further approval by shareholders.
Pursuant to this proposal, the fund's investment objective would read:
"The fund's investment objective is to provide as high a level of
tax-exempt income as is consistent with the preservation of capital
and maintenance of liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be entitled
to vote at the meeting. Proposals that are approved are expected to become
effective on or about May 24, 2000.
<PAGE> 4
CASH RESERVE PORTFOLIO
PRIVATE INVESTMENT CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the fund),
voted to request shareholders to approve the following items that will affect
the fund:
- - A new advisory agreement between the company and A I M Advisors,
Inc. (AIM). The principal changes to the advisory agreement are (i)
the deletion of references to the provision of administrative services
and certain expense limitations that are no longer applicable, and
(ii) clarification of provisions relating to delegations of
responsibilities and the non-exclusive nature of AIM's services. The
revised advisory agreement does not change the fees paid by the fund
(except that the agreement permits the fund to pay a fee to AIM in
connection with any new securities lending program implemented in the
future);
- - Changing the fund's fundamental investment restrictions. The proposed
revisions to the fund's fundamental investment restrictions are
described in a supplement to the fund's statement of additional
information; and
- - Changing the fund's investment objective and making it non-fundamental.
The investment objective of the fund would be changed by deleting
references to the types of securities that the fund will purchase to
achieve its objective. If the investment objective of the fund becomes
non-fundamental, it can be changed in the future by the Board of
Directors of the company without further approval by shareholders.
Pursuant to this proposal, the fund's investment objective would read:
"The fund's investment objective is to provide as high a level of
tax-exempt income as is consistent with the preservation of capital
and maintenance of liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be entitled
to vote at the meeting. Proposals that are approved are expected to become
effective on or about May 24, 2000.
<PAGE> 5
CASH RESERVE PORTFOLIO
RESERVE CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the fund),
voted to request shareholders to approve the following items that will affect
the fund:
- - A new advisory agreement between the company and A I M Advisors,
Inc. (AIM). The principal changes to the advisory agreement are (i)
the deletion of references to the provision of administrative services
and certain expense limitations that are no longer applicable, and
(ii) clarification of provisions relating to delegations of
responsibilities and the non-exclusive nature of AIM's services. The
revised advisory agreement does not change the fees paid by the fund
(except that the agreement permits the fund to pay a fee to AIM in
connection with any new securities lending program implemented in the
future);
- - Changing the fund's fundamental investment restrictions. The proposed
revisions to the fund's fundamental investment restrictions are
described in a supplement to the fund's statement of additional
information; and
- - Changing the fund's investment objective and making it non-fundamental.
The investment objective of the fund would be changed by deleting
references to the types of securities that the fund will purchase to
achieve its objective. If the investment objective of the fund becomes
non-fundamental, it can be changed in the future by the Board of
Directors of the company without further approval by shareholders.
Pursuant to this proposal, the fund's investment objective would read:
"The fund's investment objective is to provide as high a level of
tax-exempt income as is consistent with the preservation of capital
and maintenance of liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be entitled
to vote at the meeting. Proposals that are approved are expected to become
effective on or about May 24, 2000.
<PAGE> 6
CASH RESERVE PORTFOLIO
RESOURCE CLASS
Supplement dated February 4, 2000
to the Prospectus dated July 29, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the company), on behalf of Cash Reserve Portfolio (the
fund), voted to request shareholders to approve the following items that
will affect the fund:
- - A new advisory agreement between the company and A I M Advisors,
Inc. (AIM). The principal changes to the advisory agreement are
(i) the deletion of references to the provision of administrative
services and certain expense limitations that are no longer
applicable, and (ii) clarification of provisions relating to
delegations of responsibilities and the non-exclusive nature of
AIM's services. The revised advisory agreement does not change the
fees paid by the fund (except that the agreement permits the fund
to pay a fee to AIM in connection with any new securities lending
program implemented in the future);
- - Changing the fund's fundamental investment restrictions. The
proposed revisions to the fund's fundamental investment
restrictions are described in a supplement to the fund's statement
of additional information; and
- - Changing the fund's investment objective and making it
non-fundamental. The investment objective of the fund would be
changed by deleting references to the types of securities that the
fund will purchase to achieve its objective. If the investment
objective of the fund becomes non-fundamental, it can be changed
in the future by the Board of Directors of the company without
further approval by shareholders. Pursuant to this proposal, the
fund's investment objective would read: "The fund's investment
objective is to provide as high a level of tax-exempt income as is
consistent with the preservation of capital and maintenance of
liquidity."
The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 24, 2000.
<PAGE> 7
TAX-FREE INVESTMENTS CO.
CASH RESERVE PORTFOLIO
(CASH MANAGEMENT CLASS)
(INSTITUTIONAL CLASS)
(PERSONAL INVESTMENT CLASS)
(PRIVATE INVESTMENT CLASS)
(RESERVE CLASS)
(RESOURCE CLASS)
Supplement dated February 4, 2000
to the Statement of Additional Information dated July 29, 1999,
as supplemented December 16, 1999
At a meeting held on February 3, 2000, the Board of Directors of Tax-Free
Investments Co. (the "Company"), on behalf of the Cash Reserve Portfolio (the
"Portfolio"), voted to request shareholder approval to amend the Portfolio's
fundamental investment restrictions. The Portfolio's advisor does not
anticipate that any of the proposed changes to the Portfolio's fundamental
investment restrictions will have a material effect on the way it manages the
Portfolio. The Board of Directors of the company has called a meeting of its
shareholders for on or about May 3, 2000 to vote on these proposals. Only
shareholders of record as of February 18, 2000 are entitled to vote on these
proposals. If shareholders approve a proposal, the Board anticipates that such
proposal will become effective on or about May 24, 2000.
If shareholders approve the proposal to amend the Portfolio's fundamental
investment restrictions, the Cash Reserve Portfolio will operate under the
following fundamental investment restrictions:
The Portfolio is subject to the following investment restrictions, which may be
changed only by a vote of a majority of the Portfolio's outstanding shares:
(a) the Portfolio is a "diversified company" as defined in the 1940
Act. The Portfolio will not purchase the securities of any issuer if, as
a result, the Portfolio would fail to be a diversified company within the
meaning of the 1940 Act, and the rules and regulations promulgated
thereunder, as such statute, rules and regulations are amended from time
to time or are interpreted from time to time by the SEC staff
(collectively, the 1940 Act laws and interpretations) or except to the
extent that the Portfolio may be permitted to do so by exemptive order or
similar relief (collectively, with the 1940 Act laws and interpretations,
the 1940 Act laws, interpretations and exemptions). In complying with
this restriction, however, the Portfolio may purchase securities of other
investment companies to the extent permitted by the 1940 Act laws,
interpretations and exemptions.
(b) the Portfolio may not borrow money or issue senior securities,
except as permitted by the 1940 Act laws, interpretations and exemptions.
(c) the Portfolio may not underwrite the securities of other
issuers. This restriction does not prevent the Portfolio from engaging in
transactions involving the acquisition, disposition or resale of its
portfolio securities, regardless of whether the Portfolio may be
considered to be an underwriter under the Securities Act of 1933.
(d) the Portfolio will not make investments that will result in the
concentration (as that term may be defined or interpreted by the 1940 Act
laws, interpretations and exemptions) of its investments in the
securities of issuers primarily engaged in the same industry. This
restriction does not limit the Portfolio's investments in (i) obligations
issued or guaranteed by the U.S. Government, its agencies or
instrumentalities, (ii) tax-exempt obligations issued by governments or
political subdivisions of governments, or (iii) bank instruments. In
complying with this restriction, the Portfolio will not consider a
bank-issued guaranty or financial guaranty insurance as a separate
security.
<PAGE> 8
(e) the Portfolio may not purchase real estate or sell real estate
unless acquired as a result of ownership of securities or other
instruments. This restriction does not prevent the Portfolio from
investing in issuers that invest, deal, or otherwise engage in
transactions in real estate or interests therein, or investing in
securities that are secured by real estate or interests therein.
(f) the Portfolio may not purchase physical commodities or sell
physical commodities unless acquired as a result of ownership of
securities or other instruments. This restriction does not prevent the
Portfolio from engaging in transactions involving futures contracts and
options thereon or investing in securities that are secured by physical
commodities.
(g) the Portfolio may not make personal loans or loans of its assets
to persons who control or are under common control with the Portfolio,
except to the extent permitted by 1940 Act laws, interpretations and
exemptions. This restriction does not prevent the Portfolio from, among
other things, purchasing debt obligations, entering into repurchase
agreements, loaning its assets to broker-dealers or institutional
investors, or investing in loans, including assignments and participation
interests.
(h) the Portfolio may, notwithstanding any other fundamental
investment policy or limitation, invest all of its assets in the
securities of a single open-end management investment company with
substantially the same fundamental investment objectives, policies and
restrictions as the Portfolio.
The investment restrictions set forth above provide the Portfolio with the
ability to operate under new interpretations of the 1940 Act or pursuant to
exemptive relief from the SEC without receiving prior shareholder approval of
the change. Even though the Portfolio has this flexibility, the Board of
Directors has adopted internal guidelines for the Portfolio relating to certain
of these restrictions which the adviser must follow in managing the Portfolio.
Any changes to these guidelines, which are set forth below, require the
approval of the Board of Directors.
1. In complying with the fundamental restriction regarding issuer
diversification, the Portfolio will not, with respect to 100% of
its total assets, purchase securities of any issuer (other than
securities issued or guaranteed by the U.S. Government or any of
its agencies or instrumentalities), if, as a result, (i) more than
5% of the Portfolio's total assets would be invested in the
securities of that issuer, except as permitted by Rule 2a-7, or
(ii) the Portfolio would hold more than 10% of the outstanding
voting securities of that issuer. The Portfolio may (i) purchase
securities of other investment companies as permitted by Section
12(d)(1) of the 1940 Act and (ii) invest its assets in securities
of other money market funds and lend money to other investment
companies and their series Portfolios that have AIM as an
investment adviser, subject to the terms and conditions of any
exemptive orders issued by the SEC.
2. In complying with the fundamental restriction regarding borrowing
money and issuing senior securities, the Portfolio may borrow money
in an amount not exceeding 33 1/3% of its total assets (including
the amount borrowed) less liabilities (other than borrowings). The
Portfolio may borrow from banks, broker/dealers or other investment
companies or their series Portfolios that have AIM or an affiliate
of AIM as an investment advisor (an AIM fund). The Portfolio may not
borrow for leveraging, but may borrow for temporary or emergency
purposes, in anticipation of or in response to adverse market
conditions, or for cash management purposes. The Portfolio may not
purchase additional securities when any borrowings from banks exceed
5% of the Portfolio's total assets.
3. In complying with the fundamental restriction regarding industry
concentration, the Portfolio may invest up to 25% of its total
assets in the securities of issuers whose principal business
activities are in the same industry.
4. In complying with the fundamental restriction with regard to making
loans, the Portfolio may lend up to 33 1/3% of its total assets and
may lend money to another AIM fund, on such terms and conditions as
the SEC may require in an exemptive order.
5. Notwithstanding the fundamental restriction with regard to investing
all assets in an open-end fund, the Portfolio may not invest all of
its assets in the securities of a single open-end management
investment company with the same fundamental investment objectives,
policies and limitations as the Portfolio.
2
<PAGE> 9
If a percentage restriction is adhered to at the time of investment, a later
change in percentage resulting from changes in values of assets will not be
considered a violation of the restriction.
Effective immediately, the following new section is added after the second
fifth paragraph appearing under the heading "INVESTMENT PROGRAM AND
RESTRICTIONS - WHEN ISSUED SECURITIES AND DELAYED DELIVERY TRANSACTIONS" on
page 22 of the Statement of Additional Information:
"INVESTMENT IN OTHER INVESTMENT COMPANIES
The Portfolio may invest in other investment companies to the extent
permitted by the 1940 Act, and rules and regulations thereunder, and if
applicable, exemptive orders granted by the SEC. The following
restrictions apply to investments in other investment companies other
than Affiliated Money Market Funds (defined below): (i) the Portfolio may
not purchase more than 3% of the total outstanding voting stock of
another investment company; (ii) the Portfolio may not invest more than
5% of its total assets in securities issued by another investment
company; and (iii) the Portfolio may not invest more than 10% of its
total assets in securities issued by other investment companies other
than Affiliated Money Market Funds. With respect to the Portfolio's
purchase of shares of another investment company, including Affiliated
Money Market Funds, the Portfolio will indirectly bear its proportionate
share of the advisory fees and other operating expenses of such
investment company. The Portfolio has obtained an exemptive order from
the SEC allowing it to invest in money market funds that have AIM or an
affiliate of AIM as an investment adviser (the "Affiliated Money Market
Funds"), provided that investments in Affiliated Money Market Funds do
not exceed 25% of the total assets of the Portfolio. With respect to the
Portfolio's purchase of shares of the Affiliated Money Market Funds, the
Portfolio will indirectly pay the advisory fees and other operating
expenses of the Affiliated Money Market Funds."
3
