AIM INVESTMENT FUNDS
497, 1998-06-02
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<PAGE>
                          AIM DEVELOPING MARKETS FUND:
                                 ADVISOR CLASS
 
                           PROSPECTUS -- JUNE 1, 1998
- --------------------------------------------------------------------------------
 
AIM DEVELOPING MARKETS FUND (THE "FUND") primarily seeks long-term capital
appreciation. Its secondary investment objective is income, to the extent
consistent with seeking capital appreciation. The Fund normally invests
substantially all of its assets in issuers in the developing (or "emerging")
markets of Asia, Europe, Latin America and elsewhere. A majority of the Fund's
assets ordinarily is invested in emerging market equity securities. The Fund
also invests in emerging market debt securities, which are selected based on
their potential to provide a combination of capital appreciation and current
income. There can be no assurance that the Fund will achieve its investment
objectives.
 
Shares offered by this Prospectus are available for purchase only by certain
investors and are offered at net asset value without the imposition of a front-
end or contingent deferred sales charge or Rule 12b-1 fees.
 
The Fund is designed for long-term investors and not as a trading vehicle. The
Fund does not represent a complete investment program, nor is it suitable for
all investors. The Fund may invest significantly in equity and high yield, high
risk ("lower quality") debt securities that are predominantly speculative.
Investments of this type are subject to a greater risk of loss of principal and
interest. The Fund's investments in securities of issuers in developing markets
involves special considerations and risks that are not typically associated with
investments in securities of issuers in the United States or in other more
established markets. Investors should carefully assess the risks associated with
an investment in the Fund.
 
This Prospectus sets forth concisely information an investor should know before
investing and should be read carefully and retained for future reference. A
Statement of Additional Information, dated June 1, 1998, has been filed with the
Securities and Exchange Commission ("SEC") and, as supplemented or amended from
time to time, is incorporated herein by reference. The Statement of Additional
Information is available without charge by writing to the Fund at 50 California
Street, 27th Floor, San Francisco, CA 94111, or by calling (800) 347-4246. It is
also available, along with other related materials, on the SEC's Internet web
site (http://www.sec.gov).
 
FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED BY,
ANY BANK, NOR ARE THEY FEDERALLY INSURED OR OTHERWISE PROTECTED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.
 
The Fund is managed by A I M Advisors, Inc. ("AIM") and is sub-advised and
sub-administered by INVESCO (NY), Inc. (the "Sub-adviser"). AIM and the
Sub-adviser and their worldwide asset management affiliates provide investment
management and/or administrative services to institutional, corporate and
individual clients around the world. AIM and the Sub-adviser are both indirect
wholly owned subsidiaries of AMVESCAP PLC. AMVESCAP PLC and its subsidiaries are
an independent investment management group that has a significant presence in
the institutional and retail segment of the investment management industry in
North America and Europe, and a growing presence in Asia.
 
An investment in the Fund offers the following advantages:
 
/ / Access to Securities Markets Around the World
 
/ / Automatic Dividend and Other Distribution Reinvestment
 
/ / Exchange Privileges with the Advisor Class of the Other AIM/GT Funds
 
/ / Portfolio Rebalancing Program
 
FOR FURTHER INFORMATION, CALL
 
(800) 824-1580 OR CONTACT YOUR FINANCIAL ADVISER.
 
                                     [LOGO]
 
- --------------------------------------------------------------------------------
 
THESE  SECURITIES  HAVE  NOT  BEEN APPROVED  OR  DISAPPROVED  BY  THE SECURITIES
 AND EXCHANGE  COMMISSION, NOR  HAS THE  SECURITIES AND  EXCHANGE  COMMISSION
   PASSED  ON  THE ACCURACY  OR  ADEQUACY OF  THIS  PROSPECTUS.         ANY
             REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
 
                               Prospectus Page 1
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                               TABLE OF CONTENTS
- ------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                              Page
                                                                                            ---------
<S>                                                                                         <C>
Prospectus Summary........................................................................          3
Financial Highlights......................................................................          6
Investment Objectives and Policies........................................................          7
Risk Factors..............................................................................         12
How to Invest.............................................................................         17
How to Make Exchanges.....................................................................         19
How to Redeem Shares......................................................................         20
Shareholder Account Manual................................................................         22
Calculation of Net Asset Value............................................................         23
Dividends, Other Distributions and Federal Income Taxation................................         23
Management................................................................................         25
Other Information.........................................................................         27
</TABLE>
 
                               Prospectus Page 2
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                               PROSPECTUS SUMMARY
- ------------------------------------------------------------
The following summary is qualified in its entirety by the more detailed
information appearing in the body of this Prospectus. Cross-references in the
summary are to headings in the body of this Prospectus
 
<TABLE>
<S>                            <C>                                               <C>
The Fund:                      The Fund is a non-diversified series of AIM Investment Funds, Inc. (the "Company").
 
Investment Objectives:         The Fund's primary investment objective is long-term capital appreciation; its secondary objective is
                               income, to the extent consistent with seeking capital appreciation.
 
Principal Investments:         The  Fund normally invests a majority of its assets in emerging market equity securities and also may
                               invest in emerging market debt securities.
 
Principal Risk Factors:        There is no  assurance that the  Fund will achieve  its investment objectives.  The Fund's net  asset
                               value  per  share  will fluctuate,  reflecting  fluctuations in  the  market value  of  its portfolio
                               holdings.
 
                               The Fund invests in foreign securities. Investments  in foreign securities involve risks relating  to
                               political  and economic developments abroad and the differences between the regulations to which U.S.
                               and foreign  issuers  are  subject.  Individual  foreign  economies  also  may  differ  favorably  or
                               unfavorably  from the U.S. economy. Changes in foreign currency exchange rates will affect the Fund's
                               net asset  value, earnings,  and gains  and losses  realized on  sales of  securities. Securities  of
                               foreign  companies may  be less liquid  and their  prices more volatile  than those  of securities of
                               comparable U.S. companies. The Fund  normally invests substantially all of  its assets in issuers  in
                               emerging  markets.  Such investments  entail greater  risks  than investing  in issuers  in developed
                               markets.
 
                               The Fund may engage in certain foreign currency, options and futures transactions to attempt to hedge
                               against the overall  level of investment  and currency risk  associated with its  present or  planned
                               investments. Such transactions involve certain risks and transaction costs.
 
                               The  value of  debt securities  held by the  Fund generally  fluctuates inversely  with interest rate
                               movements. Certain investment grade debt securities  may possess speculative qualities. The Fund  may
                               invest  in below investment grade debt securities. Investments  of this type are subject to a greater
                               risk of loss of principal and interest.
 
                               See "Investment Objectives and Policies" and "Risk Factors."
 
Investment Managers:           AIM and the Sub-adviser and their worldwide asset management affiliates provide investment management
                               and/or administrative services to institutional, corporate  and individual clients around the  world.
                               AIM and the Sub-adviser are both indirect wholly owned subsidiaries of AMVESCAP PLC. AMVESCAP PLC and
                               its  subsidiaries are an independent  investment management group that  has a significant presence in
                               the institutional and  retail segment  of the  investment management  industry in  North America  and
                               Europe,  and a growing presence in Asia. AIM was organized in 1976 and, together with its affiliates,
                               currently advises approximately  90 investment  company portfolios. AIM  advises the  Fund and  other
                               investment
</TABLE>
 
                               Prospectus Page 3
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<S>                            <C>                                               <C>
                               company  portfolios  which are  sub-advised by  the Sub-adviser  ("AIM/GT Funds").  On May  29, 1998,
                               AMVESCAP PLC acquired the Asset Management Division  of Liechtenstein Global Trust AG, which  include
                               the  Sub-adviser and  certain other affiliates.  AIM also serves  as the investment  adviser to other
                               mutual funds, which  are not  sub-advised by  the Sub-adviser, that  are part  of The  AIM Family  of
                               Funds-Registered  Trademark- ("The AIM Family of Funds," and together with the AIM/GT Funds, the "AIM
                               Funds").
 
Advisor Class Shares:          Advisor Class  shares are  offered  through this  Prospectus to  (a)  trustees or  other  fiduciaries
                               purchasing  shares for employee benefit plans that are  sponsored by organizations that have at least
                               1,000 employees; (b) any account with  assets of at least $10,000  if (i) a financial planner,  trust
                               company,  bank trust department or registered investment  adviser has investment discretion over such
                               account, and (ii)  the account  holder pays  such person  as compensation  for its  advice and  other
                               services an annual fee of at least 0.50% on the assets in the account; (c) any account with assets of
                               a  least $10,000 if (i) such account is established  under a "wrap fee" program, and (ii) the account
                               holder pays the sponsor of such program an annual fee of at least 0.50% on the assets in the account;
                               (d) accounts  advised  by INVESCO  (NY),  Inc.  or one  of  the companies  formerly  affiliated  with
                               Liechtenstein Global Trust AG, provided such accounts were invested in Advisor Class shares of any of
                               the  AIM/GT Funds on June 1, 1998; and (e) any of the companies composing or affiliated with AMVESCAP
                               PLC.
 
Shares Available Through:      Advisor Class shares of the  Fund are available through Financial  Advisers (as defined herein)  that
                               have  entered  into  agreements  with  the  Fund's  distributor,  A  I  M  Distributors,  Inc.  ("AIM
                               Distributors") or certain of its affiliates. See "How to Invest" and "Shareholder Account Manual."
 
Exchange Privileges:           Advisor Class shares may  be exchanged for Advisor  Class shares of other  AIM/GT Funds. See "How  to
                               Make Exchanges" and "Shareholder Account Manual."
 
Redemptions:                   Shares may be redeemed through the Fund's Transfer Agent. See "How to Redeem Shares" and "Shareholder
                               Account Manual."
 
Dividends and Other            Dividends  and other  distributions from  net investment  income, net  short- term  capital gain, net
  Distributions:               capital gain and net gains from foreign currency transactions, if any, are paid annually.
 
Reinvestment:                  Dividends and other distributions may be reinvested automatically in Advisor Class shares of the Fund
                               or in Advisor Class shares of other AIM/GT Funds.
</TABLE>
 
THE AIM FAMILY OF FUNDS, THE AIM FAMILY OF FUNDS AND DESIGN (I.E., THE AIM
LOGO), AIM AND DESIGN, AIM, AIM LINK, AIM INSTITUTIONAL FUNDS, AIMFUNDS.COM, LA
FAMILIA AIM DE FONDOS AND LA FAMILIA AIM DE FONDOS AND DESIGN ARE REGISTERED
SERVICE MARKS AND INVEST WITH DISCIPLINE AND AIM BANK CONNECTION ARE SERVICE
MARKS OF A I M MANAGEMENT GROUP INC.
 
                               Prospectus Page 4
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------
 
SUMMARY OF INVESTOR COSTS. The expenses and maximum transactions costs
associated with investing in the Advisor Class shares of the Fund are reflected
in the following tables (1):
 
<TABLE>
<CAPTION>
                                                                                                            ADVISOR CLASS
                                                                                                           ---------------
<S>                                                                                                        <C>
SHAREHOLDER TRANSACTION COSTS:
  Maximum sales charge on purchases of shares (as a % of offering price).................................          None
  Sales charges on reinvested distributions to shareholders..............................................          None
  Maximum deferred sales charge (as a % of net asset value at time of purchase or sale, whichever is
    less)................................................................................................          None
  Redemption charges.....................................................................................          None
  Exchange Fees..........................................................................................          None
ANNUAL FUND OPERATING EXPENSES (2):
  (AS A % OF AVERAGE NET ASSETS)
  Investment management and administration fees..........................................................         0.98%
  12b-1 distribution and service fees....................................................................          None
  Other expenses (after estimated waivers)...............................................................         0.52%
                                                                                                                 ------
Total Fund Operating Expenses............................................................................         1.50%
                                                                                                                 ------
                                                                                                                 ------
</TABLE>
 
HYPOTHETICAL EXAMPLE OF EFFECT OF EXPENSES (3):
 
An investor would have directly or indirectly paid the following expenses at the
end of the periods shown on a $1,000 investment in the Fund, assuming a 5%
annual return:
 
<TABLE>
<CAPTION>
                                                                                            ONE    THREE   FIVE     TEN
                                                                                            YEAR   YEARS   YEARS   YEARS
                                                                                            ----   -----   -----   -----
<S>                                                                                         <C>    <C>     <C>     <C>
Advisor Class Shares......................................................................  $15    $ 48    $ 82    $180
</TABLE>
 
- ------------------
(1) THESE TABLES ARE INTENDED TO ASSIST INVESTORS IN UNDERSTANDING THE VARIOUS
    COSTS AND EXPENSES ASSOCIATED WITH INVESTING IN THE FUND.
 
(2) Expenses are estimated based on the fees and expenses the Fund is expected
    to incur during its initial year as an open-end fund and AIM's undertaking
    to limit the Fund's expenses (exclusive of brokerage commissions, taxes,
    interest and extraordinary expenses) to the annual rate of 1.50% of the
    average daily net assets of the Fund's Advisor Class shares. Without
    waivers, "Other expenses" and "Total Fund Operating Expenses" are estimated
    to be 0.65% and 1.63%, respectively, for Advisor Class shares. "Other
    expenses" include custody, transfer agent, legal and audit fees and other
    operating expenses. See "Management" herein and in the Statement of
    Additional Information for more information. Investors purchasing Advisor
    Class shares through financial planners, trust companies, bank trust
    departments or registered investment advisers, or under a "wrap fee"
    program, will be subject to additional fees charged by such entities or by
    the sponsors of such programs. Where any account advised by one of the
    companies composing or affiliated with AMVESCAP PLC invests in Advisor Class
    shares of the Fund, such account shall not be subject to duplicative
    advisory fees.
 
(3) THE "HYPOTHETICAL EXAMPLE" IS NOT A REPRESENTATION OF PAST OR FUTURE
    EXPENSES. THE FUND'S ACTUAL EXPENSES, AND AN INVESTOR'S DIRECT AND INDIRECT
    EXPENSES, MAY BE MORE OR LESS THAN THOSE SHOWN. The tables and the
    assumption in the example of a 5% annual return are required by regulations
    of the SEC applicable to all mutual funds. The 5% annual return is not a
    prediction of and does not represent the Fund's projected or actual
    performance.
 
                               Prospectus Page 5
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                              FINANCIAL HIGHLIGHTS
 
- --------------------------------------------------------------------------------
 
The table below provides condensed financial information concerning income and
capital changes for one share of G.T. Global Developing Markets Fund, Inc. (the
"Predecessor Fund") for the periods shown. This information is supplemented by
the financial statements and accompanying notes appearing in the Statement of
Additional Information. The financial information in the table below has been
audited by Coopers & Lybrand L.L.P., independent accountants. The Predecessor
Fund was a closed-end investment company whose single class of shares traded on
the New York Stock Exchange ("NYSE"). On October 31, 1997, the Fund, which had
no previous operating history, acquired the assets and assumed the liabilities
of the Predecessor Fund. On that date, all shareholders of the Predecessor Fund
received Class A shares of the Fund. The fees and expenses of the Fund will
differ from those of the Predecessor Fund. The Fund's fiscal year end will be
October 31, rather than December 31, which was the Predecessor Fund's fiscal
year end.
 
                          AIM DEVELOPING MARKETS FUND
                  (FORMERLY GT GLOBAL DEVELOPING MARKETS FUND)
            (SUCCESSOR TO G.T. GLOBAL DEVELOPING MARKETS FUND, INC.)
 
  (For the entire period shown, the Predecessor Fund operated as a closed-end
                     investment company traded on the NYSE)
 
<TABLE>
<CAPTION>
                                                                                                       JAN. 11, 1994
                                                                                                       (COMMENCEMENT
                                                                                YEAR ENDED DEC. 31,    OF OPERATIONS)
                                                                 PERIOD ENDED   --------------------         TO
                                                                 OCT. 31, 1997    1996       1995      DEC. 31, 1994
                                                                 -------------  ---------  ---------  ----------------
<S>                                                              <C>            <C>        <C>        <C>
Per Share Operating Performance:
Net asset value, beginning of period...........................    $   13.84    $   11.60  $   12.44     $    15.00
                                                                 -------------  ---------  ---------  ----------------
Income from investment operations:
  Net investment income........................................         0.25         0.53       0.72           0.35
  Net realized and unrealized gain (loss) on investments.......        (1.53)        2.19      (0.84)         (2.46)
                                                                 -------------  ---------  ---------  ----------------
    Net increase (decrease) from investment operations.........        (1.28)        2.72      (0.12)         (2.11)
                                                                 -------------  ---------  ---------  ----------------
Distributions to shareholders:
  From net investment income...................................           --        (0.48)     (0.72)         (0.35)
  From net realized gain on investments........................           --           --         --          (0.10)
                                                                 -------------  ---------  ---------  ----------------
    Total distributions........................................           --        (0.48)     (0.72)         (0.45)
                                                                 -------------  ---------  ---------  ----------------
Net asset value, end of period.................................    $   12.56    $   13.84  $   11.60     $    12.44
                                                                 -------------  ---------  ---------  ----------------
                                                                 -------------  ---------  ---------  ----------------
Market value, end of period....................................    $   11.81    $   13.84  $   11.60     $    12.44
                                                                 -------------  ---------  ---------  ----------------
                                                                 -------------  ---------  ---------  ----------------
Total investment return (based on net asset value) (a).........      (9.25)%+      23.59%    (0.95)%       (14.07)%+
Total investment return (based on market value)................        1.62%(b)    24.18%      6.60%       (32.16)%(b)
 
Ratios and supplemental data:
Net assets, end of period (in 000's)...........................    $ 457,379    $ 504,012  $ 422,348     $  452,872
Ratio of net investment income to average net assets...........        2.03%++      4.07%      6.33%          2.75%++
Ratio of expenses to average net assets:
  With expense reductions......................................        1.75%++      1.82%      1.77%          2.01%++
  Without expense reductions...................................        1.83%++      1.85%      1.80%          2.01%++
Portfolio turnover rate........................................         184%++       138%        75%            56%
Average commission rate per share paid on portfolio
 transactions..................................................    $  0.0023    $  0.0022        N/A            N/A
<FN>
- ------------------
</TABLE>
 
+   Not annualized
 
++  Annualized
 
(a) Total investment return differs from the Predecessor Fund's total investment
    return based on market value.
 
N/A Not Applicable
                         ------------------------------
 
<TABLE>
<CAPTION>
                                                                              AVERAGE MONTHLY NUMBER    AVERAGE AMOUNT
                                  AMOUNT OF DEBT    AVERAGE MONTHLY AMOUNT    OF REGISTRANT'S SHARES     OF DEBT PER
                                  OUTSTANDING AT     OF DEBT OUTSTANDING           OUTSTANDING           SHARE DURING
YEAR ENDED                         END OF PERIOD      DURING THE PERIOD         DURING THE PERIOD         THE PERIOD
- --------------------------------  ---------------  ------------------------  ------------------------  ----------------
<S>                               <C>              <C>                       <C>                       <C>
October 31, 1997................        --                 $379,964                 36,416,667             $0.0104
</TABLE>
 
                               Prospectus Page 6
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                             INVESTMENT OBJECTIVES
                                  AND POLICIES
 
- --------------------------------------------------------------------------------
 
The Fund's primary investment objective is long-term capital appreciation; its
secondary objective is income, to the extent consistent with seeking capital
appreciation. The Fund normally invests substantially all of its assets in
issuers in the developing (or "emerging") markets of Asia, Europe, Latin America
and elsewhere. A majority of the Fund's assets normally are invested in emerging
market equity securities. The Fund may invest in the following types of equity
securities: common stock, preferred stock, securities convertible into common
stock, American Depository Receipts, Global Depository Receipts, rights and
warrants to acquire such securities and substantially similar forms of equity
with comparable risk characteristics. The Fund may also invest in emerging
market debt securities that will be selected based on their potential to provide
a combination of capital appreciation and current income.
 
For purposes of the Fund's operations, emerging markets consist of all countries
determined by the Sub-adviser to have developing or emerging economies and
markets. These countries generally include every country in the world except the
United States, Canada, Japan, Australia, New Zealand and most countries located
in Western Europe. See "Investment Objectives and Policies" in the Statement of
Additional Information for a complete list of all the countries that the Fund
does not currently consider to be emerging markets.
 
For purposes of the Fund's policy of normally investing substantially all of its
assets in issuers in emerging markets, the Fund will consider investment in the
following emerging markets:
 
<TABLE>
<S>               <C>            <C>
  Algeria         Hong Kong      Peru
  Argentina       Hungary        Philippines
  Bolivia         India          Poland
  Botswana        Indonesia      Portugal
  Brazil          Israel         Republic of
  Bulgaria        Ivory Coast    Slovakia
  Chile           Jamaica        Russia
  China           Jordan         Singapore
  Colombia        Kazakhstan     Slovenia
  Costa Rica      Kenya          South Africa
  Cyprus          Lebanon        South Korea
  Czech           Malaysia       Sri Lanka
   Republic       Mauritius      Swaziland
  Dominican       Mexico         Taiwan
   Republic       Morocco        Thailand
  Ecuador         Nicaragua      Turkey
  Egypt           Nigeria        Ukraine
  El Salvador     Oman           Uruguay
  Finland         Pakistan       Venezuela
  Ghana           Panama         Zambia
  Greece          Paraguay       Zimbabwe
</TABLE>
 
Although the Fund considers each of the above-listed countries eligible for
investment, it will not be invested in all such markets at all times. Moreover,
investing in some of those markets currently may not be desirable or feasible,
due to the lack of adequate custody arrangements for the Fund's assets, overly
burdensome repatriation and similar restrictions, the lack of organized and
liquid securities markets, unacceptable political risks or for other reasons.
 
As used in this Prospectus, an issuer in an emerging market is an entity (1) for
which the principal securities trading market is an emerging market, as defined
above, (2) that (alone or on a consolidated basis) derives 50% or more of its
total revenues from business in emerging markets, provided that, in the
Sub-adviser's view, the value of such issuer's securities will tend to reflect
emerging market developments to a greater extent than developments elsewhere, or
(3) organized under the laws of, or with a principal office in, an emerging
market.
 
In selecting investments, the Sub-adviser seeks to identify those countries and
industries where economic and political factors, including currency movements,
are likely to produce above-average
 
                               Prospectus Page 7
<PAGE>
                          AIM DEVELOPING MARKETS FUND
growth rates over the long term. The Sub-adviser seeks those emerging markets
that have strongly developing economies and in which the markets are becoming
more sophisticated. The Sub-adviser then invests in those companies in such
countries and industries that it believes are best positioned and managed to
take advantage of these economic and political factors. The Sub-adviser believes
that the issuers of securities in emerging markets often have sales and earnings
growth rates that exceed those in developed countries and that such growth rates
may in turn be reflected in more rapid share price appreciation.
 
As opportunities to invest in securities in other emerging markets develop, the
Fund expects to expand and further broaden the group of emerging markets in
which it invests. In some cases, investments in debt securities could provide
the Fund with access to emerging markets in the early stages of their economic
development, when equity securities are not yet generally available or, in the
Sub-adviser's view, do not yet present an acceptable investment alternative.
While the Fund generally is not restricted in the portion of its assets that may
be invested in a single region, under normal conditions its assets will be
invested in issuers in at least four countries, and it will not invest more than
25% of its assets in issuers in one country. The Fund's holdings of any one
foreign currency together with securities denominated in or indexed to such
currency will not exceed 40% of its assets.
 
INVESTMENTS IN DEBT SECURITIES. The Fund may invest up to 50% of its total
assets in the following types of emerging market debt securities: (1) debt
securities issued or guaranteed by governments, their agencies,
instrumentalities or political subdivisions, or by government owned, controlled
or sponsored entities, including central banks (collectively, "Sovereign Debt"),
including Brady Bonds; (2) interests in issuers organized and operated for the
purpose of restructuring the investment characteristics of Sovereign Debt; (3)
debt securities issued by banks and other business entities; and (4) debt
securities denominated in or indexed to the currencies of emerging markets. Debt
securities held by the Fund may take the form of bonds, notes, bills,
debentures, bank debt obligations, short-term paper, loan participations,
assignments and interests issued by entities organized and operated for the
purpose of restructuring the investment characteristics of any of the foregoing.
There is no requirement with respect to the maturity or duration of debt
securities in which the Fund may invest.
 
There is no limitation on the percentage of the Fund's assets that may be
invested in debt securities that are rated below investment grade. Investment in
below investment grade debt securities involves a high degree of risk and can be
speculative. These debt securities are the equivalent of high yield, high risk
bonds, commonly known as "junk bonds." Debt securities in which the Fund will
invest may not be rated; if rated, it is expected that such ratings will be
below investment grade. See "Risk Factors -- Risks Associated with Debt
Securities" and "-- Risks Associated with Below Investment Grade Debt
Securities."
 
The Fund may invest in "Brady Bonds," which are debt restructurings that provide
for the exchange of cash and loans for newly issued bonds. Brady Bonds have been
issued by the countries of Albania, Argentina, Brazil, Bulgaria, Costa Rica,
Dominican Republic, Ecuador, Ivory Coast, Jordan, Mexico, Nigeria, Panama, Peru,
Philippines, Poland, Uruguay, Venezuela and Vietnam, and are expected to be
issued by other emerging market countries. As of the date of this Prospectus,
the Fund is not aware of the occurrence of any payment defaults on Brady Bonds.
Investors should recognize, however, that Brady Bonds do not have a long payment
history. In addition, Brady Bonds are often rated below investment grade.
 
The Fund may invest in either collateralized or uncollateralized Brady Bonds.
U.S. dollar-denominated collateralized Brady Bonds, which may be fixed rate par
bonds or floating rate discount bonds, are collateralized in full as to
principal by U.S. Treasury zero coupon bonds having the same maturity as the
bonds. Interest payments on such bonds generally are collateralized by cash or
securities in an amount that, in the case of fixed rate bonds, is equal to at
least one year of rolling interest payments or, in the case of floating rate
bonds, initially is equal to at least one year's rolling interest payments based
on the applicable interest rate at the time of issuance and is adjusted at
regular intervals thereafter.
 
Capital appreciation in debt securities may arise as a result of a favorable
change in relative foreign exchange rates, relative interest rate levels and/or
the creditworthiness of issuers.
 
ADDITIONAL INVESTMENT POLICIES
 
TEMPORARY DEFENSIVE STRATEGIES. In the interest of preserving shareholders'
capital, the Sub-adviser may employ a temporary defensive investment strategy
for the Fund if it determines such a strategy
 
                               Prospectus Page 8
<PAGE>
                          AIM DEVELOPING MARKETS FUND
to be warranted due to market, economic or political conditions. Under a
defensive strategy, the Fund may hold cash (U.S. dollars, foreign currencies or
multinational currency units) and/or invest any portion or all of its assets in
high quality money market instruments of U.S. or foreign issuers. In addition,
for temporary defensive purposes, most or all of the Fund's investments may be
made in the United States and denominated in U.S. dollars. To the extent the
Fund adopts a temporary defensive posture, it will not be invested so as to
directly achieve its investment objectives. In addition, pending investment of
proceeds from new sales of Fund shares or in order to meet ordinary daily cash
needs, the Fund may hold cash (U.S. dollars, foreign currencies or multinational
currency units) and may invest in foreign or domestic high quality money market
instruments. For a full descripton of money market instruments, see "Temporary
Defensive Strategies" in the Investment Objectives and Policies section of the
Statement of Additional Information.
 
BORROWING AND REVERSE REPURCHASE AGREEMENTS. In connection with meeting requests
for the redemption of Fund shares, the Fund may borrow from banks or may borrow
through reverse repurchase agreements. The Fund also may borrow up to 5% of its
total assets for temporary or emergency purposes other than to meet redemptions
but total borrowings may not exceed 33 1/3% of its total assets. However, the
Fund will not purchase securities while borrowings in excess of 5% of its total
assets are outstanding. Any borrowing by the Fund may cause greater fluctuation
in the value of its shares than would be the case if it did not borrow.
 
A reverse repurchase agreement is a borrowing transaction in which the Fund
transfers possession of a security to another party, such as a bank or
broker/dealer, in return for cash and agrees to repurchase the security in the
future at an agreed-upon price that includes an interest component.
 
SECURITIES LENDING. The Fund may lend its portfolio securities to broker/dealers
or to other institutional investors. Securities lending allows the Fund to
retain ownership of the securities loaned and, at the same time, enhances the
Fund's total return. The Fund limits its loans of portfolio securities to an
aggregate of 30% of the value of its total assets, measured at the time any such
loan is made. While a loan is outstanding the borrower must maintain with the
Fund's custodian collateral consisting of cash, U.S. government securities or
certain irrevocable letters of credit equal to at least 100% of the value of the
borrowed securities plus any accrued interest or such other collateral as
permitted by the Fund's investment program and regulatory agencies, and as
approved by the Board. The risks in lending portfolio securities, as with other
extensions of secured credit, consist of possible delays in receiving additional
collateral or in recovery of the securities and possible loss of rights in the
collateral if the borrower fails financially.
 
OPTIONS, FUTURES AND FORWARD CURRENCY TRANSACTIONS. To attempt to increase
return, the Fund may write call options on securities. This strategy will be
employed only when, in the opinion of the Sub-adviser, the size of the premium
the Fund receives for writing the option is adequate to compensate it against
the risk that appreciation in the underlying security may not be fully realized
if the option is exercised. The Fund also is authorized to write put options to
attempt to enhance return, although it does not currently intend to do so.
 
The Fund may also use forward currency contracts, futures contracts, options on
securities, options on currencies, options on indices and options on futures
contracts to attempt to hedge against the overall level of investment and
currency risk normally associated with its investments. These instruments are
often referred to as "derivatives," which may be defined as financial
instruments whose performance is derived, at least in part, from the performance
of another asset (such as a security, currency or an index of securities). The
Fund may enter into such instruments up to the full value of its portfolio
assets. See "Options, Futures and Currency Strategies" in the Statement of
Additional Information.
 
To attempt to hedge against adverse movements in exchange rates between
currencies, the Fund may enter into forward currency contracts for the purchase
or sale of a specified currency at a specified future date. Such contracts may
involve the purchase or sale of a foreign currency against the U.S. dollar or
may involve two foreign currencies. The Fund may enter into forward currency
contracts either with respect to specific transactions or with respect to its
portfolio positions. The Fund also may purchase and sell put and call options on
currencies, futures contracts on currencies and options on such futures
contracts to hedge its portfolio against movements in exchange rates.
 
                               Prospectus Page 9
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
Only a limited market, if any, currently exists for options and futures
transactions relating to currencies of most emerging markets, to securities
denominated in such currencies or to securities of issuers domiciled or
principally engaged in business in such emerging markets. To the extent that
such a market does not exist, the Sub-adviser may not be able to effectively
hedge its investment in such markets.
 
In addition, the Fund may purchase and sell put and call options on equity and
debt securities to hedge against the risk of fluctuations in the prices of
securities held by the Fund or that the Sub-adviser intends to include in the
Fund's portfolio. The Fund also may purchase and sell put and call options on
stock indices to hedge against overall fluctuations in the securities markets or
in a specific market sector.
 
Further, the Fund may sell index futures contracts and may purchase put options
or write call options on such futures contracts to protect against a general
market or a specific market sector decline that could adversely affect the
Fund's portfolio. The Fund also may purchase index futures contracts and
purchase call options or write put options on such contracts to hedge against a
general market or market sector advance and thereby attempt to lessen the cost
of future securities acquisitions. Similarly, the Fund may use interest rate
futures contracts and options thereon to hedge the debt portion of its portfolio
against changes in the general level of interest rates.
 
INVESTMENT IN OTHER INVESTMENT COMPANIES OR VEHICLES. The Fund may be able to
invest in certain countries solely or primarily through governmentally
authorized investment vehicles or companies, some of which may be investment
vehicles or companies that are advised by the Sub-adviser or its affiliates
("Affiliated Funds"). Pursuant to the Investment Company Act of 1940, as amended
(the "1940 Act"), the Fund generally may invest up to 10% of its total assets in
the aggregate in shares of other investment companies and up to 5% of its total
assets in any one investment company, as long as each investment does not
represent more than 3% of the outstanding voting stock of the acquired
investment company at the time of investment.
 
Investment in other investment companies may involve the payment of substantial
premiums above the value of their portfolio securities and multiple layering of
fees and expenses and is subject to limitations under the 1940 Act and market
availability. The Fund does not intend to invest in other investment companies
unless, in the judgment of the Sub-adviser, the potential benefits of such
investment justify the payment of any applicable premium or sales charge. As a
shareholder in another investment company, the Fund would bear its ratable share
of that company's expenses, including its advisory and administration fees. At
the same time the Fund would continue to pay its own management fees and other
expenses. AIM and the Sub-adviser will waive their advisory fees to the extent
that the Fund invests in an Affiliated Fund.
 
PRIVATIZATIONS. The governments in some emerging markets have been engaged in
programs of selling part or all of their stakes in government owned or
controlled enterprises ("privatizations"). The Sub-adviser believes that
privatizations may offer opportunities for significant capital appreciation and
intends to invest assets of the Fund in privatizations in appropriate
circumstances. In certain emerging markets, the ability of foreign entities such
as the Fund to participate in privatizations may be limited by local law or the
terms on which the Fund may be permitted to participate may be less advantageous
than those afforded local investors. There can be no assurance that governments
in emerging markets will continue to sell companies currently owned or
controlled by them or that privatization programs will be successful.
 
WHEN-ISSUED AND FORWARD COMMITMENT SECURITIES. The Fund may purchase debt
securities on a "when-issued" basis and may purchase or sell such securities on
a "forward commitment" basis in order to hedge against anticipated changes in
interest rates and prices. The price, which is generally expressed in yield
terms, is fixed at the time the commitment is made, but delivery and payment for
the securities take place at a later date. When-issued securities and forward
commitments may be sold prior to the settlement date, but the Fund will purchase
or sell when-issued securities and forward commitments only with the intention
of actually receiving or delivering the securities, as the case may be. No
income accrues on securities that have been purchased pursuant to a forward
commitment or on a when-issued basis prior to delivery to the Fund. If the Fund
disposes of the right to acquire a when-issued security prior to its acquisition
or disposes of its right to deliver or receive against a forward commitment, it
may incur a gain or loss. At the time the Fund enters into
 
                               Prospectus Page 10
<PAGE>
                          AIM DEVELOPING MARKETS FUND
a transaction on a when-issued or forward commitment basis, the Fund will
segregate cash or liquid securities equal to the value of the when-issued or
forward commitment securities with its custodian bank and will mark to market
daily such assets. There is a risk that the securities may not be delivered and
that the Fund may incur a loss.
 
LOAN PARTICIPATIONS AND ASSIGNMENTS. The Fund may invest in fixed and floating
rate loans ("Loans") arranged through private negotiations between a foreign
entity and one or more financial institutions ("Lenders"). The majority of the
Fund's investments in Loans in emerging markets is expected to be in the form of
participations in Loans ("Participations") and assignments of portions of Loans
from third parties ("Assignments"). Participations typically will result in the
Fund having a contractual relationship only with the Lender, not with the
borrower. The Fund will have the right to receive payments of principal,
interest and any fees to which it is entitled only from the Lender selling the
Participation and only upon receipt by the Lender of the payments from the
borrower. In connection with purchasing Participations, the Fund generally will
have no right to enforce compliance by the borrower with the terms of the loan
agreement relating to the loan nor any rights of set-off against the borrower,
and the Fund may not directly benefit from any collateral supporting the Loan in
which it has purchased the Participation. As a result, the Fund will assume the
credit risk of both the borrower and the Lender that is selling the
Participation.
 
In the event of the insolvency of the Lender selling a Participation, the Fund
may be treated as a general creditor of the Lender and may not benefit from any
set-off between the Lender and the borrower. The Fund will acquire
Participations only if the Lender interpositioned between the Fund and the
borrower is determined by the Sub-adviser to be creditworthy. When the Fund
purchases Assignments from Lenders, the Fund will acquire direct rights against
the borrower on the Loan. However, because Assignments are arranged through
private negotiations between potential assignees and assignors, the rights and
obligations acquired by the Fund as the purchaser of an Assignment may differ
from, and be more limited than, those held by the assigning Lender.
 
ZERO COUPON SECURITIES. The Fund may invest in certain zero coupon securities
that are "stripped" U.S. Treasury notes and bonds. The Fund also may invest in
zero coupon and other deep discount securities issued by foreign governments and
domestic and foreign corporations, including certain Brady Bonds and other
foreign debt, and in payment-in-kind securities. Zero coupon securities pay no
interest to holders prior to maturity, and payment-in-kind securities pay
"interest" in the form of additional securities. However, a portion of the
original issue discount on zero coupon securities and the interest on
payment-in-kind securities will be included in the Fund's income. Accordingly,
for the Fund to continue to qualify for tax treatment as a regulated investment
company and to avoid a certain excise tax (see "Taxes" in the Statement of
Additional Information), it may be required to distribute an amount that is
greater than the total amount of cash it actually receives. These distributions
may be made from the Fund's cash assets or, if necessary, from the proceeds of
sales of portfolio securities. The Fund will not be able to purchase additional
income-producing securities with cash used to make such distributions, and its
current income ultimately may be reduced as a result. Zero coupon and
payment-in-kind securities usually trade at a deep discount from their face or
par value and will be subject to greater fluctuations of market value in
response to changing interest rates than debt obligations of comparable
maturities that make current distributions of interest in cash.
 
INDEXED COMMERCIAL PAPER. The Fund may invest without limitation in commercial
paper that is indexed to certain specific foreign currency exchange rates. The
terms of such commercial paper provide that its principal amount is adjusted
upwards or downwards (but not below zero) at maturity to reflect changes in the
exchange rate between two currencies while the obligation is outstanding. The
Fund will purchase such commercial paper with the currency in which it is
denominated and, at maturity, will receive interest and principal payments
thereon in that currency, but the amount of principal payable by the issuer at
maturity will change in proportion to the change (if any) in the exchange rate
between the two specified currencies between the date the instrument is issued
and the date the instrument matures. While such commercial paper entails the
risk of loss of principal, the potential for realizing gains as a result of
changes in foreign currency exchange rates enables the Fund to hedge against a
decline in the U.S. dollar value of investments denominated in foreign
currencies while seeking to provide an attractive money market rate of return.
The Fund will not purchase such commercial paper for speculation.
 
                               Prospectus Page 11
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
OTHER INDEXED SECURITIES. The Fund may invest in certain other indexed
securities, which are securities whose prices are indexed to the prices of other
securities, securities indices, currencies, precious metals or other commodities
or other financial indicators. Indexed securities typically, but not always, are
debt securities or deposits whose value at maturity or coupon rate is determined
by reference to a specific instrument or statistic. The performance of indexed
securities depends to a great extent on the performance of the security,
currency or other instrument to which they are indexed and also may be
influenced by interest rate changes in the United States and abroad. At the same
time, indexed securities are subject to the credit risks associated with the
issuer of the security, and their values may decline substantially if the
issuer's creditworthiness deteriorates. Indexed securities may be more volatile
than the underlying instruments. New forms of indexed securities continue to be
developed. The Fund may invest in such securities to the extent consistent with
its investment objectives.
 
OTHER INFORMATION. The Fund's investment objectives may not be changed without
the approval of a majority of its outstanding voting securities. The "majority
of its outstanding voting securities" means the lesser of (i) 67% of the shares
represented at a meeting at which more than 50% of the outstanding shares are
represented, or (ii) more than 50% of the outstanding shares. In addition, the
Fund has adopted certain investment limitations that also may not be changed
without shareholder approval. A complete description of these limitations is
included in the Statement of Additional Information. Unless specifically noted,
the Fund's investment policies described in this Prospectus and in the Statement
of Additional Information may be changed by the Company's Board of Directors
without shareholder approval. The Fund's policies regarding lending, and the
percentage of Fund assets that may be committed to borrowing, are fundamental
policies and may not be changed without shareholder approval.
 
If a percentage restriction on investment or utilization of assets in an
investment policy or restriction is adhered to at the time an investment is
made, a later change in percentage ownership of a security or kind of securities
resulting from changing market values or a similar type of event will not be
considered a violation of the Fund's investment policies or restrictions.
 
The Fund is authorized to engage in Short Sales, although it currently has no
intention of doing so, and may purchase American Depository Receipts, American
Depository Shares, Global Depository Receipts and European Depository Receipts.
See "Short Sales" and "Depository Receipts," respectively, in the Investment
Objectives and Policies section of the Statement of Additional Information.
 
- --------------------------------------------------------------------------------
 
                                  RISK FACTORS
 
- --------------------------------------------------------------------------------
 
GENERAL. There is no assurance that the Fund will achieve its investment
objectives. Investing in the Fund entails a substantial degree of risk and an
investment in the Fund should be considered speculative. Investors are strongly
advised to consider carefully the special risks involved in investing in
emerging markets, which are in addition to the usual risks of investing in
developed markets around the world.
 
The Fund's net asset value will fluctuate, reflecting fluctuations in the market
value of its portfolio positions and its net currency exposure. Equity
securities, particularly common stocks, generally represent the most junior
position in an issuer's capital structure and entitle holders to an interest in
the assets of an issuer, if any, remaining after all more senior claims have
been satisfied. The value of equity securities held by the Fund will fluctuate
in response to general market and economic developments, as well as developments
affecting the particular issuers of such securities. In addition, the value of
debt securities held by the Fund generally will fluctuate with changes in the
perceived creditworthiness of the issuers of such securities and interest rates.
 
NON-DIVERSIFIED CLASSIFICATION. The Fund is classified under the 1940 Act as a
"non-diversified" fund. As a result, the Fund will be able to invest in a
smaller number of issuers than if it was classified under the 1940 Act as a
"diversified" fund. To the extent that the Fund invests in a smaller number
 
                               Prospectus Page 12
<PAGE>
                          AIM DEVELOPING MARKETS FUND
of issuers, the net asset value of its shares may fluctuate more widely and it
may be subject to greater investment and credit risk with respect to its
portfolio.
 
FOREIGN INVESTING. Investing in foreign securities entails certain risks. The
securities of non-U.S. issuers generally will not be registered with, nor the
issuers thereof be subject to, the reporting requirements of, the SEC.
Accordingly, there may be less publicly available information about foreign
securities and issuers than is available about domestic securities and issuers.
Foreign companies generally are not subject to uniform accounting, auditing and
financial reporting standards, practices and requirements comparable to those
applicable to domestic companies. In addition, certain costs attributable to
foreign investing, such as custody charges, are higher than those attributable
to domestic investing. Securities of some foreign companies are less liquid and
their prices may be more volatile than securities of comparable domestic
companies. The Fund's net investment income from foreign issuers may be subject
to non-U.S. withholding taxes, thereby reducing that income.
 
Investing in some foreign countries involves risks relating to potential
political and economic instability within such countries and the risks of
expropriation, nationalization, confiscation of assets and property or the
imposition of restrictions on foreign investment and on repatriation of capital
invested. In the event of such expropriation, nationalization or other
confiscation, the Fund could lose its entire investment in that market.
Moreover, individual foreign economies may differ favorably or unfavorably from
the U.S. economy in such respects as growth of gross national product, rate of
inflation, rate of savings and capital reinvestment, currency depreciation,
resource self-sufficiency and balance of payments positions. Investments in
foreign government securities involve special risks, including the risk that the
government issuers may be unable or unwilling to repay principal or interest
when due.
 
The Fund will also be affected favorably or unfavorably by exchange control
regulations or changes in the exchange rates between such currencies and the
U.S. dollar. Changes in currency exchange rates will affect the net asset value
of the Fund's shares and also may affect the value of dividends and interest
earned by the Fund and gains and losses realized by it.
 
INVESTING IN EMERGING MARKETS. Emerging markets generally are dependent heavily
upon international trade and, accordingly, have been and may continue to be
affected adversely by trade barriers, exchange controls, managed adjustments in
relative currency values and other protectionist measures imposed or negotiated
by the countries with which they trade. Inflation and rapid fluctuations in
inflation rates have had and may continue to have negative effects on the
economies and securities markets of certain countries with emerging markets.
 
Disclosure and regulatory standards in many respects are less stringent than in
the United States and other major markets. There also may be a lower level of
monitoring and regulation of emerging markets and the activities of investors in
such markets, and enforcement of existing regulations has been extremely
limited.
 
In addition, brokerage commissions, custodial services and other costs relating
to investment in foreign markets generally are more expensive than in the United
States, particularly with respect to emerging markets. Such markets have
different settlement and clearance procedures. In certain markets there have
been times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions. The
inability of the Fund to make intended securities purchases due to settlement
problems could cause it to miss attractive investment opportunities. Inability
to dispose of a portfolio security caused by settlement problems could result
either in losses to the Fund due to subsequent declines in value of the
portfolio security or, if the Fund has entered into a contract to sell the
security, could result in possible liability to the purchaser.
 
The securities markets of emerging countries are substantially smaller, less
developed, less liquid and more volatile than the securities markets of the
developed countries. The risk also exists that an emergency situation may arise
in one or more emerging markets as a result of which trading of securities may
cease or may be substantially curtailed and prices for the Fund's portfolio
securities in such markets may not be readily available. Section 22(e) of the
1940 Act permits a registered investment company, such as the Fund, to suspend
redemption of its shares for any period during which an emergency exists, as
determined by the SEC. Accordingly, when the Fund believes that circumstances
dictate, it will promptly apply to the SEC for a determination that such an
emergency exists. During the period commencing with the Fund's identification of
such conditions until the date of any SEC action, the Fund's portfolio
securities in the affected markets will be valued at
 
                               Prospectus Page 13
<PAGE>
                          AIM DEVELOPING MARKETS FUND
fair value determined in good faith by or under the direction of the Company's
Board of Directors.
 
RISKS ASSOCIATED WITH DEBT SECURITIES. The value of the debt securities held by
the Fund generally will vary inversely with market interest rates. If interest
rates in a market fall, the Fund's debt securities issued by governments or
companies in that market ordinarily will increase in value. If market interest
rates increase, however, the debt securities owned by the Fund in that market
will likely decrease in value.
 
RISKS ASSOCIATED WITH BELOW INVESTMENT GRADE DEBT SECURITIES. The Fund may
invest up to 50% of its total assets in debt securities rated below investment
grade. Such investments involve a high degree of risk.
 
Debt rated Baa by Moody's Investors Service, Inc. ("Moody's") is considered by
Moody's to have speculative characteristics. Debt rated BB, B, CCC, CC or C by
Standard & Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P"), and
debt rated Ba, B, Caa, Ca or C by Moody's is regarded, on balance, as
predominantly speculative with respect to the issuer's capacity to pay interest
and repay principal in accordance with the terms of the obligation. While such
lower quality debt will likely have some quality and protective characteristics,
these are outweighed by large uncertainties or major risk exposures to adverse
conditions. Debt rated C by Moody's or S&P is the lowest rated debt that is not
in default as to principal or interest, and issues so rated can be regarded as
having extremely poor prospects of ever attaining any real investment standing.
Lower quality debt securities are also generally considered to be subject to
greater risk than securities with higher ratings with regard to a deterioration
of general economic conditions. These foreign debt securities are the equivalent
of high yield, high risk bonds, commonly known as "junk bonds."
 
Ratings of debt securities represent the rating agency's opinion regarding their
quality and are not a guarantee of quality. Rating agencies attempt to evaluate
the safety of principal and interest payments and do not evaluate the risks of
fluctuations in market value. Also, rating agencies may fail to make timely
changes in credit ratings in response to subsequent events, so that an issuer's
current financial condition may be better or worse than a rating indicates.
 
The market values of lower quality debt securities tend to reflect individual
developments of the issuer to a greater extent than do higher quality
securities, which react primarily to fluctuations in the general level of
interest rates. In addition, lower quality debt securities tend to be more
sensitive to economic conditions and generally have more volatile prices than
higher quality securities. Issuers of lower quality securities are often highly
leveraged and may not have available to them more traditional methods of
financing. For example, during an economic downturn or a sustained period of
rising interest rates, highly leveraged issuers of lower quality securities may
experience financial stress. During such periods, such issuers may not have
sufficient revenues to meet their interest payment obligations. The issuer's
ability to service its debt obligations may also be adversely affected by
specific developments affecting it, such as its inability to meet specific
projected business forecasts or the unavailability of additional financing.
Similarly, certain emerging market governments that issue lower quality debt
securities are among the largest debtors to commercial banks, foreign
governments and supranational organizations such as the World Bank and may not
be able or willing to make principal and/or interest repayments as they come
due. The risk of loss due to default by the issuer is significantly greater for
the holders of lower quality securities because such securities are generally
unsecured and may be subordinated to the claims of other creditors of the
issuer.
 
Lower quality debt securities frequently have call or buy-back features that
would permit an issuer to call or repurchase the security from the Fund. In
addition, the Fund may have difficulty disposing of lower quality securities
because they may have a thin trading market. There may be no established retail
secondary market for many of these securities, and the Fund anticipates that
such securities could be sold only to a limited number of dealers or
institutional investors. The lack of a liquid secondary market also may have an
adverse impact on market prices of such instruments and may make it more
difficult for the Fund to obtain accurate market quotations for purposes of
valuing its portfolio. The Fund may also acquire lower quality debt securities
during an initial underwriting or that are sold without registration under
applicable securities laws. Such securities involve special considerations and
risks.
 
In addition to the foregoing, factors that could have an adverse effect on the
market value of lower quality debt securities in which the Fund may invest
include (1) potential adverse publicity, (2) heightened sensitivity to general
economic or political conditions and (3) the likely adverse impact of a major
economic recession.
 
                               Prospectus Page 14
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
The Fund may also incur additional expenses to the extent it is required to seek
recovery upon a default in the payment of principal or interest on its portfolio
holdings, and the Fund may have limited legal recourse in the event of a
default. Debt securities issued by governments in emerging markets can differ
from debt obligations issued by private entities in that remedies from defaults
generally must be pursued in the courts of the defaulting government, and legal
recourse is therefore somewhat diminished. Political conditions, in terms of a
government's willingness to meet the terms of its debt obligations, also are of
considerable significance. There can be no assurance that the holders of
commercial bank debt may not contest payments to the holders of debt securities
issued by governments in emerging markets in the event of default by the
governments under commercial bank loan agreements.
 
ILLIQUID SECURITIES. The Fund may invest up to 15% of its net assets in
securities for which no readily available market exists, so-called "illiquid
securities." Illiquid securities may be more difficult to value than liquid
securities, and the sale of illiquid securities generally will require more time
and result in higher brokerage charges or dealer discounts and other selling
expenses than the sale of liquid securities. Moreover, illiquid securities often
sell at a price lower than similar securities that are liquid.
 
CURRENCY RISK. Because the Fund may invest substantially in securities
denominated in currencies other than the U.S. dollar, and since the Fund may
hold foreign currencies, it will be affected favorably or unfavorably by
exchange control regulations or changes in the exchange rates between such
currencies and the U.S. dollar. Changes in currency exchange rates will affect
the net asset value of the Fund's shares and also may affect the value of
dividends and interest earned by the Fund and gains and losses realized by it.
Currencies generally are evaluated on the basis of fundamental economic criteria
(e.g., relative inflation and interest rate levels and trends, growth rate
forecasts, balance of payments status and economic policies) as well as
technical and political data. Exchange rates are determined by the forces of
supply and demand in the foreign exchange markets. These forces are affected by
the international balance of payments and other economic and financial
conditions, government intervention, speculation and other factors. If the
currency in which a security is denominated appreciates against the U.S. dollar,
the dollar value of the security will increase. Conversely, a decline in the
exchange rate of the currency would adversely affect the value of the security
expressed in dollars.
Many of the currencies of emerging market countries have experienced steady
devaluations relative to the U.S. dollar, and major devaluations have
historically occurred in certain countries. Any devaluations in the currencies
in which the Fund's portfolio securities are denominated may have a detrimental
impact on the Fund.
 
Some countries also may have fixed currencies whose values against the U.S.
dollar are not independently determined. In addition, there is a risk that
certain countries may restrict the free conversion of their currencies into
other currencies. Further, certain currencies may not be internationally traded.
 
OPTIONS, FUTURES AND FOREIGN CURRENCY TRANSACTIONS. The Fund is authorized to
enter into options, futures and forward currency transactions. These
transactions involve certain risks, which include: (1) dependence on the
Sub-adviser's ability to predict movements in the prices of individual
securities, fluctuations in the general securities markets and movements in
interest rates and currency markets; (2) imperfect correlation, or even no
correlation, between movements in the price of forward contracts, options,
futures contracts or options thereon and movements in the price of the currency
or security hedged or used for cover; (3) the fact that skills and techniques
needed to trade options, futures contracts and options thereon or to use forward
currency contracts are different from those needed to select the securities in
which the Fund invests; (4) lack of assurance that a liquid secondary market
will exist for any particular option, futures contract or option thereon at any
particular time; (5) the possible loss of principal under certain conditions;
and (6) the possible inability of the Fund to purchase or sell a portfolio
security at a time when it would otherwise be favorable for it to do so, or the
possible need for the Fund to sell a security at a disadvantageous time, due to
the need for the Fund to maintain "cover" or to set aside securities in
connection with hedging transactions.
 
LOAN PARTICIPATIONS AND ASSIGNMENTS. The Fund may have difficulty disposing of
Assignments and Participations. The liquidity of such securities is limited, and
the Fund anticipates that such securities could be sold only to a limited number
of institutional investors. The lack of a liquid secondary market could have an
adverse impact on the value of such securities and on the Fund's ability to
dispose of particular Assignments or Participations when necessary to meet its
liquidity needs or in response
 
                               Prospectus Page 15
<PAGE>
                          AIM DEVELOPING MARKETS FUND
to a specific economic event, such as a deterioration in the creditworthiness of
the borrower. The lack of a liquid secondary market for Assignments and
Participations also may make it more difficult for the Fund to assign a value to
those securities for purposes of valuing its portfolio and calculating its net
asset value.
 
SOVEREIGN DEBT. The Fund may invest in sovereign debt securities of emerging
market governments, including Brady Bonds. Investments in such securities
involve special risks. The issuer of the debt or the governmental authorities
that control the repayment of the debt may be unable or unwilling to repay
principal or interest when due in accordance with the terms of such debt.
Periods of economic uncertainty may result in the volatility of market prices of
sovereign debt obligations and in turn the Fund's net asset value, to a greater
extent than the volatility inherent in domestic fixed income securities.
 
A sovereign debtor's willingness or ability to repay principal and pay interest
in a timely manner may be affected by, among other factors, its cash flow
situation, the extent of its foreign reserves, the availability of sufficient
foreign exchange on the date a payment is due, the relative size of the debt
service burden to the economy as a whole, the sovereign debtor's policy toward
principal international lenders and the political constraints to which a
sovereign debtor may be subject. Emerging market governments could default on
their sovereign debt. Such sovereign debtors also may be dependent on expected
disbursements from foreign governments, multilateral agencies and other entities
abroad to reduce principal and interest arrearages on their debt. The commitment
on the part of these governments, agencies and others to make such disbursements
may be conditioned on a sovereign debtor's implementation of economic reforms
and/or economic performance and the timely service of such debtor's obligations.
Failure to implement such reforms, achieve such levels of economic performance
or repay principal or interest when due may result in the cancellation of such
third parties' commitments to lend funds to the sovereign debtor, which may
further impair such debtor's ability or willingness to timely service its debts.
 
The occurrence of political, social or diplomatic changes in one or more of the
countries issuing sovereign debt could adversely affect the Fund's investments.
Emerging markets are faced with social and political issues, and some of them
have experienced high rates of inflation in recent years and have extensive
internal debt. Among other effects, high inflation and internal debt service
requirements may adversely affect the cost and availability of future domestic
sovereign borrowing to finance governmental programs and may have other adverse
social, political and economic consequences. Political changes or a
deterioration of a country's domestic economy or balance of trade may affect its
willingness to service its sovereign debt. Although the Sub-adviser intends to
manage the Fund in a manner that will minimize the exposure to such risks, there
can be no assurance that adverse political changes will not cause the Fund to
suffer a loss of interest or principal on any of its holdings.
 
In recent years, some of the emerging market countries in which the Fund expect
to invest have encountered difficulties in servicing their sovereign debt
obligations. Some of these countries have withheld payments of interest and/or
principal of sovereign debt. These difficulties have also led to agreements to
restructure external debt obligations -- in particular, commercial bank loans --
typically by rescheduling principal payments, reducing interest rates and
extending new credits to finance interest payments on existing debt. In the
future, holders of emerging market sovereign debt securities may be requested to
participate in similar rescheduling of such debt. Certain emerging market
countries are among the largest debtors to commercial banks and foreign
governments. Currently, Brazil, Mexico and Argentina are the largest debtors
among developing countries. At times certain emerging market countries have
declared moratoria on the payment of principal and interest on external debt;
such a moratorium is currently in effect in certain emerging market countries.
There is no bankruptcy proceeding by which a creditor may collect in whole or in
part sovereign debt on which an emerging market government has defaulted.
 
The ability of emerging market governments to make timely payments on their
sovereign debt securities is likely to be influenced strongly by a country's
balance of trade and its access to trade and other international credits. A
country whose exports are concentrated in a few commodities could be vulnerable
to a decline in the international prices of one or more of such commodities.
Increased protectionism on the part of a country's trading partners could also
adversely affect its exports. Such events could diminish a country's trade
account surplus, if any. To the extent that a country receives payment for its
exports in currencies other than hard currencies, its ability to make hard
currency payments could be affected.
 
                               Prospectus Page 16
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
As noted above, sovereign debt obligations issued by emerging market governments
generally are deemed to be the equivalent in terms of quality to securities
rated below investment grade by Moody's and S&P. Such securities are regarded as
predominantly speculative with respect to the issuer's capacity to pay interest
and repay principal in accordance with the terms of the obligations and involve
major risk exposure to adverse conditions. Some of such securities, with respect
to which the issuer currently may not be paying interest or may be in payment
default, may be comparable to securities rated D by S&P or C by Moody's. The
Fund may have difficulty disposing of and valuing certain sovereign debt
obligations because there may be a limited trading market for such securities.
Because there is no liquid secondary market for many of these securities, the
Fund anticipates that such securities could be sold only to a limited number of
dealers or institutional investors.
 
- --------------------------------------------------------------------------------
 
                                 HOW TO INVEST
 
- --------------------------------------------------------------------------------
 
GENERAL. Advisor Class shares are offered through this Prospectus to (a)
trustees or other fiduciaries purchasing shares for employee benefit plans that
are sponsored by organizations that have at least 1,000 employees; (b) any
account with assets of at least $10,000 if (i) a financial planner, trust
company, bank trust department or registered investment adviser has investment
discretion over such account, and (ii) the account holder pays such person as
compensation for its advice and other services an annual fee of at least .50% on
the assets in the account ("Advisory Account"); (c) any account with assets of
at least $10,000 if (i) such account is established under a "wrap fee" program,
and (ii) the account holder pays the sponsor of such program an annual fee of at
least .50% on the assets in the account ("Wrap Fee Account"); (d) accounts
advised by INVESCO (NY), Inc. or one of the companies formerly affiliated with
Liechtenstein Global Trust AG, provided such accounts were invested in Advisor
Class shares of any of the AIM/GT Funds on June 1, 1998; and (e) any of the
companies composing or affiliated with AMVESCAP PLC. Financial planners, trust
companies, bank trust companies and registered investment advisers referenced in
subpart (b) and sponsors of "wrap fee" programs referenced in subpart (c) are
collectively referred to as "Financial Advisers." Investors in Wrap Fee Accounts
and Advisory Accounts may only purchase Advisor Class shares through Financial
Advisers who have entered into agreements with AIM Distributors and certain of
its affiliates. Investors may be charged a fee by their agents or brokers if
they effect transactions other than through a dealer.
 
All purchase orders will be executed at the public offering price next
determined after the purchase order is received. Orders received by authorized
institutions (or their designees) before the close of regular trading on the
NYSE (currently 4:00 p.m. Eastern Time, unless weather, equipment failure or
other factors contribute to an earlier closing time) on any Business Day will be
executed at the public offering price for the applicable class of shares
determined that day. Orders received by authorized institutions (or their
designees) before the close of regular trading on the NYSE on a Business Day
will be deemed to have been received by the Fund on such day and will be
effected that day, provided that such orders are transmitted to the Transfer
Agent prior to the time set for the receipt of such orders. A "Business Day" is
any day Monday through Friday on which the NYSE is open for business. The
authorized institution (or its designee) will be responsible for forwarding the
investor's order to the Transfer Agent so that it will be received prior to the
required time.
 
THE FUND AND AIM DISTRIBUTORS RESERVE THE RIGHT TO REJECT ANY PURCHASE ORDER AND
TO SUSPEND THE OFFERING OF SHARES FOR A PERIOD OF TIME. In particular, the Fund
and AIM Distributors may reject purchase orders or exchanges by investors who
appear to follow, in the Sub-adviser's judgment, a market-timing strategy or
otherwise engage in excessive trading. See "How to Make Exchanges -- Limitations
on Purchase Orders and Exchanges."
 
Fiduciaries and Financial Advisers may be required to provide information
satisfactory to AIM Distributors concerning their eligibility to purchase
Advisor Class shares. For specific information on opening an account, please
contact your Financial Adviser or AIM Distributors.
 
FOR ANY FUND NAMED ON THE COVER PAGE OF THIS PROSPECTUS, AIM DISTRIBUTORS AND
ITS AGENTS RESERVE THE RIGHT AT ANY TIME (1) TO WITHDRAW ALL OR ANY PART OF THE
OFFERING MADE BY THIS PROSPECTUS; (2) TO REJECT ANY PURCHASE OR EXCHANGE ORDER
OR TO CANCEL ANY
 
                               Prospectus Page 17
<PAGE>
                          AIM DEVELOPING MARKETS FUND
PURCHASE DUE TO NONPAYMENT OF THE PURCHASE PRICE; (3) TO INCREASE, WAIVE OR
LOWER THE MINIMUM INVESTMENT REQUIREMENTS; OR (4) TO MODIFY ANY OF THE TERMS OR
CONDITIONS OF PURCHASE OF SHARES OF SUCH FUND. For any Fund named on the cover
page, AIM Distributors and its agents will use their best efforts to provide
notice of any such actions through correspondence with broker-dealers and
existing shareholders, supplements to the AIM/GT Funds' prospectuses, or other
appropriate means, and will provide sixty (60) days' notice in the case of
termination or material modification to the exchange privilege discussed under
the caption "How to Make Exchanges."
 
PURCHASE BY BANK WIRE. Shares of the Fund may also be purchased by bank wire.
Bank wire purchases will be effected at the next determined public offering
price after the bank wire is received. A wire investment is considered received
when the Transfer Agent is notified that the bank wire has been credited to the
Fund. Prior telephonic or facsimile notice that a bank wire is being sent must
be provided to the Transfer Agent. A bank may charge a service fee for wiring
money to the Fund. The Transfer Agent currently does not charge a service fee
for facilitating wire purchases, but reserves the right to do so in the future.
For more information, please refer to the Shareholder Account Manual in this
Prospectus.
 
CERTIFICATES. Physical certificates representing the Fund's shares will not be
issued unless a written request is submitted to the Transfer Agent. Shares of
the Fund are recorded on a register by the Transfer Agent, and shareholders who
do not elect to receive certificates have the same rights of ownership as if
certificates had been issued to them. Redemptions and exchanges by shareholders
who hold certificates may take longer to effect than similar transactions
involving non-certificated shares because the physical delivery and processing
of properly executed certificates is required. ACCORDINGLY, THE FUND RECOMMENDS
THAT SHAREHOLDERS DO NOT REQUEST ISSUANCE OF CERTIFICATES.
 
PORTFOLIO REBALANCING PROGRAM. The Portfolio Rebalancing Program ("Program")
permits eligible shareholders to establish and maintain an allocation across a
range of AIM/GT Funds. The Program automatically rebalances holdings of AIM/ GT
Funds to the established allocation on a periodic basis. Under the Program, a
shareholder may predesignate, on a percentage basis, how the total value of his
or her holdings in a minimum of two, and a maximum of ten, AIM/GT Funds
("Personal Portfolio") is to be rebalanced on a monthly, quarterly, semiannual,
or annual basis.
 
Rebalancing under the Program will be effected through the exchange of shares of
one or more AIM/ GT Funds in the shareholders' Personal Portfolio for shares of
the same class of one or more other AIM/GT Funds in the shareholder's Personal
Portfolio. See "How to Make Exchanges." If shares of the AIM/GT Fund(s) in a
shareholder's Personal Portfolio have appreciated during a rebalancing period,
the Program will result in shares of AIM/GT Fund(s) that have appreciated most
during the period being exchanged for shares of AIM/GT Fund(s) that have
appreciated least. SUCH EXCHANGES ARE NOT TAX-FREE AND MAY RESULT IN A
SHAREHOLDER'S REALIZING A GAIN OR LOSS, AS THE CASE MAY BE, FOR FEDERAL INCOME
TAX PURPOSES. See "Dividends, Other Distributions and Federal Income Taxation."
Participation in the Program does not assure that a shareholder will profit from
purchases under the Program nor does it prevent or lessen losses in a declining
market.
 
The Program will automatically rebalance the shareholder's Personal Portfolio on
the 28th day of the last month of the period chosen (or the immediately
preceding business day if the 28th is not a business day), subject to any
limitations below. The Program will not execute an exchange if the variance in a
shareholder's Personal Portfolio for a particular Fund would be 2% or less. In
predesignating percentages, shareholders must use whole percentages and totals
must equal 100%. Shareholders participating in the Program may not request
issuance of physical certificates representing a Fund's shares. Exchanges made
under the Program are not subject to the four free exchanges per year
limitation. The Funds and AIM Distributors reserve the right to modify, suspend,
or terminate the Program at any time on 60 days' prior written notice to
shareholders. A request to participate in the Program must be received in good
order at least five business days prior to the next rebalancing date. Once a
shareholder establishes the Program for his or her Personal Portfolio, a
shareholder cannot cancel or change which rebalancing frequency, which Funds or
what allocation percentages are assigned to the Program, unless canceled or
changed in writing and received by the Transfer Agent in good order at least
five business days prior to the rebalancing date. Certain Financial Institutions
may charge a fee for establishing accounts relating to the Program. Investors
should contact their Financial Institution or AIM Distributors for more
information.
 
                               Prospectus Page 18
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                             HOW TO MAKE EXCHANGES
 
- --------------------------------------------------------------------------------
 
Advisor Class shares of the Fund may be exchanged for Advisor Class shares of
any other AIM/GT Fund, based on their respective net asset values without
imposition of any sales charges, provided that the registration remains
identical. Exchange requests received in good order by the Transfer Agent before
the close of regular trading on the NYSE on any Business Day will be processed
at the net asset value calculated on that day.
 
EXCHANGES ARE NOT TAX-FREE AND MAY RESULT IN A SHAREHOLDER REALIZING A GAIN OR
LOSS, AS THE CASE MAY BE, FOR FEDERAL INCOME TAX PURPOSES. See "Dividends, Other
Distributions and Federal Income Taxation." In addition to the Fund, the AIM/GT
Funds include the following:
 
  - AIM AMERICA VALUE FUND
  - AIM DOLLAR FUND
  - AIM EMERGING MARKETS FUND
  - AIM EUROPE GROWTH FUND
  - AIM GLOBAL CONSUMER PRODUCTS AND SERVICES FUND
  - AIM GLOBAL FINANCIAL SERVICES FUND
  - AIM GLOBAL GOVERNMENT INCOME FUND
  - AIM GLOBAL GROWTH & INCOME FUND
  - AIM GLOBAL HEALTH CARE FUND
  - AIM GLOBAL HIGH INCOME FUND
  - AIM GLOBAL INFRASTRUCTURE FUND
  - AIM GLOBAL RESOURCES FUND
  - AIM GLOBAL TELECOMMUNICATIONS FUND
  - AIM INTERNATIONAL GROWTH FUND
  - AIM JAPAN GROWTH FUND
  - AIM LATIN AMERICAN GROWTH FUND
  - AIM MID CAP GROWTH FUND
  - AIM NEW DIMENSION FUND
  - AIM NEW PACIFIC GROWTH FUND
  - AIM SMALL CAP EQUITY FUND
  - AIM STRATEGIC INCOME FUND
  - AIM WORLDWIDE GROWTH FUND
 
Investors in Wrap Fee Accounts and Advisory Accounts interested in making an
exchange should contact their Financial Advisers to request the prospectuses of
the other AIM/GT Fund(s) being considered. Other investors should contact AIM
Distributors. The terms of the exchange offer may be modified at any time, on 60
days' prior written notice.
 
EXCHANGES BY TELEPHONE. A shareholder may give exchange information to the
shareholder's Financial Adviser. Exchange orders will be accepted by telephone
provided that the exchange involves only uncertificated shares on deposit in the
shareholder's account or for which certificates previously have been deposited.
 
Shareholders automatically have telephone privileges to authorize exchanges. The
Fund, AIM Distributors and the Transfer Agent will not be liable for any loss or
damage for acting in good faith upon instructions received by telephone and
reasonably believed to be genuine. The Fund employs reasonable procedures to
confirm that instructions communicated by telephone are genuine prior to acting
upon instructions received by telephone, including requiring some form of
personal identification, providing written confirmation of such transactions,
and/or tape recording of telephone instructions.
 
LIMITATIONS ON PURCHASE ORDERS AND EXCHANGES. The AIM/GT Funds are not intended
to serve as vehicles for frequent trading in response to short-term fluctuations
in the market. Due to the disruptive effect that market-timing investment
strategies and excessive trading can have on efficient portfolio management,
each AIM/GT Fund and AIM Distributors reserve the right to refuse purchase
orders and exchanges by any person or group, if, in the Sub-adviser's judgment,
such person or group was following a market-timing strategy or was otherwise
engaging in excessive trading.
 
In addition, each AIM/GT Fund and AIM Distributors reserve the right to refuse
purchase orders and exchanges by any person or group if, in the Sub-adviser's
judgment, the Fund would not be able to invest the money effectively in
accordance with that Fund's investment objective and policies or would otherwise
potentially be adversely affected. Although an AIM/GT Fund will attempt to give
investors prior notice whenever it is reasonably able to do so, it may impose
the above restrictions at any time.
 
Finally, as described above, each AIM/GT Fund and AIM Distributors reserve the
right to reject any purchase order.
 
                               Prospectus Page 19
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                              HOW TO REDEEM SHARES
 
- --------------------------------------------------------------------------------
 
Fund shares may be redeemed at their net asset value and redemption proceeds
will be sent within seven days of the execution of a redemption request.
 
Redemption requests may be transmitted to the Transfer Agent by telephone or by
mail, in accordance with the instructions provided in the Shareholder Account
Manual. Redemptions will be effected at the net asset value next determined
after the Transfer Agent has received the request, provided that the request is
transmitted to the Transfer Agent prior to the time set for receipt of such
redemption requests. Redemptions will only be effected if the request is
received in good order and accompanied by any required supporting documentation.
Redemption requests will not require a signature guarantee if the redemption
proceeds are to be sent either: (i) to the redeeming shareholder at the
shareholder's address of record as maintained by the Transfer Agent, provided
the shareholder's address of record has not been changed within the preceding
fifteen days; or (ii) directly to a pre-designated bank, savings and loan or
credit union account ("Pre-Designated Account"). ALL OTHER REDEMPTION REQUESTS
MUST BE ACCOMPANIED BY A SIGNATURE GUARANTEE OF THE REDEEMING SHAREHOLDER'S
SIGNATURE. A signature guarantee can be obtained from any bank, U.S. trust
company, a member firm of a U.S. stock exchange or a foreign branch of any of
the foregoing or other eligible guarantor institutions. A notary public is not
an acceptable guarantor.
 
Shareholders with Pre-Designated Accounts should request that redemption
proceeds be sent either by bank wire or by check. The minimum redemption amount
for a bank wire is $500. Shareholders requesting a bank wire should allow two
business days from the time the redemption request is effected for the proceeds
to be deposited in the shareholder's Pre-Designated Account. See "How to Redeem
Shares -- Other Important Redemption Information." Shareholders may change their
Pre-Designated Accounts only by a letter of instruction to the Transfer Agent
containing all account signatures, each of which must be guaranteed. The
Transfer Agent currently does not charge a bank wire service fee for each wire
redemption sent but reserves the right to do so in the future. The shareholder's
bank may charge a bank wire service fee.
 
REDEMPTIONS BY TELEPHONE. Redemption requests may be made by telephone by
calling the Transfer Agent at the appropriate toll free number provided in the
Shareholder Account Manual. Shareholders who hold certificates for shares may
not redeem by telephone. REDEMPTION REQUESTS MAY NOT BE MADE BY TELEPHONE FOR
FIFTEEN DAYS FOLLOWING ANY CHANGE OF THE SHAREHOLDER'S ADDRESS OF RECORD.
 
Shareholders automatically have telephone privileges to authorize redemptions.
The Fund, AIM Distributors and the Transfer Agent shall not be liable for any
loss or damage for acting in good faith upon instructions received by telephone
and reasonably believed to be genuine. The Fund employs reasonable procedures to
confirm that instructions communicated by telephone are genuine prior to acting
upon instructions received by telephone, including requiring some form of
personal identification, providing written confirmation of such transactions,
and/or tape recording of telephone instructions.
 
REDEMPTIONS BY MAIL. Redemption requests should be mailed directly to the
Transfer Agent at the appropriate address provided in the Shareholder Account
Manual. As discussed above, requests for payment of redemption proceeds to a
party other than the shareholder of record and/or requests that redemption
proceeds be mailed to an address other than the shareholder's address of record
require a signature guarantee. In addition, if the shareholder's address of
record has been changed within the preceding fifteen days, a signature guarantee
is required. Redemptions of shares for which certificates have been issued must
be accompanied by properly endorsed share certificates.
 
OTHER IMPORTANT REDEMPTION INFORMATION. A request for redemption will not be
processed until all of the necessary documentation has been received in good
order. A shareholder in a Wrap Fee Account or Advisory Account who is in doubt
as to
 
                               Prospectus Page 20
<PAGE>
                          AIM DEVELOPING MARKETS FUND
what documents are required should contact his Financial Adviser or the Transfer
Agent.
 
Except in extraordinary circumstances and as permitted under the 1940 Act,
payment for shares redeemed by telephone or in writing will be made promptly
after receipt of a redemption request, if in good order, but not later than
seven days after the date the request is executed. Requests for redemption which
are subject to any special conditions or which specify a future or past
effective date cannot be accepted.
 
If the Transfer Agent is requested to redeem shares for which the Fund has not
yet received good payment, the Fund may delay payment of redemption proceeds
until the Transfer Agent has assured itself that good payment has been collected
for the purchase of the shares. In the case of purchases by check it can take up
to 10 business days to confirm that the check has cleared and good payment has
been received. Redemption proceeds will not be delayed when shares have been
paid for by wire or when the investor's account holds a sufficient number of
shares for which funds already have been collected.
 
AIM Distributors reserves the right to redeem the shares of any Advisory Account
or Wrap Fee Account if the amount invested in AIM/GT Funds through such account
is reduced to less than $500 through redemptions or other action by the
shareholder. Written notice will be given to the shareholder at least 60 days
prior to the date fixed for such redemption, during which time the shareholder
may increase the amount invested in AIM/ GT Funds through such account to an
aggregate amount of $500 or more.
 
For more information on how to redeem Fund shares, see the Shareholder Account
Manual in this Prospectus, or contact your Financial Adviser.
 
                               Prospectus Page 21
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                           SHAREHOLDER ACCOUNT MANUAL
 
- --------------------------------------------------------------------------------
 
Purchase, exchange and redemption orders should be placed in accordance with
this Manual. It is recommended that investors in Wrap Fee Accounts and Advisory
Accounts make such orders through their Financial Adviser. INVESTORS SHOULD
REFERENCE "ADVISOR CLASS" IN ALL INSTRUCTIONS PROVIDED. See "How to Invest,"
"How to Make Exchanges," "How to Redeem Shares" and "Dividends, Other
Distributions and Federal Income Taxation" for more information.
 
The Fund's Transfer Agent is GT GLOBAL INVESTOR SERVICES, INC.
 
INVESTMENTS BY MAIL
 
Send completed Account Application (if initial purchase) or letter stating Fund
name, class of shares, shareholder's registered name and account number (if
subsequent purchase) with a check to:
 
    AIM/GT Funds
    P.O. Box 7345
    San Francisco, CA 94120-7345
 
INVESTMENTS BY BANK WIRE
 
A new account may be opened by calling 1-800-223-2138 to obtain an account
number. WITHIN SEVEN DAYS OF PURCHASE A COMPLETED ACCOUNT APPLICATION CONTAINING
THE INVESTOR'S CERTIFIED TAXPAYER IDENTIFICATION NUMBER MUST BE SENT TO THE
ADDRESS PROVIDED ABOVE UNDER "INVESTMENTS BY MAIL." Wire instructions must state
Fund name, class of shares, shareholder's registered name and account number.
Bank wires should be sent through the Federal Reserve Bank Wire System to:
 
    WELLS FARGO BANK N.A.
    ABA 121000248
    Attn: GT GLOBAL
         Account No. 4023-050701
 
EXCHANGES BY TELEPHONE
 
Call the Transfer Agent at 1-800-223-2138.
 
EXCHANGES BY MAIL
 
Send complete instructions, including name of Fund exchanging from, class of
shares, amount of exchange, name of the AIM/GT Fund exchanging into,
shareholder's registered name and account number, to:
 
    AIM/GT Funds
    P.O. Box 7893
    San Francisco, CA 94120-7893
 
REDEMPTIONS BY TELEPHONE
 
Call the Transfer Agent at 1-800-223-2138.
 
REDEMPTIONS BY MAIL
 
Send complete instructions, including name of Fund, class of shares, amount of
redemption, shareholder's registered name and account number, to:
 
    AIM/GT Funds
    P.O. Box 7893
    San Francisco, CA 94120-7893
 
OVERNIGHT MAIL
 
Overnight mail services do not deliver to post office boxes. To send purchase,
exchange or redemption orders by overnight mail, follow the above instructions
but send to the following:
 
    GT Global Investor Services, Inc.
    California Plaza
    2121 N. California Boulevard
    Suite 450
    Walnut Creek, CA 94596
 
ADDITIONAL QUESTIONS
 
Shareholders with additional questions regarding purchase, exchange and
redemption procedures may call the Transfer Agent at 1-800-223-2138.
 
                               Prospectus Page 22
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                         CALCULATION OF NET ASSET VALUE
 
- --------------------------------------------------------------------------------
 
The Fund calculates its net asset value as of the close of regular trading on
the NYSE (currently 4:00 p.m. Eastern Time, unless weather, equipment failure or
other factors contribute to an earlier closing time) each Business Day. The
Fund's net asset value per share is computed by determining the value of its
total assets (the securities it holds plus any cash or other assets, including
dividends and interest accrued but not yet received), subtracting all of its
liabilities (including accrued expenses), and dividing the result by the total
number of shares outstanding. Net asset value is determined separately for each
class of the Fund's shares.
 
Equity securities are valued at the last sale price on the exchange or in the
over-the-counter market in which the securities are primarily traded, as of the
close of business on the day the securities are being valued or, lacking any
sales, at the last available bid price. Long-term obligations are valued at the
mean of representative quoted bid and asked prices for the securities or, if
such prices are not available, at prices for securities of comparable maturity,
quality and type; however, when the Sub-adviser deems it appropriate, prices
obtained from a bond pricing service will be used. Short-term debt investments
are amortized to maturity based on their cost, adjusted for foreign exchange
translation and market fluctuations, provided such valuations represent fair
value. When market quotations for futures and options positions held by the Fund
are readily available, those positions are valued based upon such quotations.
 
Securities and other assets for which market quotations are not readily
available are valued at fair value determined in good faith by or under the
direction of the Company's Board of Directors. Securities and other assets
quoted in foreign currencies are valued in U.S. dollars based on the prevailing
exchange rates on that day.
 
The Fund's portfolio securities, from time to time, may be listed primarily on
foreign exchanges or over-the-counter dealer markets that trade on days when the
NYSE is closed (such as a Saturday). As a result, the net asset value of the
Fund may be significantly affected by such trading on days when shareholders
cannot purchase or redeem shares of the Fund.
 
- --------------------------------------------------------------------------------
 
                         DIVIDENDS, OTHER DISTRIBUTIONS
                          AND FEDERAL INCOME TAXATION
 
- --------------------------------------------------------------------------------
 
DIVIDENDS AND OTHER DISTRIBUTIONS. The Fund annually declares and pays as a
dividend all of its net investment income, if any, which includes dividends,
accrued interest and earned discount (including both original issue and market
discounts) less applicable expenses. The Fund also annually distributes
substantially all of its realized net capital gains and net gains from foreign
currency transactions, if any. The Fund may make an additional dividend or other
distribution each year if necessary to avoid a 4% excise tax on certain
undistributed income and gain.
 
Dividends and other distributions paid by the Fund with respect to all classes
of its shares are calculated in the same manner and at the same time. The per
share income dividends on Advisor Class shares will be higher than the per share
income dividends on other classes of the Fund's shares as a result of the
service and distribution fees applicable to those other shares. SHAREHOLDERS MAY
ELECT:
 
/ / to have all dividends and other distributions automatically reinvested in
    additional Advisor Class shares of the Fund (or other AIM/GT Funds); or
 
/ / to receive dividends in cash and have other distributions automatically
    reinvested in additional Advisor Class shares of the Fund (or other AIM/ GT
    Funds); or
 
                               Prospectus Page 23
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
/ / to receive other distributions in cash and have dividends automatically
    reinvested in additional Advisor Class shares of the Fund (or other AIM/ GT
    Funds); or
 
/ / to receive dividends and other distributions in cash.
 
Automatic reinvestments in additional Advisor Class shares are made at net asset
value without imposition of a sales charge. IF NO ELECTION IS MADE BY A
SHAREHOLDER, ALL DIVIDENDS AND OTHER DISTRIBUTIONS WILL BE AUTOMATICALLY
REINVESTED IN ADDITIONAL ADVISOR CLASS SHARES OF THE FUND. Reinvestments in
another AIM/GT Fund may only be directed to an account with the identical
shareholder registration and account number. These elections may be changed by a
shareholder at any time; to be effective with respect to a distribution, the
shareholder or the shareholder's broker must contact the Transfer Agent by mail
or telephone at least 15 Business Days prior to the payment date. THE FEDERAL
INCOME TAX CONSEQUENCES OF DIVIDENDS AND OTHER DISTRIBUTIONS ARE THE SAME
WHETHER THEY ARE RECEIVED IN CASH OR REINVESTED IN ADDITIONAL SHARES.
 
Any dividend or other distribution paid by the Fund has the effect of reducing
the net asset value per share on the ex-distribution date by the amount thereof.
Therefore, a dividend or other distribution paid shortly after a purchase of
shares would represent, in substance, a return of capital to the shareholder (to
the extent the distribution is paid on the shares so purchased), even though
subject to income tax, as discussed below.
 
TAXES. The Fund intends to continue to qualify for treatment as a regulated
investment company under the Code. In each taxable year that the Fund so
qualifies, the Fund (but not its shareholders) will be relieved of federal
income tax on that part of its investment company taxable income (consisting
generally of net investment income, net gains from certain foreign currency
transactions and net short-term capital gain) and net capital gain (i.e., the
excess of net long-term capital gain over net short-term capital loss) that it
distributes to its shareholders.
 
Dividends from the Fund's investment company taxable income (whether paid in
cash or reinvested in additional shares) are taxable to its shareholders as
ordinary income to the extent of its earnings and profits. Distributions of the
Fund's net capital gain, when designated as such, are taxable to its
shareholders as long-term capital gains, regardless of how long they have held
their Fund shares and whether paid in cash or reinvested in additional shares.
Under the Taxpayer Relief Act of 1997, different maximum tax rates apply to a
noncorporate taxpayer's net capital gain depending on the taxpayer's holding
period and marginal rate of federal income tax -- generally, 28% for gain
recognized on securities held for more than one year but not more than 18 months
and 20% (10% for taxpayers in the 15% marginal tax bracket) for gain recognized
on securities held for more than 18 months. The Fund may divide each net capital
gain distribution into a 28% rate gain distribution and a 20% rate gain
distribution (in accordance with the Fund's holding periods for the securities
it sold that generated the distributed gain), in which event its shareholders
must treat those portions accordingly.
 
The Fund provides federal tax information to its shareholders annually,
including information about dividends and capital gain distributions paid during
the preceding year and, under certain circumstances, the shareholders'
respective shares of any foreign taxes paid (directly or indirectly) by the
Fund, in which event each shareholder would be required to include in his or her
gross income his or her pro rata share of those taxes but might be entitled to
claim a credit or deduction for them. The information regarding capital gain
distributions designates the portions thereof subject to the different maximum
rates of tax applicable to noncorporate taxpayers' net capital gain indicated
above.
 
The Fund must withhold 31% from dividends, capital gain distributions and
redemption proceeds payable to any individuals and certain other noncorporate
shareholders who have not furnished to the Fund a correct taxpayer
identification number or a properly completed claim for exemption on Form W-8 or
W-9. Withholding at that rate also is required from dividends and capital gain
distributions payable to such shareholders who otherwise are subject to backup
withholding. Fund accounts opened via a bank wire purchase (see "How to Invest
- -- Purchases Through the Distributor") are considered to have uncertified
taxpayer identification numbers unless a completed Form W-8 or W-9 or Account
Application is received by the Transfer Agent within seven days after the
purchase. A shareholder should contact the Transfer Agent if the shareholder is
uncertain whether a proper taxpayer identification number is on file with the
Fund.
 
                               Prospectus Page 24
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
A redemption of the Fund shares may result in taxable gain or loss to the
redeeming shareholder, depending upon whether the redemption proceeds are more
or less than the shareholder's adjusted basis for the redeemed shares. An
exchange of Fund shares for shares of another mutual fund generally will have
similar tax consequences. In addition, if Fund shares are purchased within 30
days before or after redeeming other Fund shares (regardless of class) at a
loss, all or a part of the loss will not be deductible and instead will increase
the basis of the newly purchased shares.
 
The foregoing is only a summary of some of the important federal tax
considerations generally affecting the Fund and its shareholders. See "Taxes" in
the Statement of Additional Information for a further discussion. There may be
other federal, state, local or foreign tax considerations applicable to a
particular investor. Prospective investors therefore are urged to consult their
tax advisers.
 
- --------------------------------------------------------------------------------
 
                                   MANAGEMENT
 
- --------------------------------------------------------------------------------
 
The Company's Board of Directors has overall responsibility for the operation of
the Fund. The Company's Board of Directors has approved all significant
agreements between the Company on the one side and persons or companies
furnishing services to the Fund on the other, including the investment advisory
and administrative services agreement with AIM, the investment sub-advisory and
sub-administration agreement with the Sub-adviser, the agreements with AIM
Distributors regarding distribution of the Fund's shares, the custody agreement
with State Street Bank and Trust Company and the transfer agency agreement with
GT Global Investor Services, Inc. The day-to-day operations of the Fund are
delegated to the officers of the Company, subject always to the objective and
policies of the Fund and to the general supervision of the Company's Board of
Directors. See "Directors and Executive Officers" in the Statement of Additional
Information for information on the Company's Directors.
 
INVESTMENT MANAGEMENT AND ADMINISTRATION. Services provided by AIM and the
Sub-adviser as the Fund's investment managers and administrators include
determining the composition of the Fund's portfolio and placing orders to buy,
sell or hold particular securities; furnishing corporate officers and clerical
staff; providing office space, services and equipment; and supervising all
matters relating to the Fund's operation. For these services, the Fund pays AIM
investment management and administration fees, computed daily and paid monthly,
based on its average daily net assets, at the annualized rate of .975% on the
first $500 million, .95% on the next $500 million, .925% on the next $500
million and .90% on amounts thereafter. Out of the aggregate fees payable by the
Fund, AIM pays the Sub-adviser sub-advisory and sub-administration fees equal to
40% of the aggregate fees AIM receives from the Fund. The investment management
and administration fees paid by the Fund are higher than those paid by most
mutual funds. AIM has undertaken to limit the Fund's expenses (exclusive of
brokerage commissions, taxes, interest and extraordinary expenses) to the annual
rate of 1.50% of the average daily net assets of the Fund's Advisor Class
shares.
 
The Sub-adviser also serves as the Fund's pricing and accounting agent. For
these services the Sub-adviser receives a fee at an annual rate derived by
applying 0.03% to the first $5 billion of assets of the AIM/GT Funds and 0.02%
to the assets in excess of $5 billion, and allocating the result according to
the Fund's average daily net assets.
 
AIM, 11 Greenway Plaza, Suite 100, Houston, Texas 77046, serves as the
investment adviser to the Fund pursuant to a master investment advisory
agreement, dated as of May 29, 1998 (the "Advisory Agreement"). AIM was
organized in 1976 and, together with its subsidiaries, manages or advises
approximately 90 investment company portfolios encompassing a broad range of
investment objectives. The Sub-adviser, INVESCO (NY), Inc., 50 California
Street, 27th Floor, San Francisco, California 94111, and 1166 Avenue of the
Americas, New York, New York 10036, serves as the sub-adviser to the Fund
pursuant to an investment sub-advisory agreement dated as of May 29, 1998. Prior
to May 29, 1998, the Sub-adviser was known as
 
                               Prospectus Page 25
<PAGE>
                          AIM DEVELOPING MARKETS FUND
Chancellor LGT Asset Management, Inc. On May 29, 1998, Liechtenstein Global
Trust AG ("LGT"), the former indirect parent organization of the Sub-adviser,
consummated a purchase agreement with AMVESCAP PLC pursuant to which AMVESCAP
PLC acquired LGT's Asset Management Division, which included the Sub-adviser and
certain other affiliates. As a result of this transaction, the Sub-adviser is
now an indirect wholly owned subsidiary of AMVESCAP PLC. Prior to the sale, the
Sub-adviser and its worldwide asset management affiliates provided investment
management and/or administrative services to institutional, corporate and
individual clients around the world since 1969.
 
AIM and the Sub-adviser and their worldwide asset management affiliates provide
investment management and/or administrative services to institutional, corporate
and individual clients around the world. AIM and the Sub-adviser are both
indirect wholly owned subsidiaries of AMVESCAP PLC. AMVESCAP PLC and its
subsidiaries are an independent investment management group that has a
significant presence in the institutional and retail segment of the investment
management industry in North America and Europe, and a growing presence in Asia.
 
In addition to the investment resources of their Houston, San Francisco and New
York offices, AIM and the Sub-adviser draw upon the expertise, personnel, data
and systems of other offices, including investment offices in Atlanta, Boston,
Dallas, Denver, Louisville, Miami, Portland (Oregon), Frankfurt, Hong Kong,
London, Singapore, Sydney, Tokyo and Toronto. In managing the Fund, the
Sub-adviser employs a team approach, taking advantage of its investment
resources around the world.
 
The investment professionals primarily responsible for the portfolio management
of the Fund are as follows:
 
<TABLE>
<CAPTION>
                                 RESPONSIBILITIES                             BUSINESS EXPERIENCE
       NAME/OFFICE                 FOR THE FUND                                 PAST FIVE YEARS
- --------------------------  --------------------------  ---------------------------------------------------------------
<S>                         <C>                         <C>
Allan Conway                Portfolio Manager since     Head of Global Emerging Market Equities for the Sub- adviser
 London                      1997                        and INVESCO GT Asset Management PLC (London) ("GT Asset
                                                         Management"), an affiliate of the Sub-adviser, since January
                                                         1997. Director of International Equities at Hermes Investment
                                                         Management from 1992 to 1997. Portfolio Manager, Head of
                                                         Overseas Equities at Provident Mutual from 1982 to 1992.
 
Mark Thorogood              Portfolio Manager since     Portfolio Manager for the Sub-adviser and GT Asset Management
 London                      1997                        since May 1997. Proprietary Trader for ING-Barings (Hong Kong)
                                                         from 1994 to 1997. Analyst and Portfolio Manager for Provident
                                                         Mutual from 1987 to 1994.
Cheng-Hock Lau              Portfolio Manager since     Chief Investment Officer for Global Fixed Income for the
 New York                    1997                        Sub-adviser since October 1996. Senior Portfolio Manager for
                                                         Global/International Fixed Income for the Sub-adviser from
                                                         July 1995 to October 1996. Employed by Chancellor Capital
                                                         Management, Inc. ("Chancellor Capital"), a predecessor of the
                                                         Sub-adviser, from 1995 to October 1996. Senior Vice President
                                                         and Senior Portfolio Manager for Fiduciary Trust Company
                                                         International from 1993 to 1995. Vice President at Bankers
                                                         Trust Company from 1991 to 1993.
</TABLE>
 
                               Prospectus Page 26
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
In placing securities orders for the Fund's portfolio transactions, the
Sub-adviser seeks to obtain the best net results. Consistent with its obligation
to obtain the best net results, the Sub-adviser may consider a broker/dealer's
sale of shares of the AIM Funds as a factor in considering through whom
portfolio transactions will be effected. Brokerage transactions may be executed
through affiliates of AIM or the Sub-adviser. High portfolio turnover (over
100%) involves correspondingly greater brokerage commissions and other
transaction costs that the Fund will bear directly and could result in the
realization of net capital gains which would be taxable when distributed to
shareholders.
 
DISTRIBUTION OF FUND SHARES. AIM Distributors is the distributor of the Fund's
Advisor Class shares. AIM Distributors is a wholly owned subsidiary of AIM. The
address of AIM Distributors is P.O. Box 4739, Houston, Texas 77210-4739.
 
The Sub-adviser or an affiliate thereof may make ongoing payments to Financial
Advisers and others that facilitate the administration and servicing of Advisor
Class shareholder accounts.
 
The Fund reserves the right to suspend the offering of its shares upon the
advice of the Sub-adviser that doing so is in the best interest of the portfolio
management process.
 
The Glass-Steagall Act and other applicable laws, among other things, generally
prohibit federally chartered or supervised banks from engaging in the business
of underwriting or distributing securities. Accordingly, AIM Distributors
intends to engage banks (if at all) only to perform administrative and
shareholder servicing functions. Banks and broker/dealer affiliates of banks may
also execute dealer agreements with AIM Distributors for the purpose of selling
shares of the Fund. If a bank were prohibited from so acting, its shareholder
clients would be permitted to remain shareholders, and alternative means for
continuing the servicing of such shareholders would be sought. It is not
expected that shareholders would suffer any adverse financial consequences as a
result of any of these occurrences.
 
- --------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- --------------------------------------------------------------------------------
 
CONFIRMATIONS AND REPORTS TO SHAREHOLDERS. Each time a transaction is made that
affects a shareholder's account in the Fund, the shareholder will receive from
the Transfer Agent a confirmation statement reflecting the transaction.
Confirmations for transactions effected pursuant to the Fund's automatic
dividend reinvestment program may be provided quarterly. Shortly after the end
of the Fund's fiscal year on October 31 and fiscal half-year on April 30 of each
year, shareholders receive an annual and semiannual report, respectively. In
addition, the federal income tax status of distributions made by the Fund to
shareholders is reported after the end of each calendar year on Form 1099-DIV.
Under certain circumstances, duplicate mailings of the foregoing reports to the
same household may be consolidated.
 
ORGANIZATION OF THE COMPANY. The Company was organized as a Maryland corporation
on October 29, 1987. Prior to May 29, 1998, the Company operated under the name
G.T. Investment Funds, Inc. From time to time, the Company has established and
may continue to establish other funds, each corresponding to a distinct
investment portfolio and a distinct series of the Company's shares. Shares of
the Fund are entitled to one vote per share (with proportional voting for
fractional shares) and are freely transferable. Shareholders have no preemptive
or conversion rights.
 
On any matter submitted to a vote of shareholders, shares of the Fund will be
voted by the Fund's shareholders individually when the matter affects the
specific interest of the Fund only, such as approval of its investment
management arrangements. In addition, shares of a particular class of the Fund
may vote on matters affecting only that Class. The shares of the Fund and the
Company's other funds will be voted in the aggregate on other matters, such as
the election of Directors and ratification of the selection of the Company's
independent accountants.
 
Normally there will be no annual meeting of shareholders in any year, except as
required under the 1940 Act. The Company would be required to
 
                               Prospectus Page 27
<PAGE>
                          AIM DEVELOPING MARKETS FUND
hold a shareholders' meeting in the event that at any time less than a majority
of the Directors holding office had been elected by shareholders. Directors
shall continue to hold office until their successors are elected and have
qualified. Shares of the Company's funds do not have cumulative voting rights,
which means that the holders of a majority of the shares voting for the election
of Directors can elect all the Directors. A Director may be removed upon a
majority vote of the shareholders qualified to vote in the election.
Shareholders holding 10% of the Company's outstanding voting securities may call
a meeting of shareholders for the purpose of voting upon the question of removal
of any Director or for any other purpose. The 1940 Act requires the Company to
assist shareholders in calling such a meeting.
 
The Fund offers Advisor Class shares through this prospectus to certain
investors. The Fund also offers Class A shares and Class B shares to investors
through a separate prospectus. Each class of shares will experience different
net asset values and dividends as a result of different expenses borne by each
class of shares. The per share net asset value and dividends of the Advisor
Class shares of the Fund generally will be higher than that of the Class A and B
shares of the Fund because of the higher expenses borne by the Class A and B
shares. The per share dividends on Advisor Class shares of the Fund will
generally be higher than the per share dividends on Class A and B shares of the
Fund as a result of the service and distribution fees applicable with respect to
Class A and B shares. Consequently, during comparable periods, the Fund expects
that the total return on an investment in shares of the Advisor Class will be
higher than the total return on Class A or Class B shares.
 
Pursuant to the Company's Articles of Incorporation, it may issue six billion
shares. Of this number, 300 million shares have been classified as shares of the
Fund; 100 million shares have been classified as Class A shares, 100 million
shares have been classified as Class B shares, and 100 million shares have been
classified as Advisor Class shares. These amounts may be increased from time to
time in the discretion of the Board of Directors. Each share of the Fund
represents an interest in the Fund only, has a par value of $0.0001 per share,
represents an equal proportionate interest in the Fund with other shares of the
Fund and is entitled to such dividends and other distributions out of the income
earned and gain realized on the assets belonging to the Fund as may be declared
at the discretion of the Board of Directors. Each Class A, Class B and Advisor
Class share of the Fund is equal in earnings, assets and voting privileges,
except as noted above, and each class bears the expenses, if any, related to the
distribution of its shares. Shares of the Fund, when issued, are fully paid and
nonassessable.
 
Shareholders have been asked to vote on the reorganization of the Company into a
Delaware business trust. If approved by shareholders, it is anticipated that the
reorganization would occur prior to October 1, 1998.
 
SHAREHOLDER INQUIRIES. Shareholder inquiries may be made by calling the Fund
toll-free at (800) 223-2138 or by writing to the Fund at P.O. Box 7893, San
Francisco, CA 94120-7893.
 
PERFORMANCE INFORMATION. The Fund, from time to time, may include information on
its investment results and/or comparisons of its investment results to various
unmanaged indices or results of other mutual funds or groups of mutual funds in
advertisements, sales literature or reports furnished to present or prospective
shareholders.
 
In such materials, the Fund may quote its average annual total return
("Standardized Return"). Standardized Return is calculated separately for each
class of shares of the Fund. Standardized Return shows percentage rates
reflecting the average annual change in the value of an assumed investment in
the Fund at the end of one-, five- and ten-year periods, reduced by the maximum
applicable sales charge imposed on sales of Fund shares. If a one-, five- and/or
ten-year period has not yet elapsed, data will be provided as of the end of a
shorter period corresponding to the life of the Fund. Standardized Return
assumes reinvestment of all dividends and other distributions.
 
In addition, in order to more completely represent the Fund's performance or
more accurately compare such performance to other measures of investment return,
the Fund also may include in advertisements, sales literature and shareholder
reports other total return performance data ("Non-Standardized Return").
Non-Standardized return reflects percentage rates of return encompassing all
elements of total return (e.g., income and capital appreciation or
depreciation); it assumes reinvestment of all dividends and other distributions.
Non-Standardized Return may be quoted for the same or different periods as those
for which Standardized Return is quoted; it may consist of an aggregate or
average annual percentage rate of return, actual year-by-year rates or any
combination thereof. Non-Standardized Return may or may not
 
                               Prospectus Page 28
<PAGE>
                          AIM DEVELOPING MARKETS FUND
take sales charges into account; performance data calculated without taking the
effect of sales charges into account will be higher than data including the
effect of such charges.
 
The Fund's performance data reflects past performance and is not necessarily
indicative of future results. The Fund's investment results will vary from time
to time depending upon market conditions, the composition of its portfolio and
its operating expenses. These factors and possible differences in calculation
methods should be considered when comparing the Fund's investment results with
those published for other investment companies, other investment vehicles and
unmanaged indices. The Fund's results also should be considered relative to the
risks associated with its investment objective and policies. See "Investment
Results" in the Statement of Additional Information.
 
The Fund's annual report contains additional information with respect to its
performance. The annual report is available to investors upon request and free
of charge.
 
YEAR 2000 COMPLIANCE PROJECT. In providing services to the Fund, AIM, AIM
Distributors, the Transfer Agent and the Sub-adviser rely on internal computer
systems as well as external computer systems provided by third parties. Some of
these systems were not originally designed to distinguish between the year 1900
and the year 2000. This inability, if not corrected, could adversely affect the
services AIM, AIM Distributors, the Transfer Agent and the Sub-adviser and
others provide the Fund and its shareholders.
 
To address this important issue, AIM, AIM Distributors, the Transfer Agent and
the Sub-adviser have undertaken a comprehensive Year 2000 Compliance Project
(the "Project"). The Project consists of four phases: (i) inventorying every
software and hardware system in use at AIM, AIM Distributors, the Transfer Agent
and the Sub-adviser, as well as remote, third-party systems on which AIM, AIM
Distributors, the Transfer Agent and the Sub-adviser rely; (ii) identifying
those systems that may not function properly after December 31, 1999; (iii)
correcting or replacing those systems that have been so identified; and (iv)
testing the processing of Fund data in all systems. Phase (i) has been
completed; phase (ii) is substantially completed; phase (iii) has commenced; and
phase (iv) is expected to commence during the third quarter of 1998. The Project
is scheduled to be completed by December 31, 1998. Following completion of the
Project, AIM, AIM Distributors and the Sub-adviser will review any systems
subsequently acquired to confirm that they are year 2000 compliant.
 
TRANSFER AGENT. Shareholder servicing, reporting and general transfer agent
functions for the Fund are performed by GT Global Investor Services, Inc. The
Transfer Agent is an affiliate of the Sub-adviser and AIM and maintains its
offices at California Plaza, 2121 North California Boulevard, Suite 450, Walnut
Creek, CA 94596.
 
CUSTODIAN. State Street Bank and Trust Company, 225 Franklin Street, Boston, MA
02110 is custodian of the Fund's assets.
 
COUNSEL. The law firm of Kirkpatrick & Lockhart LLP, 1800 Massachusetts Avenue,
N.W., Washington, D.C. 20036-1800, acts as counsel to the Company and the Fund.
Kirkpatrick & Lockhart LLP also acts as counsel to the Sub-adviser and the
Transfer Agent in connection with other matters.
 
INDEPENDENT ACCOUNTANTS. The Company's and the Fund's independent accountants
are Coopers & Lybrand L.L.P., One Post Office Square, Boston, MA 02109. Coopers
& Lybrand L.L.P. conducts an annual audit of the Fund, assists in the
preparation of the Fund's federal and state income tax returns and consults with
the Company and the Fund as to matters of accounting, regulatory filings, and
federal and state income taxation.
 
MULTIPLE TRANSLATIONS OF THE PROSPECTUS. This Prospectus may be translated into
other languages. In the event of any inconsistency or ambiguity as to the
meaning of any word or phrase contained in a translation, the English text shall
prevail.
 
                               Prospectus Page 29
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                                     NOTES
 
- --------------------------------------------------------------------------------
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                                  AIM/GT FUNDS
 
  AIM DISTRIBUTORS OFFERS A BROAD RANGE OF FUNDS TO COMPLEMENT MANY INVESTORS'
  PORTFOLIOS. FOR MORE INFORMATION AND A PROSPECTUS ON ANY OF THE FUNDS LISTED
  BELOW,  INCLUDING FEES, EXPENSES AND THE RISKS OF GLOBAL AND EMERGING MARKET
  INVESTING AND  THE RISKS  OF  INVESTING IN  A CONCENTRATION  OF  INDUSTRIES,
  PLEASE CONTACT YOUR FINANCIAL ADVISER OR CALL 1-800-824-1580.
 
GROWTH FUNDS
 
/ / GLOBALLY DIVERSIFIED FUNDS
 
AIM NEW DIMENSION FUND
Captures global growth opportunities by investing directly in the six global
theme funds
 
AIM WORLDWIDE GROWTH FUND
Invests around the world, including the U.S.
 
AIM INTERNATIONAL GROWTH FUND
Provides portfolio diversity by investing outside
the U.S.
 
AIM EMERGING MARKETS FUND
Gives access to the growth potential of developing economies
 
AIM DEVELOPING MARKETS FUND
Invests in debt and equity securities of developing market issuers
 
/ / GLOBAL THEME FUNDS
 
AIM GLOBAL CONSUMER PRODUCTS AND
SERVICES FUND
Invests in companies that manufacture, market, retail, or distribute consumer
products or services
 
AIM GLOBAL FINANCIAL SERVICES FUND
Focuses on the worldwide opportunities from the demand for financial services
and products
 
AIM GLOBAL HEALTH CARE FUND
Invests in growing health care industries worldwide
 
AIM GLOBAL INFRASTRUCTURE FUND
Seeks companies that build, improve or maintain a country's infrastructure
 
AIM GLOBAL RESOURCES FUND
Concentrates on companies that own, explore or develop natural resources
 
AIM GLOBAL TELECOMMUNICATIONS FUND
Invests in companies worldwide that develop, manufacture or sell
telecommunications services or equipment
 
/ / REGIONALLY DIVERSIFIED FUNDS
 
AIM NEW PACIFIC GROWTH FUND
Offers access to the emerging and established markets of the Pacific Rim,
excluding Japan
 
AIM EUROPE GROWTH FUND
Focuses on investment opportunities in Europe
 
AIM LATIN AMERICAN GROWTH FUND
Invests in the emerging markets of Latin America
 
/ / SINGLE COUNTRY FUNDS
 
AIM SMALL CAP EQUITY FUND
Invests in equity securities of small U.S. companies
 
AIM MID CAP GROWTH FUND
Concentrates on medium-sized companies in the U.S.
 
AIM AMERICA VALUE FUND
Concentrates on equity securities of large cap U.S. companies believed to be
undervalued
 
AIM JAPAN GROWTH FUND
Provides U.S. investors with direct access to the Japanese market
 
GROWTH AND INCOME FUND
 
AIM GLOBAL GROWTH & INCOME FUND
Invests in blue-chip stocks and government bonds from around the world
 
INCOME FUNDS
 
AIM GLOBAL GOVERNMENT INCOME FUND
Earns monthly income from global government securities
 
AIM STRATEGIC INCOME FUND
Allocates its assets among debt securities from the U.S., developed foreign
countries and emerging markets
 
AIM GLOBAL HIGH INCOME FUND
Invests in debt securities in emerging markets
 
AIM FLOATING RATE FUND
Invests primarily in senior secured floating rate loans that have the potential
to achieve a high level of current income
 
MONEY MARKET FUND
 
AIM DOLLAR FUND
Invests in high quality, U.S. dollar-denominated money market securities
worldwide for stability and preservation of capital
 
                                     [LOGO]
 
  NO  DEALER, SALES REPRESENTATIVE OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE
  ANY INFORMATION  OR  TO  MAKE  ANY  REPRESENTATION  NOT  CONTAINED  IN  THIS
  PROSPECTUS  AND, IF GIVEN  OR MADE, SUCH  INFORMATION OR REPRESENTATION MUST
  NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY AIM INVESTMENT FUNDS,  INC.,
  AIM  DEVELOPING MARKETS FUND,  A I M  ADVISORS, INC., INVESCO  (NY), INC. OR
  A I M  DISTRIBUTORS, INC. THIS  PROSPECTUS DOES NOT  CONSTITUTE AN OFFER  TO
  SELL  OR SOLICITATION  OF ANY  OFFER TO  BUY ANY  OF THE  SECURITIES OFFERED
  HEREBY IN ANY JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH
  OFFER IN SUCH JURISDICTION.
 
                                                                   DVM-PRO-2
<PAGE>
   
                          AIM DEVELOPING MARKETS FUND:
                                 ADVISOR CLASS
    
 
   
                        50 California Street, 27th Floor
                            San Francisco, CA 94111
                                 (415) 392-6181
                           Toll Free: (800) 824-1580
    
 
                      Statement of Additional Information
                                  June 1, 1998
 
- --------------------------------------------------------------------------------
 
   
This  Statement of Additional Information relates to the Advisor Class shares of
AIM Developing Markets Fund (the "Fund").  The Fund is a non-diversified  series
of  AIM Investment Funds, Inc. (the "Company"), a registered open-end management
investment company.  On  October 31,  1997,  the  Fund, which  had  no  previous
operating  history,  acquired the  assets and  assumed  the liabilities  of G.T.
Global Developing  Markets Fund,  Inc. (the  "Predecessor Fund"),  a  closed-end
investment  company. This  Statement of Additional  Information, which  is not a
prospectus, supplements  and  should be  read  in conjunction  with  the  Fund's
current  Advisor  Class  Prospectus dated  June  1,  1998, a  copy  of  which is
available without charge by writing to the above address or by calling the  Fund
at the toll-free telephone number listed above.
    
 
   
A  I  M  Advisors,  Inc.  ("AIM")  serves  as  the  investment  manager  of  and
administrator for,  and INVESCO  (NY), Inc.  (the "Sub-adviser")  serves as  the
investment  sub-adviser and sub-administrator  for the Fund.  The distributor of
the Fund's shares is A I  M Distributors, Inc. ("AIM Distributors"). The  Fund's
transfer  agent  is GT  Global  Investor Services,  Inc.  ("GT Services"  or the
"Transfer Agent").
    
 
- --------------------------------------------------------------------------------
 
                               TABLE OF CONTENTS
 
- --------------------------------------------------------------------------------
 
   
<TABLE>
<CAPTION>
                                                                                                                           Page No.
                                                                                                                           --------
<S>                                                                                                                        <C>
Investment Objectives and Policies.......................................................................................      2
Options, Futures and Currency Strategies.................................................................................      7
Risk Factors.............................................................................................................     15
Investment Limitations...................................................................................................     21
Execution of Portfolio Transactions......................................................................................     23
Directors and Executive Officers.........................................................................................     25
Management...............................................................................................................     28
Valuation of Fund Shares.................................................................................................     29
Information Relating to Sales and Redemptions............................................................................     30
Taxes....................................................................................................................     32
Additional Information...................................................................................................     35
Investment Results.......................................................................................................     36
Description of Debt Ratings..............................................................................................     40
Financial Statements.....................................................................................................     42
</TABLE>
    
 
                                     [LOGO]
 
                   Statement of Additional Information Page 1
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                           INVESTMENT OBJECTIVES AND
                                    POLICIES
 
- --------------------------------------------------------------------------------
 
INVESTMENT OBJECTIVES
The  primary investment objective of the Fund is long-term capital appreciation.
Its secondary  investment objective  is income,  to the  extent consistent  with
seeking capital appreciation. The Fund normally invests substantially all of its
assets  in issuers  in the developing  (or "emerging") markets  of Asia, Europe,
Latin America and elsewhere. The Fund does not consider the following  countries
to  be emerging markets: Australia,  Austria, Belgium, Canada, Denmark, England,
Finland, France, Germany, Ireland, Italy,  Japan, the Netherlands, New  Zealand,
Norway,  Spain, Sweden, Switzerland and the  United States. In determining which
countries constitute  emerging markets,  the  Sub-adviser will  consider,  among
other  things,  data, analysis,  and  classification of  countries  published or
disseminated by  the  International  Bank  for  Reconstruction  and  Development
(commonly  known as  the World Bank)  and the  International Finance Corporation
("IFC").
 
SELECTION OF EQUITY INVESTMENTS
For investment  purposes, an  issuer is  typically considered  as located  in  a
particular  country  if it  (a) is  incorporated under  the laws  of or  has its
principal office in that country, or (b) it normally derives 50% or more of  its
total  revenue from  business in that  country. However, these  are not absolute
requirements, and certain  companies incorporated  in a  particular country  and
considered by the Sub-adviser to be located in that country may have substantial
off-shore  operations or subsidiaries and/or export  sales exceeding in size the
assets or sales in that country.
 
In  determining  the  appropriate  distribution  of  investments  among  various
countries  and  geographic  regions  for the  Fund,  the  Sub-adviser ordinarily
considers the following  factors: prospects for  relative economic growth  among
the  different  countries  in which  the  Fund  may invest;  expected  levels of
inflation; government policies influencing business conditions; the outlook  for
currency relationships; and the range of the individual investment opportunities
available to international investors.
 
In  analyzing  companies in  emerging markets  for investment  by the  Fund, the
Sub-adviser ordinarily looks for one  or more of the following  characteristics:
an  above-average earnings  growth per share;  high return  on invested capital;
healthy balance  sheet;  sound financial  and  accounting policies  and  overall
financial  strength;  strong  competitive  advantages;  effective  research  and
product development  and  marketing;  efficient  service;  pricing  flexibility;
strength  of management; and general operating characteristics which will enable
the companies  to  compete successfully  in  their respective  marketplaces.  In
certain countries, governmental restrictions and other limitations on investment
may  affect the maximum percentage of equity ownership in any one company by the
Fund. In addition, in some instances  only special classes of securities may  be
purchased by foreigners and the market prices, liquidity and rights with respect
to those securities may vary from shares owned by nationals.
 
Although  the Fund values  its assets daily  in terms of  U.S. dollars, the Fund
does not intend to convert its holdings of foreign currencies into U.S.  dollars
on a daily basis. The Fund will do so from time to time, and investors should be
aware  of the costs of currency conversion. Although foreign exchange dealers do
not charge  a  fee  for conversion,  they  do  realize a  profit  based  on  the
difference  ("spread") between the  prices at which they  are buying and selling
various currencies. Thus, a dealer may offer  to sell a foreign currency to  the
Fund  at one  rate, while  offering a  lesser rate  of exchange  should the Fund
desire to sell that currency to the dealer.
 
The Fund may be prohibited under the Investment Company Act of 1940, as  amended
("1940 Act"), from purchasing the securities of any foreign company that, in its
most  recent  fiscal year,  derived more  than  15% of  its gross  revenues from
securities-related activities ("securities-related companies").  In a number  of
countries,   commercial  banks  act  as  securities  broker/dealers,  investment
advisers and underwriters or otherwise engage in securities-related  activities,
which  may limit the Fund's ability to hold securities issued by such banks. The
Fund has  obtained an  exemption  from the  Securities and  Exchange  Commission
("SEC") to permit it to invest in certain of these securities subject to certain
restrictions.
 
INVESTMENTS IN OTHER INVESTMENT COMPANIES
The  Fund  may  invest  in the  securities  of  investment  companies (including
investment vehicles or companies  advised by the  Sub-adviser or its  affiliates
("Affiliated  Funds"))  within the  limits of  the  1940 Act.  These limitations
currently provide
 
                   Statement of Additional Information Page 2
<PAGE>
                          AIM DEVELOPING MARKETS FUND
that, in  general, the  Fund  may purchase  shares  of a  closed-end  investment
company  unless (a) such a purchase would cause the Fund to own in the aggregate
more than 3  percent of  the total outstanding  voting stock  of the  investment
company  or (b) such a purchase would cause the Fund to have more than 5 percent
of its total assets invested in the  investment company or more than 10  percent
of  its total assets invested in an  aggregate of all such investment companies.
Investment in  such  investment  companies  may  also  involve  the  payment  of
substantial  premiums above the  value of such  companies' portfolio securities.
The Fund does not intend to invest  in such investment companies unless, in  the
judgment  of the Sub-adviser, the potential benefits of such investments justify
the payment of any  applicable premiums. The return  on such securities will  be
reduced  by  operating  expenses of  such  companies including  payments  to the
investment managers of those investment  companies. With respect to  investments
in  Affiliated Funds, the Sub-adviser waives its advisory fee to the extent that
such fees are based on assets of the Fund invested in Affiliated Funds.
 
DEPOSITORY RECEIPTS
The Fund may hold equity securities of  foreign issuers in the form of  American
Depository  Receipts  ("ADRs"),  American  Depository  Shares  ("ADSs"),  Global
Depository Receipts ("GDRs") and European Depository Receipts ("EDRs"), or other
securities convertible into securities of eligible issuers. These securities may
not necessarily be denominated in the same currency as the securities for  which
they may be exchanged. ADRs and ADSs typically are issued by an American bank or
trust  company  and  evidence ownership  of  underlying securities  issued  by a
foreign corporation.  EDRs,  which  are sometimes  referred  to  as  Continental
Depository  Receipts ("CDRs"), are  issued in Europe  typically by foreign banks
and trust  companies  and  evidence  ownership of  either  foreign  or  domestic
securities.  GDRs  are similar  to  EDRs and  are  designed for  use  in several
international financial markets. Generally, ADRs and ADSs in registered form are
designed for use in United States securities markets and EDRs in bearer form are
designed for use  in European  securities markets.  For purposes  of the  Fund's
investment policies, the Fund's investments in ADRs, ADSs, GDRs and EDRs will be
deemed  to be  investments in the  equity securities  representing securities of
foreign issuers into which they may be converted.
 
ADR facilities may be established as either "unsponsored" or "sponsored."  While
ADRs  issued under these two  types of facilities are  in some respects similar,
there are distinctions between  them relating to the  rights and obligations  of
ADR holders and the practices of market participants. A depository may establish
an  unsponsored  facility  without  participation by  (or  even  necessarily the
acquiescence of) the issuer of the deposited securities, although typically  the
depository  requests a  letter of  non-objection from  such issuer  prior to the
establishment of the facility.  Holders of unsponsored  ADRs generally bear  all
the  costs  of such  facilities. The  depository usually  charges fees  upon the
deposit and withdrawal of the deposited securities, the conversion of  dividends
into   U.S.  dollars,  the  disposition   of  non-cash  distributions,  and  the
performance of  other  services.  The  depository  of  an  unsponsored  facility
frequently  is  under  no obligation  to  distribute  shareholder communications
received from the issuer of the  deposited securities or to pass-through  voting
rights  to ADR  holders in  respect of  the deposited  securities. Sponsored ADR
facilities are created in generally  the same manner as unsponsored  facilities,
except  that  the  issuer of  the  deposited  securities enters  into  a deposit
agreement with the  depository. The deposit  agreement sets out  the rights  and
responsibilities  of  the  issuer,  the depository  and  the  ADR  holders. With
sponsored facilities, the issuer of the deposited securities generally will bear
some of the costs relating to the facility (such as dividend payment fees of the
depository), although ADR holders continue to bear certain other costs (such  as
deposit  and withdrawal fees).  Under the terms  of most sponsored arrangements,
depositories agree  to distribute  notices of  shareholder meetings  and  voting
instructions, and to provide shareholder communications and other information to
the  ADR holders at the  request of the issuer  of the deposited securities. The
Fund may invest in both sponsored and unsponsored ADRs.
 
WARRANTS OR RIGHTS
Warrants or  rights  may  be acquired  by  the  Fund in  connection  with  other
securities  or separately and provide  the Fund with the  right to purchase at a
later date other securities of  the issuer. Warrants are securities  permitting,
but   not  obligating,  their  holder  to  subscribe  for  other  securities  or
commodities. Warrants do not  carry with them the  right to dividends or  voting
rights  with  respect  to  the  securities that  they  entitle  their  holder to
purchase, and they do not represent any rights in the assets of the issuer. As a
result, warrants may be considered more speculative than certain other types  of
investments.  In addition,  the value of  a warrant does  not necessarily change
with the value of the underlying securities  and a warrant ceases to have  value
if it is not exercised prior to its expiration date.
 
LENDING OF PORTFOLIO SECURITIES
For  the purpose of realizing additional income, the Fund may make secured loans
of portfolio securities  amounting to  not more than  30% of  its total  assets.
Securities  loans are made to broker/dealers or institutional investors pursuant
to agreements requiring that the loans continuously be secured by collateral  at
least  equal at all times  to the value of the  securities lent plus any accrued
interest, "marked  to market"  on a  daily basis.  The Fund  may pay  reasonable
administrative  and custodial fees  in connection with  loans of its securities.
While  the   securities   loan   is  outstanding,   the   Fund   will   continue
 
                   Statement of Additional Information Page 3
<PAGE>
                          AIM DEVELOPING MARKETS FUND
to receive the equivalent of the interest or dividends paid by the issuer on the
securities,  as well as  interest on the  investment of the  collateral or a fee
from the borrower. The Fund will have a  right to call each loan and obtain  the
securities within the stated settlement period. The Fund will not have the right
to  vote equity securities  while they are  lent, but it  may call in  a loan in
anticipation of any important vote. Loans will  be made only to firms deemed  by
the  Sub-adviser to  be of  good standing and  will not  be made  unless, in the
judgment of the  Sub-adviser, the  consideration to  be earned  from such  loans
would justify the risk.
 
COMMERCIAL BANK OBLIGATIONS
For  the  purposes  of  the  Fund's investment  policies  with  respect  to bank
obligations, obligations of foreign branches of U.S. banks and of foreign  banks
are obligations of the issuing bank and may be general obligations of the parent
bank.  Such obligations,  however, may  be limited  by the  terms of  a specific
obligation  and  by  government  regulation.  As  with  investment  in  non-U.S.
securities  in general,  investments in the  obligations of  foreign branches of
U.S. banks and of foreign  banks may subject the  Fund to investment risks  that
are  different  in some  respects from  those of  investments in  obligations of
domestic issuers. Although  the Fund typically  will acquire obligations  issued
and  supported by the credit of U.S. or foreign banks having total assets at the
time of purchase  in excess  of $1  billion, this $1  billion figure  is not  an
investment  policy or restriction  of the Fund. For  the purposes of calculation
with respect to the $1  billion figure, the assets of  a bank will be deemed  to
include the assets of its U.S. and non-U.S. branches.
 
REPURCHASE AGREEMENTS
   
A  repurchase agreement is a transaction in  which the Fund purchases a security
from a bank or recognized securities dealer and simultaneously commits to resell
that security to the bank  or dealer at an agreed  upon price, date, and  market
rate  of interest  unrelated to  the coupon  rate or  maturity of  the purchased
security. Although repurchase agreements carry certain risks not associated with
direct investments in securities, including possible decline in the market value
of the underlying securities and delays and costs to the Fund if the other party
to the repurchase  agreement becomes bankrupt,  the Fund intends  to enter  into
repurchase agreements only with banks and dealers believed by the Sub-adviser to
present  minimum credit risks  in accordance with  guidelines established by the
Company's Board  of  Directors. The  Sub-adviser  will review  and  monitor  the
creditworthiness of such institutions under the Board's general supervision.
    
 
The  Fund will invest only in  repurchase agreements collateralized at all times
in an amount at least  equal to the repurchase  price plus accrued interest.  To
the  extent that the proceeds from any sale of such collateral upon a default in
the obligation to repurchase were less than the repurchase price, the Fund would
suffer a loss.  If the financial  institution which is  party to the  repurchase
agreement petitions for bankruptcy or otherwise becomes subject to bankruptcy or
other  liquidation proceedings, there may be  restrictions on the Fund's ability
to sell the collateral and the Fund  could suffer a loss. However, with  respect
to  financial  institutions  whose  bankruptcy  or  liquidation  proceedings are
subject to the U.S. Bankruptcy Code, the Fund intends to comply with  provisions
under  the U.S. Bankruptcy  Code that would  allow it immediately  to resell the
collateral. There is no limitation on the  amount of the Fund's assets that  may
be  subject to repurchase agreements at any  given time. The Fund will not enter
into a repurchase agreement  with a maturity  of more than seven  days if, as  a
result,  more than 15% of the value of  its net assets would be invested in such
repurchase agreements and other illiquid investments.
 
BORROWING AND REVERSE REPURCHASE AGREEMENTS
The Fund's borrowings will not exceed 33 1/3% of the Fund's total assets,  i.e.,
the  Fund's total assets at all times will  equal at least 300% of the amount of
outstanding borrowings.  If  market fluctuations  in  the value  of  the  Fund's
portfolio  holdings or other factors cause the  ratio of the Fund's total assets
to outstanding  borrowings to  fall  below 300%,  within three  days  (excluding
Sundays  and holidays) of such event the  Fund may be required to sell portfolio
securities to restore the  300% asset coverage, even  though from an  investment
standpoint  such sales might be disadvantageous. The  Fund also may borrow up to
5% of its total assets  for temporary or emergency  purposes other than to  meet
redemptions.  Any borrowing  by the  Fund may  cause greater  fluctuation in the
value of its shares than would be the case if the Fund did not borrow.
 
   
The Fund's fundamental investment  limitations permit the  Fund to borrow  money
for leveraging purposes. The Fund, however, currently is prohibited, pursuant to
a  non-fundamental investment policy, from borrowing  money in order to purchase
securities. Nevertheless, this policy may be changed in the future by a vote  of
a  majority of the Company's Board of Directors. If the Fund employs leverage in
the future, it  would be subject  to certain additional  risks. Use of  leverage
creates  an opportunity for  greater growth of capital  but would exaggerate any
increases or decreases in the Fund's net asset value. When the income and  gains
on securities purchased with the proceeds of borrowings exceed the costs of such
borrowings,  the Fund's  earnings or net  asset value will  increase faster than
otherwise would be the case; conversely, if such income and gains fail to exceed
such costs, the  Fund's earnings or  net asset value  would decline faster  than
would otherwise be the case.
    
 
                   Statement of Additional Information Page 4
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
The  Fund may  enter into  reverse repurchase  agreements. A  reverse repurchase
agreement is a borrowing transaction in which the Fund transfers possession of a
security to another party, such as a  bank or broker/dealer in return for  cash,
and  agrees to repurchase  the security in  the future at  an agreed upon price,
which includes an interest component. The Fund will segregate with a  custodian,
cash or liquid securities in an amount sufficient to cover its obligations under
reverse  repurchase agreements  with broker/dealers. No  segregation is required
for reverse repurchase agreements with banks.
 
SHORT SALES
The Fund  may  make  short sales  of  securities,  although it  has  no  current
intention  of doing so. A short sale is  a transaction in which the Fund sells a
security in anticipation that  the market price of  that security will  decline.
The  Fund may  make short  sales (i) as  a form  of hedging  to offset potential
declines in long positions in securities it owns, or anticipates acquiring,  and
(ii)  in order to maintain  portfolio flexibility. The Fund  may only make short
sales "against the box." In this type of short sale, at the time of the sale the
Fund owns the security it has sold short or has the immediate and  unconditional
right to acquire the identical security at no additional cost.
 
In a short sale, the seller does not immediately deliver the securities sold and
does  not receive the proceeds from the sale. To make delivery to the purchaser,
the executing broker borrows  the securities being sold  short on behalf of  the
seller. The seller is said to have a short position in the securities sold until
it  delivers the securities sold, at which  time it receives the proceeds of the
sale. To secure its obligation to  deliver securities sold short, the Fund  will
deposit  in  a  separate account  with  its  custodian an  equal  amount  of the
securities sold short or  securities convertible into  or exchangeable for  such
securities  at no cost. The Fund could  close out a short position by purchasing
and delivering an  equal amount  of the securities  sold short,  rather than  by
delivering  securities already held by the Fund,  because the Fund might want to
continue to  receive  interest  and  dividend  payments  on  securities  in  its
portfolio that are convertible into the securities sold short.
 
The  Fund might make  a short sale "against  the box" in  order to hedge against
market risks when  the Sub-adviser  believes that the  price of  a security  may
decline,  causing a decline  in the value of  a security owned by  the Fund or a
security convertible into or exchangeable for  such security. In such case,  any
future  losses in the  Fund's long position should  be reduced by  a gain in the
short position. Conversely, any gain in the long position should be reduced by a
loss in the short position. The extent to which such gains or losses in the long
position are reduced will  depend upon the amount  of the securities sold  short
relative  to the  amount of  the securities  the Fund  owns, either  directly or
indirectly, and, in the case where the Fund owns convertible securities, changes
in the investment values or conversion  premiums of such securities. There  will
be certain additional transaction costs associated with short sales "against the
box,"  but the  Fund will endeavor  to offset  these costs with  income from the
investment of the cash proceeds of short sales.
 
YANKEE BONDS
The Fund may invest in U.S.  dollar-denominated bonds sold in the United  States
by  non-U.S.  issuers ("Yankee  bonds"). As  compared with  bonds issued  in the
United States, such bond  issues normally carry a  higher interest rate but  are
less actively traded.
 
TEMPORARY DEFENSIVE STRATEGIES
The  Fund may invest in  the following types of  money market instruments (i.e.,
debt instruments with less than 12 months remaining until maturity)  denominated
in U.S. dollars or other currencies: (a) obligations issued or guaranteed by the
U.S.    or   foreign   governments,   their   agencies,   instrumentalities   or
municipalities; (b)  obligations  of  international  organizations  designed  or
supported   by  multiple  foreign  governmental  entities  to  promote  economic
reconstruction  or  development;  (c)  finance  company  obligations,  corporate
commercial   paper  and  other  short-term   commercial  obligations;  (d)  bank
obligations (including certificates of  deposit, time deposits, demand  deposits
and  bankers'  acceptances);  (e)  repurchase  agreements  with  respect  to the
foregoing; and (f) other substantially  similar short-term debt securities  with
comparable characteristics.
 
The  Fund may  invest in  commercial paper  rated as  low as  A-3 by  Standard &
Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P") or P-3 by  Moody's
Investors  Service, Inc.  ("Moody's") or, if  not rated, determined  by the Sub-
adviser to  be  of  comparable  quality.  Obligations  rated  A-3  and  P-3  are
considered  by S&P and Moody's, respectively, to have an acceptable capacity for
timely repayment. However, these  securities may be  more vulnerable to  adverse
effects   of  changes   in  circumstances   than  obligations   carrying  higher
designations.
 
PREMIUM SECURITIES
The Fund  may invest  in  income securities  bearing  coupon rates  higher  than
prevailing  market rates. Such  "premium" securities are  typically purchased at
prices greater than the principal amounts payable on maturity. The Fund will not
amortize the premium paid for such securities in calculating its net  investment
income. As a result, in such cases the
 
                   Statement of Additional Information Page 5
<PAGE>
                          AIM DEVELOPING MARKETS FUND
purchase  of  such securities  provides the  Fund a  higher level  of investment
income distributable  to  shareholders on  a  current  basis than  if  the  Fund
purchased  securities bearing  current market  rates of  interest. If securities
purchased by the Fund  at a premium  are called or sold  prior to maturity,  the
Fund  will realize a loss to the extent the  call or sale price is less than the
purchase price. Additionally,  the Fund  will realize a  loss if  it holds  such
securities to maturity.
 
INDEXED DEBT SECURITIES
The  Fund  may invest  in debt  securities  issued by  banks and  other business
entities not located in developing market countries that are indexed to  certain
specific  foreign  currency exchange  rates, interest  rates or  other reference
rates. The  terms of  such securities  provide that  their principal  amount  is
adjusted  upwards or  downwards (but ordinarily  not below zero)  at maturity to
reflect changes in  the exchange rate  between two currencies  (or other  rates)
while the obligations are outstanding. While such securities offer the potential
for  an  attractive  rate  of return,  they  also  entail the  risk  of  loss of
principal. New forms of such securities  continue to be developed. The Fund  may
invest  in  such  securities  to  the  extent  consistent  with  its  investment
objectives.
 
STRUCTURED INVESTMENTS
The Fund may invest a portion of  its assets in interests in entities  organized
and   operated  solely   for  the   purpose  of   restructuring  the  investment
characteristics of  Sovereign  Debt. This  type  of restructuring  involves  the
deposit  with  or purchase  by an  entity, such  as a  corporation or  trust, of
specified instruments (such  as commercial bank  loans or Brady  Bonds) and  the
issuance  by  that entity  of  one or  more  classes of  securities ("Structured
Investments")  backed  by,   or  representing  interests   in,  the   underlying
instruments.  The cash  flow on  the underlying  instruments may  be apportioned
among  the  newly  issued  Structured  Investments  to  create  securities  with
different   investment  characteristics  such  as  varying  maturities,  payment
priorities and interest  rate provisions, and  the extent of  the payments  made
with  respect to Structured Investments  is dependent on the  extent of the cash
flow on the underlying instruments.  Because Structured Investments of the  type
in  which  the  Fund anticipates  it  will  invest typically  involve  no credit
enhancement, their  credit risk  generally will  be equivalent  to that  of  the
underlying instruments.
 
The  Fund is permitted  to invest in  a class of  Structured Investments that is
either subordinated  or not  subordinated to  the right  of payment  of  another
class.  Subordinated  Structured Investments  typically  have higher  yields and
present greater risks than unsubordinated Structured Investments.
 
Certain issuers  of  Structured Investments  may  be deemed  to  be  "investment
companies"  as defined in  the 1940 Act.  As a result,  the Fund's investment in
these Structured Investments may be limited by the restrictions contained in the
1940  Act  described  above  under   "Investment  Objectives  and  Policies   --
Investments in Other Investment Companies." Structured Investments are typically
sold in private placement transactions, and there currently is no active trading
market for Structured Investments.
 
STRIPPED INCOME SECURITIES
Stripped  income securities are obligations representing an interest in all or a
portion of  the income  or  principal components  of  an underlying  or  related
security,  a pool of securities  or other assets. In  the most extreme case, one
class will receive all of the interest (the interest only or "IO" class),  while
the  other class will receive  all of the principal  (the principal-only or "PO"
class). The market values of stripped income securities tend to be more volatile
in  response  to  changes  in  interest  rates  than  are  conventional   income
securities.
 
FLOATING AND VARIABLE RATE INCOME SECURITIES
Income securities may provide for floating or variable rate interest or dividend
payments.  The floating  or variable  rate may be  determined by  reference to a
known lending rate, such as a bank's  prime rate, a certificate of deposit  rate
or  the London Inter Bank  Offered Rate (LIBOR). Alternatively,  the rate may be
determined through  an auction  or remarketing  process. The  rate also  may  be
indexed  to  changes  in the  values  of  interest rate  or  securities indexes,
currency exchange rates or other commodities. The amount by which the rate  paid
on  an income security  may increase or  decrease may be  subject to periodic or
lifetime caps. Floating and variable  rate income securities include  securities
whose  rates  vary inversely  with  changes in  market  rates of  interest. Such
securities may also pay a rate of interest determined by applying a multiple  to
the  variable  rate. The  extent  of increases  and  decreases in  the  value of
securities whose rates vary inversely with  changes in market rates of  interest
generally  will  be larger  than comparable  changes  in the  value of  an equal
principal amount  of  a  fixed  rate security  having  similar  credit  quality,
redemption provisions and maturity.
 
SWAPS, CAPS, FLOORS AND COLLARS
The  Fund  may enter  into  interest rate,  currency  and index  swaps,  and may
purchase  or  sell  related  caps,  floors  and  collars  and  other  derivative
instruments.  The Fund  expects to  enter into  these transactions  primarily to
preserve a  return  or spread  on  a particular  investment  or portion  of  its
portfolio,  to  protect  against  currency  fluctuations,  as  a  technique  for
 
                   Statement of Additional Information Page 6
<PAGE>
                          AIM DEVELOPING MARKETS FUND
managing the portfolio's  duration (I.E.,  the price sensitivity  to changes  in
interest  rates) or to protect  against any increase in  the price of securities
the Fund anticipates purchasing at a later  date. The Fund intends to use  these
transactions  as hedges and will not sell  interest rate caps, floors or collars
if it does not  own securities or other  instruments providing an income  stream
roughly equivalent to what the Fund may be obligated to pay.
 
Interest rate swaps involve the exchange by the Fund with another party of their
respective  commitments to pay or receive  interest (for example, an exchange of
floating rate  payments for  fixed rate  payments) with  respect to  a  notional
amount of principal. A currency swap is an agreement to exchange cash flows on a
notional amount based on changes in the values of the reference indices.
 
The  purchase of a cap entitles the  purchaser to receive payments on a notional
principal amount from the party selling the  cap to the extent that a  specified
index  exceeds a predetermined  interest rate. The purchase  of an interest rate
floor entitles the purchaser to receive payments on a notional principal  amount
from  the party  selling the floor  to the  extent that a  specified index falls
below a predetermined interest rate  or amount. A collar  is a combination of  a
cap  and a floor that preserves a certain return within a predetermined range of
interest rates or values.
 
- --------------------------------------------------------------------------------
 
                         OPTIONS, FUTURES AND CURRENCY
                                   STRATEGIES
 
- --------------------------------------------------------------------------------
 
SPECIAL RISKS OF OPTIONS, FUTURES AND CURRENCY STRATEGIES
The use of options, futures  contracts and forward currency contracts  ("Forward
Contracts") involves special considerations and risks, as described below. Risks
pertaining to particular instruments are described in the sections that follow.
 
        (1)  Successful  use  of  most of  these  instruments  depends  upon the
    Sub-adviser's ability to  predict movements  of the  overall securities  and
    currency markets, which requires different skills than predicting changes in
    the prices of individual securities. While the Sub-adviser is experienced in
    the  use of these instruments, there can be no assurance that any particular
    strategy adopted will succeed.
 
        (2) There  might  be  imperfect correlation,  or  even  no  correlation,
    between  price  movements  of  an  instrument  and  price  movements  of the
    investments being hedged. For example, if the value of an instrument used in
    a short hedge  increased by less  than the  decline in value  of the  hedged
    investment,  the  hedge  would  not  be fully  successful.  Such  a  lack of
    correlation might  occur  due to  factors  unrelated  to the  value  of  the
    investments  being hedged,  such as  speculative or  other pressures  on the
    markets in  which the  hedging instrument  is traded.  The effectiveness  of
    hedges  using hedging  instruments on indices  will depend on  the degree of
    correlation between price movements in the index and price movements in  the
    investments being hedged.
 
        (3) Hedging strategies, if successful, can reduce risk of loss by wholly
    or  partially offsetting the negative  effect of unfavorable price movements
    in the investments being hedged. However, hedging strategies can also reduce
    opportunity for gain by  offsetting the positive  effect of favorable  price
    movements  in the hedged investments. For example,  if a Fund entered into a
    short hedge because the  Sub-adviser projected a decline  in the price of  a
    security  in the Fund's portfolio, and  the price of that security increased
    instead, the gain from that increase might be wholly or partially offset  by
    a  decline in the price of the hedging instrument. Moreover, if the price of
    the hedging instrument declined  by more than the  increase in the price  of
    the  security, the Fund could  suffer a loss. In  either such case, the Fund
    would have been in a better position had it not hedged at all.
 
        (4) As described below, the Fund might be required to maintain assets as
    "cover," maintain segregated accounts or make margin payments when it  takes
    positions  in  instruments  involving obligations  to  third  parties (i.e.,
    instruments other than purchased options). If the Fund were unable to  close
    out  its positions in such instruments, it  might be required to continue to
    maintain such assets or  accounts or make such  payments until the  position
    expired or matured. The requirements might impair the Fund's ability to sell
    a portfolio security or make an investment at a time when it would otherwise
    be favorable to do so, or require that the Fund sell a portfolio security at
    a  disadvantageous time. The  Fund's ability to  close out a  position in an
    instrument prior to  expiration or maturity  depends on the  existence of  a
    liquid secondary market or, in the absence of such a market, the ability and
    willingness of the other
 
                   Statement of Additional Information Page 7
<PAGE>
                          AIM DEVELOPING MARKETS FUND
    party  to  the  transaction ("contra  party")  to enter  into  a transaction
    closing out the position. Therefore, there is no assurance that any position
    can be closed out at a time and price that is favorable to the Fund.
 
WRITING CALL OPTIONS
The Fund may write  (sell) call options on  securities, indices and  currencies.
Call options generally will be written on securities and currencies that, in the
opinion of the Sub-adviser are not expected to make any major price moves in the
near  future  but  that,  over  the  long  term,  are  deemed  to  be attractive
investments for the Fund.
 
A call option  gives the  holder (buyer)  the right  to purchase  a security  or
currency  at a specified price (the exercise  price) at any time until (American
style) or on (European style) a certain  date (the expiration date). So long  as
the  obligation of the writer of a call  option continues, he may be assigned an
exercise notice, requiring him  to deliver the  underlying security or  currency
against  payment  of the  exercise price.  This  obligation terminates  upon the
expiration of the call option, or such earlier time at which the writer  effects
a  closing  purchase  transaction  by purchasing  an  option  identical  to that
previously sold.
 
Portfolio securities or currencies on which call options may be written will  be
purchased  solely on the basis of  investment considerations consistent with the
Fund's investment objective. When writing a call option, the Fund, in return for
the premium, gives up the  opportunity for profit from  a price increase in  the
underlying  security or currency above the  exercise price, and retains the risk
of loss should the  price of the  security or currency  decline. Unlike one  who
owns  securities or currencies not subject to an option, the Fund has no control
over when it may  be required to sell  the underlying securities or  currencies,
since  most  options  may  be  exercised  at  any  time  prior  to  the option's
expiration. If a call option  that the Fund has  written expires, the Fund  will
realize a gain in the amount of the premium; however, such gain may be offset by
a  decline in the market value of the underlying security or currency during the
option period. If the call option is exercised, the Fund will realize a gain  or
loss  from  the sale  of  the underlying  security  or currency,  which  will be
increased or  offset by  the premium  received.  The Fund  does not  consider  a
security  or currency covered by  a call option to be  "pledged" as that term is
used in the Fund's policy that limits the pledging or mortgaging of its assets.
 
Writing call options can serve as a limited short hedge because declines in  the
value  of the  hedged investment would  be offset  to the extent  of the premium
received  for  writing  the  option.  However,  if  the  security  or   currency
appreciates to a price higher than the exercise price of the call option, it can
be  expected that the option will be exercised and the Fund will be obligated to
sell the security or currency at less than its market value.
 
The premium  that the  Fund receives  for writing  a call  option is  deemed  to
constitute the market value of an option. The premium the Fund will receive from
writing a call option will reflect, among other things, the current market price
of  the underlying  investment, the relationship  of the exercise  price to such
market price, the historical price volatility of the underlying investment,  and
the length of the option period. In determining whether a particular call option
should  be  written, the  Sub-adviser will  consider  the reasonableness  of the
anticipated premium and the likelihood that a liquid secondary market will exist
for those options.
 
Closing transactions  will  be effected  in  order to  realize  a profit  on  an
outstanding  call option,  to prevent  an underlying  security or  currency from
being called, or  to permit  the sale of  the underlying  security or  currency.
Furthermore,  effecting  a closing  transaction will  permit  the Fund  to write
another call  option  on the  underlying  security  or currency  with  either  a
different exercise price, expiration date or both.
 
The  Fund will pay transaction  costs in connection with  the writing of options
and in entering into closing  purchase contracts. Transaction costs relating  to
options  activity normally  are higher  than those  applicable to  purchases and
sales of portfolio securities.
 
The exercise price of the  options may be below, equal  to or above the  current
market values of the underlying securities or currencies at the time the options
are  written. From time to time, the Fund may purchase an underlying security or
currency for delivery in accordance with the exercise of an option, rather  than
delivering  such  security  or  currency  from  its  portfolio.  In  such cases,
additional costs will be incurred.
 
The Fund will realize a  profit or loss from  a closing purchase transaction  if
the  cost of  the transaction  is less or  more, respectively,  than the premium
received from writing  the option. Because  increases in the  market price of  a
call  option  generally  will  reflect  increases in  the  market  price  of the
underlying security or  currency, any loss  resulting from the  repurchase of  a
call  option is likely to be  offset in whole or in  part by appreciation of the
underlying security or currency owned by the Fund.
 
                   Statement of Additional Information Page 8
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
WRITING PUT OPTIONS
The Fund may  write put  options on securities,  indices and  currencies. A  put
option  gives the  purchaser of  the option  the right  to sell,  and the writer
(seller) the  obligation to  buy, the  underlying security  or currency  at  the
exercise  price at any  time until (American  style) or on  (European style) the
expiration date. The operation of put options in other respects, including their
related risks and rewards, is substantially identical to that of call options.
 
The  Fund  generally  would  write  put  options  in  circumstances  where   the
Sub-adviser  wishes  to purchase  the underlying  security  or currency  for the
Fund's portfolio at a price lower than the current market price of the  security
or  currency. In such  event, the Fund would  write a put  option at an exercise
price that, reduced by  the premium received on  the option, reflects the  lower
price  it is willing to pay. Since the  Fund also would receive interest on debt
securities or currencies maintained to cover  the exercise price of the  option,
this  technique could be used to enhance current return during periods of market
uncertainty. The risk in such  a transaction would be  that the market price  of
the  underlying security or currency would decline below the exercise price less
the premium received.
 
Writing put options can serve as a  limited long hedge because increases in  the
value  of the  hedged investment would  be offset  to the extent  of the premium
received  for  writing  the  option.  However,  if  the  security  or   currency
depreciates  to a price lower than the exercise  price of the put option, it can
be expected that the put option will be exercised and the Fund will be obligated
to purchase the security or currency at more than its market value.
 
PURCHASING PUT OPTIONS
The Fund may purchase put options on securities, indices and currencies. As  the
holder  of a put option, the Fund has  the right to sell the underlying security
or currency  at  the exercise  price  any any  time  until (American  style)  or
(European  style)  the expiration  date. The  Fund may  enter into  closing sale
transactions with  respect to  such options,  exercise them  or permit  them  to
expire.
 
The  Fund  may purchase  a  put option  on  an underlying  security  or currency
("protective put") owned by the Fund in order to protect against an  anticipated
decline  in the  value of  the security  or currency.  Such hedge  protection is
provided only during the life of the put option when the Fund, as the holder  of
the  put option, is able to sell the  underlying security or currency at the put
exercise price regardless  of any  decline in the  underlying security's  market
price  or currency's exchange value. The premium paid for the put option and any
transaction costs would reduce any  profit otherwise available for  distribution
when the security or currency is eventually sold.
 
The  Fund also may purchase put options at a time when the Fund does not own the
underlying security or  currency. By  purchasing put  options on  a security  or
currency it does not own, the Fund seeks to benefit from a decline in the market
price of the underlying security or currency. If the put option is not sold when
it  has remaining value, and  if the market price  of the underlying security or
currency remains equal to or greater than the exercise price during the life  of
the  put option, the Fund will lose its  entire investment in the put option. In
order for the purchase of a put option to be profitable, the market price of the
underlying security or  currency must  decline sufficiently  below the  exercise
price  to cover the premium and transaction costs, unless the put option is sold
in a closing sale transaction.
 
PURCHASING CALL OPTIONS
The Fund may purchase call options on securities, indices and currencies. As the
holder of  a  call  option, the  Fund  would  have the  right  to  purchase  the
underlying  security  or  currency  at  the exercise  price  at  any  time until
(American style) or on (European style) the expiration date. The Fund may  enter
into  closing sale transactions  with respect to such  options, exercise them or
permit them to expire.
 
Call options may  be purchased  by the  Fund for  the purpose  of acquiring  the
underlying security or currency for its portfolio. Utilized in this fashion, the
purchase  of  call options  would enable  the  Fund to  acquire the  security or
currency at the  exercise price of  the call  option plus the  premium paid.  At
times,  the net cost of acquiring the security or currency in this manner may be
less than  the  cost  of  acquiring the  security  or  currency  directly.  This
technique  also  may  be useful  to  the Fund  in  purchasing a  large  block of
securities that would be more difficult  to acquire by direct market  purchases.
So  long as it holds such a call  option, rather than the underlying security or
currency itself, the Fund is partially protected from any unexpected decline  in
the  market price  of the  underlying security or  currency and,  in such event,
could allow the call option  to expire, incurring a loss  only to the extent  of
the premium paid for the option.
 
The  Fund also may purchase call  options on underlying securities or currencies
it owns  to avoid  realizing losses  that would  result in  a reduction  of  its
current  return. For  example, where the  Fund has  written a call  option on an
underlying security or currency having a current market value below the price at
which it purchased  the security or  currency, an increase  in the market  price
could  result in  the exercise of  the call option  written by the  Fund and the
realization of a loss on the  underlying security or currency. Accordingly,  the
Fund   could  purchase  a  call  option  on  the  same  underlying  security  or
 
                   Statement of Additional Information Page 9
<PAGE>
                          AIM DEVELOPING MARKETS FUND
currency, which could be  exercised to fulfill  the Fund's delivery  obligations
under  its written call (if it is exercised). This strategy could allow the Fund
to avoid selling the  portfolio security or  currency at a time  when it has  an
unrealized  loss; however, the Fund would have  to pay a premium to purchase the
call option plus transaction costs.
 
Aggregate premiums paid  for put  and call  options will  not exceed  5% of  the
Fund's total assets at the time of purchase.
 
The Fund may attempt to accomplish objectives similar to those involved in using
Forward  Contracts by purchasing put or call options on currencies. A put option
gives the  Fund as  purchaser  the right  (but not  the  obligation) to  sell  a
specified  amount of currency at the exercise  price at any time until (American
style) or on (European style) the expiration date. A call option gives the  Fund
as  purchaser the right (but not the  obligation) to purchase a specified amount
of currency at  the exercise  price at  any time  until (American  style) or  on
(European  style) the  expiration date. The  Fund might purchase  a currency put
option, for example, to protect itself against a decline in the dollar value  of
a  currency  in  which  it  holds  or  anticipates  holding  securities.  If the
currency's value should decline against the  dollar, the loss in currency  value
should  be offset, in whole or in part, by  an increase in the value of the put.
If the value of the currency instead should rise against the dollar, any gain to
the Fund would  be reduced  by the premium  it had  paid for the  put option.  A
currency  call option might be purchased, for example, in anticipation of, or to
protect against, a rise in the value  against the dollar of a currency in  which
the Fund anticipates purchasing securities.
 
Options  may  be either  listed  on an  exchange  or traded  in over-the-counter
("OTC") Markets. Listed options are third-party contracts (I.E., performance  of
the  obligations of the  purchaser and seller  is guaranteed by  the exchange or
clearing corporation), and have standardized strike prices and expiration dates.
OTC options are two-party contracts with negotiated strike prices and expiration
dates. The Fund will not  purchase an OTC option  unless it believes that  daily
valuations  for such  options are  readily obtainable.  OTC options  differ from
exchange-traded options in that OTC options are transacted with dealers directly
and  not  through  a   clearing  corporation  (which  guarantees   performance).
Consequently,  there  is  a risk  of  non-performance  by the  dealer.  Since no
exchange is involved, OTC options are valued  on the basis of an average of  the
last  bid prices obtained from dealers, unless  a quotation from only one dealer
is available, in which case only that  dealer's price will be used. In the  case
of  OTC options, there can  be no assurance that  a liquid secondary market will
exist for any particular option at any specific time.
 
The staff of the SEC considers purchased OTC options to be illiquid  securities.
The  Fund  may also  sell OTC  options and,  in connection  therewith, segregate
assets or cover its obligations with respect to OTC options written by the Fund.
The assets used as cover for OTC options written by the Fund will be  considered
illiquid unless the OTC options are sold to qualified dealers who agree that the
Fund may repurchase any OTC option it writes at a maximum price to be calculated
by  a formula  set forth in  the option agreement.  The cover for  an OTC option
written subject  to this  procedure would  be considered  illiquid only  to  the
extent that the maximum repurchase price under the formula exceeds the intrinsic
value of the option.
 
The  Fund's  ability to  establish and  close  out positions  in exchange-listed
options depends  on  the existence  of  a liquid  market.  The Fund  intends  to
purchase  or write only those exchange-traded options for which there appears to
be a liquid secondary  market. However, there  can be no  assurance that such  a
market  will exist at any particular time.  Closing transactions can be made for
OTC options  only  by  negotiating  directly  with the  contra  party  or  by  a
transaction in the secondary market if any such market exists. Although the Fund
will  enter into OTC  options only with  contra parties that  are expected to be
capable of  entering  into closing  transactions  with  the Fund,  there  is  no
assurance that the Fund will in fact be able to close out an OTC option position
at  a favorable price  prior to expiration.  In the extent  of insolvency of the
contra party, the Fund might  be unable to close out  an OTC option position  at
any time prior to its expiration.
 
INDEX OPTIONS
Puts and calls on indices are similar to puts and calls on securities or futures
contracts  except that all settlements  are in cash and  gain or loss depends on
changes in the index in question (and thus on price movements in the  securities
market  or a particular market sector  generally) rather than on price movements
in individual securities or futures contracts. When the Fund writes a call on an
index, it receives a premium and agrees that, prior to the expiration date,  the
purchaser  of the call, upon exercise of the call, will receive from the Fund an
amount of cash if the closing level of the index upon which the call is based is
greater than the exercise price of the call. The amount of cash is equal to  the
difference  between the closing price of the index and the exercise price of the
call times a specified multiple  (the "multiplier"), which determines the  total
dollar  value for each point of such difference. When the Fund buys a call on an
index, it  pays a  premium and  has the  same rights  as to  such calls  as  are
indicated above. When the Fund buys a put on an index, it pays a premium and has
the  right, prior to the expiration date, to require the seller of the put, upon
the Fund's exercise of the put, to deliver to the Fund an amount of cash if  the
closing level of the index upon which the put is based is less than the exercise
price  of the  put, which  amount of  cash is  determined by  the multiplier, as
described above  for  calls.  When  the  Fund writes  a  put  on  an  index,  it
 
                  Statement of Additional Information Page 10
<PAGE>
                          AIM DEVELOPING MARKETS FUND
receives  a premium  and the  purchaser has the  right, prior  to the expiration
date, to require  the Fund  to deliver  to it  an amount  of cash  equal to  the
difference  between the closing level of the  index and the exercise price times
the multiplier, if the closing level is less than the exercise price.
 
The risks  of  investment  in index  options  may  be greater  than  options  on
securities.  Because index options are  settled in cash, when  the Fund writes a
call on  an index  it cannot  provide in  advance for  its potential  settlement
obligations  by acquiring  and holding the  underlying securities.  The Fund can
offset some of the  risk of writing  a call index option  position by holding  a
diversified  portfolio of  securities similar to  those on  which the underlying
index is based.  However, the Fund  cannot, as a  practical matter, acquire  and
hold  a portfolio containing  exactly the same securities  as underlie the index
and, as a result, bears a risk that  the value of the securities held will  vary
from the value of the index.
 
Even  if the Fund could assemble  a securities portfolio that exactly reproduced
the composition of  the underlying index,  it still would  not be fully  covered
from  a risk standpoint because  of the "timing risk"  inherent in writing index
options. When an index option is exercised,  the amount of cash that the  holder
is  entitled to  receive is  determined by  the difference  between the exercise
price and the closing index level on  the date when the option is exercised.  As
with  other kinds of options, the Fund as  the call writer will not know that it
has been assigned  until the next  business day  at the earliest.  The time  lag
between  exercise and  notice of assignment  poses no  risk for the  writer of a
covered call on a  specific underlying security, such  as common stock,  because
there  the writer's obligation is to deliver the underlying security, not to pay
its value as of a fixed time in the past. So long as the writer already owns the
underlying security,  it  can  satisfy  its  settlement  obligations  by  simply
delivering  it, and the risk that its value may have declined since the exercise
date is borne by the  exercising holder. In contrast, even  if the writer of  an
index call holds securities that exactly match the composition of the underlying
index,  it will not be able to  satisfy its assignment obligations by delivering
those securities against  payment of  the exercise  price. Instead,  it will  be
required  to pay  cash in  an amount  based on  the closing  index value  on the
exercise date; and by the  time it learns that it  has been assigned, the  index
may  have declined, with a corresponding decline  in the value of its securities
portfolio. This "timing risk" is an inherent limitation on the ability of  index
call writers to cover their risk exposure by holding securities positions.
 
If  the Fund purchases an index option and exercises it before the closing index
value for  that day  is  available, it  runs  the risk  that  the level  of  the
underlying  index may subsequently change. If such a change causes the exercised
option to fall out-of-the-money, the Fund will be required to pay the difference
between the closing index value and the exercise price of the option (times  the
applicable multiplier) to the assigned writer.
 
INTEREST RATE, CURRENCY AND STOCK INDEX FUTURES CONTRACTS
The Fund may enter into interest rate, currency or stock index futures contracts
(collectively,  "Futures" or "Futures Contracts"), as a hedge against changes in
prevailing levels  of interest  rates, currency  exchange rates  or stock  price
levels, respectively, in order to establish more definitely the effective return
on  securities or currencies held  or intended to be  acquired by it. The Fund's
hedging may include sales of Futures as an offset against the effect of expected
increases in interest rates  and decreases in currency  exchange rates or  stock
prices,  and purchases of  Futures as an  offset against the  effect of expected
declines in interest rates,  and increases in currency  exchange rates or  stock
prices.
 
The  Fund only  will enter  into Futures  Contracts that  are traded  on futures
exchanges and  are standardized  as to  maturity date  and underlying  financial
instrument.  Futures  exchanges and  trading thereon  in  the United  States are
regulated under  the Commodity  Exchange Act  by the  Commodity Futures  Trading
Commission ("CFTC"). Futures are exchanged in London at the London International
Financial Futures Exchange.
 
Although techniques other than sales and purchases of Futures Contracts could be
used  to reduce the Fund's exposure to interest rate, currency exchange rate and
stock market  fluctuations, the  Fund may  be able  to hedge  its exposure  more
effectively and at a lower cost through using Futures Contracts.
 
A  Futures Contract provides  for the future  sale by one  party and purchase by
another party of a specified amount of a specific financial instrument (security
or currency) for a specified price at a designated date, time and place. A stock
index Futures Contract provides for the delivery, at a designated date, time and
place, of  an amount  of  cash equal  to a  specified  dollar amount  times  the
difference between the stock index value at the close of trading on the contract
and  the price at which  the Futures Contract is  originally struck; no physical
delivery of stocks  comprising the index  is made. Brokerage  fees are  incurred
when  a  Futures  Contract  is  bought or  sold,  and  margin  deposits  must be
maintained at all times the Futures Contract is outstanding.
 
Although Futures Contracts typically require future delivery of and payment  for
financial  instruments or currencies,  Futures Contracts usually  are closed out
before the delivery date. Closing out an open Futures Contract sale or  purchase
is  effected by entering  into an offsetting Futures  Contract purchase or sale,
respectively, for the same aggregate amount of
 
                  Statement of Additional Information Page 11
<PAGE>
                          AIM DEVELOPING MARKETS FUND
the identical financial instrument  or currency and the  same delivery date.  If
the  offsetting purchase price  is less than  the original sale  price, the Fund
realizes a gain; if  it is more,  the Fund realizes a  loss. Conversely, if  the
offsetting  sale  price  is more  than  the  original purchase  price,  the Fund
realizes a gain; if it is less, the Fund realizes a loss. The transaction  costs
also must be included in these calculations. There can be no assurance, however,
that  the Fund will be able to enter into an offsetting transaction with respect
to a particular Futures Contract at a  particular time. If the Fund is not  able
to  enter into an offsetting transaction, the  Fund will continue to be required
to maintain the margin deposits on the Futures Contract.
 
As an example of an offsetting transaction, the contractual obligations  arising
from  the sale of one Futures Contract of September Deutschemarks on an exchange
may be  fulfilled at  any time  before delivery  under the  Futures Contract  is
required  (i.e., on a specified date in  September, the "delivery month") by the
purchase of  another Futures  Contract of  September Deutschemarks  on the  same
exchange. In such instance the difference between the price at which the Futures
Contract  was  sold  and  the  price paid  for  the  offsetting  purchase, after
allowance for transaction costs, represents the profit or loss to the Fund.
 
The Fund's Futures transactions will be entered into for hedging purposes  only;
that  is, Futures  Contracts will be  sold to  protect against a  decline in the
price of securities or currencies that the Fund owns, or Futures Contracts  will
be  purchased to protect the Fund against an increase in the price of securities
or currencies it has committed to purchase or expects to purchase.
 
"Margin" with respect to Futures Contracts is  the amount of funds that must  be
deposited  by the Fund in order to  initiate Futures trading and to maintain the
Fund's open  positions in  Futures Contracts.  A margin  deposit made  when  the
Futures  Contract is entered  into ("initial margin") is  intended to assure the
Fund's performance  under  the  Futures  Contract. The  margin  required  for  a
particular Futures Contract is set by the exchange on which the Futures Contract
is  traded, and may be modified significantly  from time to time by the exchange
during the term of the Futures Contract.
 
Subsequent  payments,  called  "variation  margin,"  to  and  from  the  futures
commission  merchant through  which the Fund  entered into  the Futures Contract
will be made on a daily basis as the price of the underlying security,  currency
or index fluctuates making the Futures Contract more or less valuable, a process
known as marking-to-market.
 
    RISKS  OF  USING  FUTURES CONTRACTS.  The  prices of  Futures  Contracts are
volatile and  are influenced,  among  other things,  by actual  and  anticipated
changes  in  interest rates  and currency  exchange rates,  and in  stock market
movements, which  in turn  are  affected by  fiscal  and monetary  policies  and
national and international political and economic events.
 
There  is a risk of  imperfect correlation between changes  in prices of Futures
Contracts and prices  of the securities  or currencies in  the Fund's  portfolio
being   hedged.  The  degree   of  imperfection  of   correlation  depends  upon
circumstances such as: variations in  speculative market demand for futures  and
for securities or currencies, including technical influences in Futures trading;
and   differences  between  the  financial  instruments  being  hedged  and  the
instruments underlying the standard Futures  Contracts available for trading.  A
decision  of whether, when,  and how to  hedge involves skill  and judgment, and
even a  well-conceived hedge  may  be unsuccessful  to  some degree  because  of
unexpected market behavior or interest or currency rate trends.
 
Because  of  the  low  margin deposits  required,  Futures  trading  involves an
extremely high  degree  of leverage.  As  a  result, a  relatively  small  price
movement  in a Futures Contract may result in immediate and substantial loss, as
well as gain, to the investor. For example,  if at the time of purchase, 10%  of
the  value of  the Futures  Contract is  deposited as  margin, a  subsequent 10%
decrease in the value of  the Futures Contract would result  in a total loss  of
the  margin  deposit, before  any deduction  for the  transaction costs,  if the
account were then closed  out. A 15%  decrease would result in  a loss equal  to
150%  of the original margin  deposit, if the Futures  Contract were closed out.
Thus, a purchase or sale of a Futures Contract may result in losses in excess of
the amount invested in the Futures Contract.
 
Most U.S. Futures exchanges limit the amount of fluctuation permitted in Futures
Contract and options on Futures Contract prices during a single trading day. The
daily limit establishes the maximum amount that the price of a Futures  Contract
or option may vary either up or down from the previous day's settlement price at
the  end  of a  trading session.  Once the  daily  limit has  been reached  in a
particular type of Futures Contract or option, no trades may be made on that day
at a price beyond that limit. The daily limit governs only price movement during
a particular trading day and therefore does not limit potential losses,  because
the limit may prevent the liquidation of unfavorable positions. Futures Contract
and  option  prices  occasionally have  moved  to  the daily  limit  for several
consecutive trading days with  little or no  trading, thereby preventing  prompt
liquidation of positions and subjecting some traders to substantial losses.
 
If the Fund were unable to liquidate a Futures or option on Futures position due
to  the absence of a liquid secondary  market or the imposition of price limits,
it could incur  substantial losses.  The Fund would  continue to  be subject  to
market
 
                  Statement of Additional Information Page 12
<PAGE>
                          AIM DEVELOPING MARKETS FUND
risk  with respect to the position. In addition, except in the case of purchased
options, the Fund would continue to  be required to make daily variation  margin
payments  and might  be required  to maintain the  position being  hedged by the
Future or option or to maintain cash or securities in a segregated account.
 
Certain characteristics  of the  Futures  market might  increase the  risk  that
movements  in the prices  of Futures Contracts  or options on  Futures might not
correlate perfectly  with  movements in  the  prices of  the  investments  being
hedged.  For example,  all participants  in the  Futures and  options on Futures
markets are subject to  daily variation margin calls  and might be compelled  to
liquidate  Futures  or  options on  Futures  positions whose  prices  are moving
unfavorably to avoid being  subject to further  calls. These liquidations  could
increase  price  volatility  of the  instruments  and distort  the  normal price
relationship between the Futures  or options and  the investments being  hedged.
Also, because initial margin deposit requirements in the Futures market are less
onerous  than  margin requirements  in the  securities  markets, there  might be
increased  participation   by  speculators   in   the  Futures   markets.   This
participation  also  might  cause  temporary  price  distortions.  In  addition,
activities of large traders in both the Futures and securities markets involving
arbitrage, "program trading"  and other  investment strategies  might result  in
temporary price distortions.
 
OPTIONS ON FUTURES CONTRACTS
Options  on Futures Contracts are similar to options on securities or currencies
except that options on Futures Contracts give the purchaser the right, in return
for the  premium paid,  to  assume a  position in  a  Futures Contract  (a  long
position if the option is a call and a short position if the option is a put) at
a  specified exercise price  at any time  during the period  of the option. Upon
exercise of the option, the  delivery of the Futures  position by the writer  of
the  option to the holder  of the option will be  accompanied by delivery of the
accumulated balance in the writer's Futures margin account, which represents the
amount by which the market price  of the Futures Contract, at exercise,  exceeds
(in  the case of  a call) or  is less than (in  the case of  a put) the exercise
price of the option on  the Futures Contract. If an  option is exercised on  the
last trading day prior to the expiration date of the option, the settlement will
be  made entirely in cash equal to  the difference between the exercise price of
the option and  the closing level  of the securities,  currencies or index  upon
which  the  Futures Contract  is  based on  the  expiration date.  Purchasers of
options who fail to exercise their options  prior to the exercise date suffer  a
loss of the premium paid.
 
The  purchase of  call options  on Futures can  serve as  a long  hedge, and the
purchase of put  options on Futures  can serve  as a short  hedge. Writing  call
options  on Futures can serve as a  limited short hedge, and writing put options
on Futures can serve as a limited  long hedge, using a strategy similar to  that
used for writing options on securities, foreign currencies or indices.
 
If  the Fund  writes an  option on a  Futures Contract,  it will  be required to
deposit initial and variation margin  pursuant to requirements similar to  those
applicable to Futures Contracts. Premiums received from the writing of an option
on a Futures Contract are included in the initial margin deposit.
 
The  Fund may seek to close out an option position by selling an option covering
the same Futures  Contract and  having the  same exercise  price and  expiration
date.  The  ability to  establish and  close  out positions  on such  options is
subject to the maintenance of a liquid secondary market.
 
LIMITATIONS ON  USE  OF FUTURES,  OPTIONS  ON  FUTURES AND  CERTAIN  OPTIONS  ON
CURRENCIES
   
To  the extent that the  Fund enters into Futures  Contracts, options on Futures
Contracts,  and  options  on  foreign  currencies  traded  on  a  CFTC-regulated
exchange,  in each case other than for BONA FIDE hedging purposes (as defined by
the CFTC), the aggregate initial margin and premiums required to establish those
positions (excluding the amount  by which options  are "in-the-money") will  not
exceed  5% of the liquidation  value of the Fund's  portfolio, after taking into
account unrealized profits and unrealized losses  on any contracts the Fund  has
entered  into. In general, a call option on a Futures Contract is "in-the-money"
if the  value of  the  underlying Futures  Contract  exceeds the  strike,  i.e.,
exercise,   price  of  the  call;  a  put   option  on  a  futures  contract  is
"in-the-money" if the value  of the underlying Futures  Contract is exceeded  by
the  strike price of  the put. This  guideline may be  modified by the Company's
Board of Directors without  a shareholder vote. This  limitation does not  limit
the percentage of the Fund's assets at risk to 5%.
    
 
FORWARD CONTRACTS
A  Forward Contract is an obligation, usually arranged with a commercial bank or
other currency dealer, to purchase or  sell a currency against another  currency
at  a future date and price  as agreed upon by the  parties. The Fund either may
accept or make delivery of the currency at the maturity of the Forward Contract.
The Fund may also, if its contra  party agrees, prior to maturity, enter into  a
closing transaction involving the purchase or sale of an offsetting contract.
 
The  Fund engages  in forward  currency transactions  in anticipation  of, or to
protect itself against, fluctuations  in exchange rates. The  Fund might sell  a
particular   foreign  currency  forward,  for   example,  when  it  holds  bonds
denominated in a
 
                  Statement of Additional Information Page 13
<PAGE>
                          AIM DEVELOPING MARKETS FUND
foreign currency but anticipates, and seeks  to be protected against, a  decline
in the currency against the U.S. dollar. Similarly, the Fund might sell the U.S.
dollar  forward when it holds bonds denominated in U.S. dollars but anticipates,
and seeks to  be protected against,  a decline  in the U.S.  dollar relative  to
other  currencies. Further, the Fund might  purchase a currency forward to "lock
in" the price  of securities denominated  in that currency  that it  anticipates
purchasing.
 
   
Forward  Contracts are traded in the interbank market conducted directly between
currency traders (usually large commercial banks) and their customers. A Forward
Contract generally has no deposit requirement and no commissions are charged  at
any stage for trades. The Fund will enter into such Forward Contracts with major
U.S.  or foreign banks and securities or currency dealers in accordance with the
guidelines approved by the Company's Board of Directors.
    
 
The Fund  may enter  into  Forward Contracts  either  with respect  to  specific
transactions  or with  respect to  the Fund's  portfolio positions.  The precise
matching of the Forward  Contract amounts and the  value of specific  securities
generally  will not be possible  because the future value  of such securities in
foreign currencies will change as a consequence of market movements in the value
of those securities between  the date the Forward  Contract is entered into  and
the  date it matures. Accordingly, it may  be necessary for the Fund to purchase
additional foreign  currency on  the  spot (i.e.,  cash)  market (and  bear  the
expense  of such purchase) if the market value  of the security is less than the
amount of foreign currency the Fund is obligated to deliver and if a decision is
made to sell the security and make delivery of the foreign currency. Conversely,
it may be necessary to sell on the spot market some of the foreign currency  the
Fund  is  obligated to  deliver. The  projection  of short-term  currency market
movements is extremely difficult, and  the successful execution of a  short-term
hedging  strategy is highly  uncertain. Forward Contracts  involve the risk that
anticipated currency movements  will not  be predicted  accurately, causing  the
Fund to sustain losses on these contracts and transaction costs.
 
At  or before the  maturity of a Forward  Contract requiring the  Fund to sell a
currency, the  Fund  either may  sell  a portfolio  security  and use  the  sale
proceeds  to make delivery of the currency or retain the security and offset its
contractual obligation to deliver the  currency by purchasing a second  contract
pursuant  to which  the Fund will  obtain, on  the same maturity  date, the same
amount of the currency that it is obligated to deliver. Similarly, the Fund  may
close  out a Forward Contract  requiring it to purchase  a specified currency by
entering into a  second contract, if  its contra party  agrees, entitling it  to
sell  the same  amount of the  same currency on  the maturity date  of the first
contract. The Fund would  realize a gain  or loss as a  result of entering  into
such  an offsetting Forward Contract under either circumstance to the extent the
exchange rate  or  rates  between  the currencies  involved  moved  between  the
execution dates of the first contract and the offsetting contract.
 
The  cost to the Fund of engaging  in Forward Contracts varies with factors such
as the currencies  involved, the length  of the contract  period and the  market
conditions  then prevailing. Because Forward  Contracts usually are entered into
on a principal basis, no  fees or commissions are  involved. The use of  Forward
Contracts  does  not  eliminate fluctuations  in  the prices  of  the underlying
securities the Fund owns or intends to acquire, but it does establish a rate  of
exchange in advance. In addition, while Forward Contract sales limit the risk of
loss due to a decline in the value of the hedged currencies, they also limit any
potential gain that might result should the value of the currencies increase.
 
FOREIGN CURRENCY STRATEGIES -- SPECIAL CONSIDERATIONS
The  Fund may use options on  foreign currencies, Futures on foreign currencies,
options on Futures on foreign currencies and Forward Contracts to hedge  against
movements in the values of the foreign currencies in which the Fund's securities
are  denominated. Such currency hedges can  protect against price movements in a
security that  the Fund  owns or  intends to  acquire that  are attributable  to
changes  in the value of the currency in which it is denominated. Such hedges do
not, however,  protect  against  price  movements in  the  securities  that  are
attributable to other causes.
 
The  Fund  might seek  to hedge  against changes  in the  value of  a particular
currency when no  Futures Contract,  Forward Contract or  option involving  that
currency  is available or one  of such contracts is  more expensive than certain
other contracts. In such  cases, the Fund may  hedge against price movements  in
that  currency by  entering into  a contract  on another  currency or  basket of
currencies, the values of  which the Sub-adviser believes  will have a  positive
correlation  to the value of the currency  being hedged. The risk that movements
in the price of the contract will not correlate perfectly with movements in  the
price of the currency being hedged is magnified when this strategy is used.
 
The  value of Futures Contracts, options on Futures Contracts, Forward Contracts
and options  on  foreign currencies  depends  on  the value  of  the  underlying
currency  relative  to the  U.S. dollar.  Because foreign  currency transactions
occurring in the  interbank market  might involve  substantially larger  amounts
than  those  involved in  the  use of  Futures  Contracts, Forward  Contracts or
options, the  Fund could  be disadvantaged  by  dealing in  the odd  lot  market
(generally
 
                  Statement of Additional Information Page 14
<PAGE>
                          AIM DEVELOPING MARKETS FUND
consisting  of transactions of less than  $1 million) for the underlying foreign
currencies at prices that are less favorable than for round lots.
 
There is no systematic reporting of last sale information for foreign currencies
or any  regulatory requirements  that quotations  available through  dealers  or
other market sources be firm or revised on a timely basis. Quotation information
generally  is representative of very large  transactions in the interbank market
and thus  might not  reflect  odd-lot transactions  where  rates might  be  less
favorable.   The   interbank  market   in  foreign   currencies  is   a  global,
round-the-clock market. To the  extent the U.S. options  or Futures markets  are
closed  while the markets for the underlying currencies remain open, significant
price and rate movements might take place in the underlying markets that  cannot
be  reflected in  the markets  for the Futures  contracts or  options until they
reopen.
 
Settlement of Futures Contracts, Forward Contracts and options involving foreign
currencies might  be required  to  take place  within  the country  issuing  the
underlying currency. Thus, the Fund might be required to accept or make delivery
of  the  underlying foreign  currency  in accordance  with  any U.S.  or foreign
regulations regarding the  maintenance of foreign  banking arrangements by  U.S.
residents  and might be required  to pay any fees,  taxes and charges associated
with such delivery assessed in the issuing country.
 
COVER
Transactions using Forward Contracts, Futures Contracts and options (other  than
options  purchased by  the Fund)  expose the  Fund to  an obligation  to another
party. The Fund will not enter into any such transactions unless it owns  either
(1)  an  offsetting ("covered")  position  in securities,  currencies,  or other
options, Forward Contracts or  Futures Contracts, or  (2) cash, receivables  and
short-term  debt securities with  a value sufficient  at all times  to cover its
potential obligations not covered as provided in (1) above. The Fund will comply
with SEC guidelines regarding cover for these instruments and, if the guidelines
so require, set aside cash or liquid securities.
 
Assets used as cover or  held in a segregated account  cannot be sold while  the
position  in the corresponding  Forward Contract, Futures  Contract or option is
open, unless they are replaced with other appropriate assets. If a large portion
of the Fund's assets are used for cover or otherwise set aside, it could  affect
portfolio  management or the Fund's ability to meet redemption requests or other
current obligations.
 
- --------------------------------------------------------------------------------
 
                                  RISK FACTORS
 
- --------------------------------------------------------------------------------
 
ILLIQUID SECURITIES
The Fund  may  invest up  to  15% of  its  net assets  in  illiquid  securities.
Securities  may  be considered  illiquid if  the  Fund cannot  reasonably expect
within seven days to sell the  securities for approximately the amount at  which
the Fund values such securities. The sale of illiquid securities, if they can be
sold  at all, generally  will require more  time and result  in higher brokerage
charges or dealer discounts and other  selling expenses than the sale of  liquid
securities, such as securities eligible for trading on U.S. securities exchanges
or in the over-the-counter markets. Moreover, restricted securities which may be
illiquid  for purposes  of this limitation,  often sell,  if at all,  at a price
lower than similar securities that are not subject to restrictions on resale.
 
Illiquid securities include those that are subject to restrictions contained  in
the  securities laws  of other  countries. However,  securities that  are freely
marketable in the country  where they are principally  traded, but would not  be
freely  marketable in the United States,  will not be considered illiquid. Where
registration is required, the Fund  may be obligated to pay  all or part of  the
registration  expenses and a considerable period  may elapse between the time of
the decision to sell and the time the  Fund may be permitted to sell a  security
under  an effective  registration statement. If,  during such  a period, adverse
market conditions were to develop, the Fund might obtain a less favorable  price
than prevailed when it decided to sell.
 
Not   all  restricted  securities   are  illiquid.  In   recent  years  a  large
institutional  market  has  developed  for  certain  securities  that  are   not
registered  under the Securities Act of 1933, as amended ("1933 Act"), including
private placements, repurchase agreements, commercial paper, foreign  securities
and corporate bonds and notes. These instruments are often restricted securities
because  the  securities are  sold in  transactions not  requiring registration.
Institutional investors generally will not
 
                  Statement of Additional Information Page 15
<PAGE>
                          AIM DEVELOPING MARKETS FUND
seek to sell  these instruments to  the general public,  but instead will  often
depend  either on an  efficient institutional market  in which such unregistered
securities can be readily resold or on an issuer's ability to honor a demand for
repayment. Therefore, the fact that there are contractual or legal  restrictions
on  resale to the general  public or certain institutions  is not dispositive of
the liquidity of such investments.
 
Rule 144A under the 1933 Act  establishes a "safe harbor" from the  registration
requirements  of the  1933 Act  for resales  of certain  securities to qualified
institutional buyers.  Institutional  markets  for  restricted  securities  have
developed  as a result of Rule 144A, providing both readily ascertainable values
for restricted securities and the ability to liquidate an investment to  satisfy
share redemption orders. Such markets include automated systems for the trading,
clearance  and  settlement of  unregistered securities  of domestic  and foreign
issuers, such as  the PORTAL  System sponsored  by the  National Association  of
Securities  Dealers,  Inc.  An insufficient  number  of  qualified institutional
buyers interested in purchasing Rule 144A-eligible restricted securities held by
the Fund, however, could  affect adversely the  marketability of such  portfolio
securities  and the Fund might be unable  to dispose of such securities promptly
or at favorable prices.
 
   
With respect  to  liquidity determinations  generally,  the Company's  Board  of
Directors  has  the  ultimate responsibility  for  determining  whether specific
securities, including restricted securities pursuant to Rule 144A under the 1933
Act, are liquid  or illiquid.  The Board has  delegated the  function of  making
day-to-day  determinations of  liquidity to  the Sub-adviser  in accordance with
procedures approved by the Board. The Sub-adviser takes into account a number of
factors in reaching liquidity decisions, including (i) the frequency of  trading
in  the security, (ii) the  number of dealers who  make quotes for the security,
(iii) the  number  of dealers  who  have undertaken  to  make a  market  in  the
security,  (iv) the number of other potential  purchasers, and (v) the nature of
the security and  how trading is  effected (e.g.,  the time needed  to sell  the
security,  how  offers  are  solicited  and  the  mechanics  of  transfer).  The
Sub-adviser monitors the  liquidity of  securities in the  Fund's portfolio  and
periodically  reports  such  determinations  to  the  Board.  If  the  liquidity
percentage restriction of  the Fund is  satisfied at the  time of investment,  a
later  increase  in  the percentage  of  illiquid  securities held  by  the Fund
resulting from  a  change  in market  value  or  assets will  not  constitute  a
violation  of that restriction.  If as a result  of a change  in market value or
assets, the percentage of illiquid securities  held by the Fund increases  above
the  applicable limit, the Sub-adviser will  take appropriate steps to bring the
aggregate amount of illiquid  assets back within  the prescribed limitations  as
soon   as  reasonably  practicable,  taking  into  account  the  effect  of  any
disposition on the Fund.
    
 
FOREIGN SECURITIES
    POLITICAL, SOCIAL AND  ECONOMIC RISKS. Investing  in securities of  non-U.S.
companies may entail additional risks due to the potential political, social and
economic  instability  of  certain  countries and  the  risks  of expropriation,
nationalization, confiscation  or  the  imposition of  restrictions  on  foreign
investment,  convertibility of currencies into  U.S. dollars and on repatriation
of capital  invested. In  the event  of such  expropriation, nationalization  or
other  confiscation by any country, the Fund could lose its entire investment in
any such country.
 
In addition,  even though  opportunities for  investment may  exist in  emerging
markets,  any change in the  leadership or policies of  the governments of those
countries or  in  the leadership  or  policies  of any  other  government  which
exercises  a significant influence over those  countries, may halt the expansion
of or reverse the  liberalization of foreign  investment policies now  occurring
and thereby eliminate any investment opportunities which may currently exist.
 
Investors should note that upon the accession to power of authoritarian regimes,
the  governments of a number of Latin American countries previously expropriated
large quantities of  real and personal  property similar to  the property  which
will  be represented  by the  securities purchased  by the  Fund. The  claims of
property owners against those governments were never finally settled. There  can
be  no assurance  that any property  represented by securities  purchased by the
Fund will not also be  expropriated, nationalized, or otherwise confiscated.  If
such  confiscation were to occur,  the Fund could lose  its entire investment in
such countries. The Fund's investments would similarly be adversely affected  by
exchange control regulation in any of those countries.
 
    RELIGIOUS  AND ETHNIC  STABILITY. Certain  countries in  which the  Fund may
invest  may  have  groups  that  advocate  radical  religious  or  revolutionary
philosophies or support ethnic independence. Any disturbance on the part of such
individuals could carry the potential for widespread destruction or confiscation
of  property owned by individuals and entities foreign to such country and could
cause the loss of the Fund's investment in those countries. Instability may also
result from,  among  other things,  (i)  authoritarian governments  or  military
involvement  in  political and  economic  decision-making, including  changes in
government through extra-constitutional  means, (ii)  popular unrest  associated
with  demands for improved political, economic  and social conditions, and (iii)
hostile relations with  neighboring or other  countries. Such political,  social
and  economic instability could disrupt the principal financial markets in which
the Fund invests and adversely affect the value of the Fund's assets.
 
                  Statement of Additional Information Page 16
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
    FOREIGN  INVESTMENT  RESTRICTIONS.  Certain  countries  prohibit  or  impose
substantial  restrictions on investments in  their capital markets, particularly
their equity markets, by foreign entities  such as the Fund. These  restrictions
or  controls may at times limit or preclude investment in certain securities and
may increase the cost and expenses  of the Fund. For example, certain  countries
require prior governmental approval before investments by foreign persons may be
made  or may limit the  amount of investment by  foreign persons in a particular
company, or limit the investment by foreign persons to only a specific class  of
securities of a company that may have less advantageous terms than securities of
the company available for purchase by nationals. Moreover, the national policies
of  certain  countries  may  restrict  investment  opportunities  in  issuers or
industries deemed sensitive to national  interests. In addition, some  countries
require governmental approval for the repatriation of investment income, capital
or  the  proceeds  of securities  sales  by  foreign investors.  If  there  is a
deterioration in a country's balance of payments or for other reasons, a country
may impose restrictions on foreign capital remittances abroad. The Fund could be
adversely  affected  by  delays  in,  or  a  refusal  to  grant,  any   required
governmental  approval for repatriation, as well as  by the application to it of
other restrictions on investments.
 
    NON-UNIFORM CORPORATE DISCLOSURE STANDARDS AND GOVERNMENTAL
REGULATION. Foreign companies are subject to accounting, auditing and  financial
standards  and requirements that  differ in some  cases significantly from those
applicable to U.S. companies. In particular, the assets, liabilities and profits
appearing on the  financial statements  of such a  company may  not reflect  its
financial  position or results of operations in  the way they would be reflected
had such financial statements  been prepared in  accordance with U.S.  generally
accepted accounting principles. Most of the securities held by the Fund will not
be  registered with the SEC  or regulators of any  foreign country, nor will the
issuers thereof be subject to the SEC's reporting requirements. Thus, there will
be less available information concerning most foreign issuers of securities held
by the Fund than  is available concerning U.S.  issuers. In instances where  the
financial  statements  of an  issuer are  not deemed  to reflect  accurately the
financial situation of the issuer,  the Sub-adviser will take appropriate  steps
to evaluate the proposed investment, which may include on-site inspection of the
issuer,  interviews  with  its management  and  consultations  with accountants,
bankers and other  specialists. There is  substantially less publicly  available
information about foreign companies than there are reports and ratings published
about  U.S.  companies  and  the  U.S.  government.  In  addition,  where public
information is  available,  it  may  be  less  reliable  than  such  information
regarding  U.S.  issuers. Issuers  of  securities in  foreign  jurisdictions are
generally not subject to the same degree of regulation as are U.S. issuers  with
respect  to such matters as restrictions on market manipulation, insider trading
rules, shareholder proxy requirements and timely disclosure of information.
 
    CURRENCY FLUCTUATIONS. Because  the Fund, under  normal circumstances,  will
invest  a substantial portion of  its total assets in  the securities of foreign
issuers which are denominated in foreign currencies, the strength or weakness of
the U.S. dollar  against such foreign  currencies will account  for part of  the
Fund's investment performance. A decline in the value of any particular currency
against  the U.S. dollar  will cause a decline  in the U.S.  dollar value of the
Fund's holdings  of  securities  and  cash denominated  in  such  currency  and,
therefore,  will cause an overall decline in  the Fund's net asset value and any
net investment  income and  capital gains  derived from  such securities  to  be
distributed  in U.S. dollars to shareholders of the Fund. Moreover, if the value
of the foreign currencies in which  the Fund receives its income falls  relative
to  the  U.S.  dollar between  receipt  of the  income  and the  making  of Fund
distributions, the Fund may be required to liquidate securities in order to make
distributions if  the  Fund has  insufficient  cash in  U.  S. dollars  to  meet
distribution requirements.
 
The  rate of exchange between the U.S. dollar and other currencies is determined
by several factors including  the supply and  demand for particular  currencies,
central  bank efforts to support particular currencies, the movement of interest
rates, the pace of business activity  in certain other countries and the  United
States, and other economic and financial conditions affecting the world economy.
 
Although  the Fund values its assets daily in terms of U.S. dollars, it does not
intend to convert  its holdings  of foreign currencies  into U.S.  dollars on  a
daily  basis. The  Fund will do  so from time  to time, and  investors should be
aware of the costs of currency conversion. Although foreign exchange dealers  do
not  charge  a  fee  for conversion,  they  do  realize a  profit  based  on the
difference ("spread") between the  prices at which they  are buying and  selling
various  currencies. Thus, a dealer may offer  to sell a foreign currency to the
Fund at one  rate, while  offering a  lesser rate  of exchange  should the  Fund
desire to sell that currency to the dealer.
 
    ADVERSE  MARKET CHARACTERISTICS. Securities  of many foreign  issuers may be
less liquid and their  prices more volatile than  securities of comparable  U.S.
issuers.  In  addition, foreign  securities  markets and  brokers  generally are
subject to  less governmental  supervision  and regulation  than in  the  United
States,  and  foreign  securities  transactions  usually  are  subject  to fixed
commissions, which  generally are  higher than  negotiated commissions  on  U.S.
transactions. In addition, foreign
 
                  Statement of Additional Information Page 17
<PAGE>
                          AIM DEVELOPING MARKETS FUND
securities  transactions  may be  subject  to difficulties  associated  with the
settlement of such transactions. Delays in settlement could result in  temporary
periods  when assets of the Fund are uninvested and no return is earned thereon.
The inability of the Fund to make intended security purchases due to  settlement
problems  could cause  the Fund to  miss attractive  opportunities. Inability to
dispose of a portfolio security due  to settlement problems either could  result
in  losses to  the Fund  due to  subsequent declines  in value  of the portfolio
security or, if the Fund has entered into a contract to sell the security, could
result in possible  liability to  the purchaser. The  Sub-adviser will  consider
such difficulties when determining the allocation of the Fund's assets, although
the  Sub-adviser does  not believe that  such difficulties will  have a material
adverse effect on the Fund's portfolio trading activities.
 
The Fund may  use foreign  custodians, which may  involve risks  in addition  to
those  related to the  use of U.S. custodians.  Such risks include uncertainties
relating to (i)  determining and monitoring  the financial strength,  reputation
and  standing of the foreign  custodian, (ii) maintaining appropriate safeguards
to protect the Fund's investments  and (iii) possible difficulties in  obtaining
and enforcing judgments against such custodians.
 
    WITHHOLDING  TAXES.  The Fund's  net  investment income  from  securities of
foreign issuers may  be subject  to withholding  taxes by  the foreign  issuer's
country,  thereby reducing that  income or delaying the  receipt of income where
those taxes may be recaptured. See "Taxes."
 
    CONCENTRATION. To the extent the Fund  invests a significant portion of  its
assets in securities of issuers located in a particular country or region of the
world,  it may be subject to greater risks and may experience greater volatility
than a fund that is more broadly diversified geographically.
 
    SPECIAL CONSIDERATIONS  AFFECTING  EMERGING  MARKETS.  Investing  in  equity
securities  of  companies  in emerging  markets  may entail  greater  risks than
investing in equity securities in  developed countries. These risks include  (i)
less  social, political and  economic stability; (ii) the  small current size of
the markets for such securities and  the currently low or nonexistent volume  of
trading,  which result in a  lack of liquidity and  in greater price volatility;
(iii) certain  national  policies  which  may  restrict  the  Fund's  investment
opportunities,  including restrictions  on investment  in issuers  or industries
deemed sensitive  to national  interests;  (iv) foreign  taxation; and  (v)  the
absence  of  developed structures  governing  private or  foreign  investment or
allowing for judicial redress for injury to private property.
 
Investing in the securities of companies in emerging markets may entail  special
risks  relating to potential political and economic instability and the risks of
expropriation, nationalization, confiscation or  the imposition of  restrictions
on  foreign investment, convertibility into U.S.  dollars and on repatriation of
capital invested. In the event  of such expropriation, nationalization or  other
confiscation  by any country, the  Fund could lose its  entire investment in any
such country.
 
Emerging securities  markets are  substantially  smaller, less  developed,  less
liquid  and more volatile than the major securities markets. The limited size of
emerging securities markets and limited trading value in issuers compared to the
volume of  trading in  U.S. securities  could  cause prices  to be  erratic  for
reasons  apart  from factors  that  affect the  quality  of the  securities. For
example, limited market size may cause prices to be unduly influenced by traders
who control  large  positions.  Adverse publicity  and  investors'  perceptions,
whether  or  not  based on  fundamental  analysis,  may decrease  the  value and
liquidity of portfolio  securities, especially  in these  markets. In  addition,
securities traded in certain emerging markets may be subject to risks due to the
inexperience  of financial intermediaries, a lack of modern technology, the lack
of a sufficient capital base to expand business operations, and the  possibility
of permanent or temporary termination of trading.
 
Settlement  mechanisms in emerging securities markets  may be less efficient and
reliable than in more developed markets.  In such emerging securities there  may
be share registration and delivery delays or failures.
 
   
Many emerging market countries have experienced substantial, and in some periods
extremely  high,  rates  of  inflation  for  many  years.  Inflation  and  rapid
fluctuations in inflation rates and corresponding currency devaluations have had
and may  continue to  have  negative effects  on  the economies  and  securities
markets of certain emerging market countries.
    
 
    SPECIAL    CONSIDERATIONS    AFFECTING   RUSSIA    AND    EASTERN   EUROPEAN
COUNTRIES. Investing in Russia  and Eastern European  countries involves a  high
degree  of  risk  and  special  considerations  not  typically  associated  with
investing in  the  U.S.  securities  markets and  should  be  considered  highly
speculative.  Such risks include the following: (1) delays in settling portfolio
transactions and risk of  loss arising out of  the system of share  registration
and  custody; (2) the risk  that it may be impossible  or more difficult than in
other countries  to obtain  and/or  enforce a  judgement; (3)  pervasiveness  of
corruption  and  crime  in  the  economic  system;  (4)  currency  exchange rate
volatility and the lack  of available currency  hedging instruments; (5)  higher
rates  of inflation (including the risk of social unrest associated with periods
of hyper-inflation) and  high unemployment; (6)  controls on foreign  investment
and    local   practices   disfavoring   foreign   investors   and   limitations
 
                  Statement of Additional Information Page 18
<PAGE>
                          AIM DEVELOPING MARKETS FUND
   
on repatriation of invested  capital, profits and dividends,  and on the  Fund's
ability to exchange local currencies for U.S. dollars; (7) political instability
and  social unrest and violence; (8) the risk that the governments of Russia and
Eastern European countries may  decide not to continue  to support the  economic
reform  programs  implemented  recently  and  could  follow  radically different
political and/or  economic policies  to the  detriment of  investors,  including
non-market-oriented  policies such as  the support of  certain industries at the
expense of other  sectors or  investors, or a  return to  the centrally  planned
economy that existed when such countries had a communist form of government; (9)
the financial condition of companies in these countries, including large amounts
of  inter-company debt which may  create a payments crisis  on a national scale;
(10) dependency on  exports and  the corresponding  importance of  international
trade; (11) the risk that the tax system in these countries will not be reformed
to  prevent inconsistent, retroactive  and/or exorbitant taxation;  and (12) the
underdeveloped nature of the securities markets.
    
 
    SPECIAL CONSIDERATIONS AFFECTING  PACIFIC REGION COUNTRIES.  Certain of  the
risks  associated with international investments  are heightened for investments
in Pacific region  countries. For  example, some  of the  currencies of  Pacific
region  countries  have experienced  steady  devaluations relative  to  the U.S.
dollar, and major  adjustments have been  made periodically in  certain of  such
currencies. Certain countries, such as India, face serious exchange constraints.
 
Many  of the Asia Pacific region countries may be subject to a greater degree of
social, political  and economic  instability  than is  the  case in  the  United
States. Such instability may result from, among other things, the following: (i)
authoritarian  governments  or military  involvement  in political  and economic
decision making, and changes  in government through extra-constitutional  means;
(ii) popular unrest associated with demands for improved political, economic and
social  conditions;  (iii) internal  insurgencies;  (iv) hostile  relations with
neighboring countries; and (v) ethnic,  religious and racial disaffection.  Such
social,  political  and  economic instability  could  significantly  disrupt the
principal financial markets in which the  Fund invests and adversely affect  the
value  of  the  Fund's  assets.  In  addition,  asset  expropriations  or future
confiscatory levels of taxation possibly may affect the Fund.
 
Several of the  Asia Pacific region  countries have,  or in the  past have  had,
hostile  relationships  with neighboring  nations  or have  experienced internal
insurgency. Thailand has  experienced border conflicts  with Laos and  Cambodia,
and India is engaged in border disputes with several of its neighbors, including
China  and Pakistan. An uneasy truce exists between North Korea and South Korea,
and the recurrence of hostilities remains possible. Reunification of North Korea
and South Korea could have a detrimental  effect on the economy of South  Korea.
Also,  China  continues  to  claim  sovereignty  over  Taiwan  and  recently has
conducted military maneuvers near Taiwan.
 
The economies of most of the Asia Pacific region countries are heavily dependent
upon international  trade  and  are accordingly  affected  by  protective  trade
barriers  and the economic conditions of their trading partners, principally the
United States, Japan,  China and the  European Community. The  enactment by  the
United  States  or  other  principal  trading  partners  of  protectionist trade
legislation, reduction of foreign investment in the local economies and  general
declines  in  the  international  securities markets  could  have  a significant
adverse effect upon the securities markets of the Asia Pacific region countries.
In addition,  the  economies of  some  of  the Asia  Pacific  region  countries,
Australia and Indonesia, for example, are vulnerable to weakness in world prices
for their commodity exports, including crude oil.
 
China  recently assumed sovereignty over Hong  Kong in July 1997. Although China
has committed by treaty to preserve the economic and social freedoms enjoyed  in
Hong  Kong for fifty years, the continuation of the current form of the economic
system in Hong Kong will  depend on the actions of  the government of China.  In
addition,  such assumption of sovereignty has increased sensitivity in Hong Kong
to political developments and  statements by public  figures in China.  Business
confidence  in  Hong  Kong, therefore,  can  be significantly  affected  by such
developments and  statements, which  in  turn can  affect markets  and  business
performance.
 
In  addition, the Chinese sovereignty  over Hong Kong also  presents a risk that
the Hong Kong dollar will  be devalued and a risk  of possible loss of  investor
confidence  in the Hong Kong markets and dollar. However, factors exist that are
likely to mitigate this risk. First, China has stated its intention to implement
a "one country, two systems"  policy, which would preserve monetary  sovereignty
and leave control in the hands of the Hong Kong Monetary Authority ("HKMA").
 
Second,  fixed  rate  parity  with  the  U.S.  dollar  is  seen  as  critical to
maintaining investors'  confidence  in  the transition  to  Chinese  rule,  and,
therefore, it is anticipated that, if international investors lose confidence in
Hong  Kong  dollar assets,  the HKMA  would intervene  to support  the currency,
though such  intervention cannot  be  assured. Third,  Hong Kong's  and  China's
sizable  combined foreign exchange reserve  may be used to  support the value of
the Hong Kong dollar, provided that China does not appropriate such reserves for
other uses, which is not anticipated but cannot be assured. Finally, China would
be likely to experience significant adverse political and economic  consequences
if  confidence  in the  Hong Kong  dollar and  the territory  assets were  to be
endangered.
 
                  Statement of Additional Information Page 19
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
    SPECIAL  CONSIDERATIONS  AFFECTING  LATIN  AMERICAN  COUNTRIES.  Most  Latin
American  countries have experienced substantial,  and in some periods extremely
high, rates of  inflation for many  years. Inflation and  rapid fluctuations  in
inflation  rates have had and may continue  to have very negative effects on the
economies and securities  markets of certain  Latin American countries.  Certain
Latin  American countries are also among the largest debtors to commercial banks
and foreign governments. At times certain Latin American countries have declared
moratoria on  the payment  of principal  and/or interest  on external  debt.  In
addition,  certain  Latin  American  securities  markets  have  experienced high
volatility in recent years.
 
Latin American countries may  also close certain sectors  of their economies  to
equity  investments  by foreigners.  Further due  to  the absence  of securities
markets and  publicly  owned corporations  and  due to  restrictions  on  direct
investment  by foreign entities,  investments may only be  made in certain Latin
American  countries  solely   or  primarily   through  governmentally   approved
investment vehicles or companies.
 
Certain Latin American countries may have managed currencies that are maintained
at  artificial levels to the U.S. dollar rather than at levels determined by the
market. This type  of system can  lead to  sudden and large  adjustments in  the
currency  which, in turn, can  have a disruptive and  negative effect on foreign
investors. For example, in late  1994, the value of  the Mexican peso lost  more
than one-third of its value relative to the U.S. dollar.
 
    SOVEREIGN  DEBT. Sovereign Debt generally offers high yields, reflecting not
only perceived  credit risk,  but also  the  need to  compete with  other  local
investments  in domestic financial markets. Certain Latin American countries are
among the  largest  debtors  to  commercial banks  and  foreign  governments.  A
sovereign debtor's willingness or ability to repay principal and interest due in
a  timely  manner  may  be  affected by,  among  other  factors,  its  cash flow
situation, the extent of  its foreign reserves,  the availability of  sufficient
foreign  exchange on the  date a payment is  due, the relative  size of the debt
service burden to the economy as a whole, the sovereign debtor's policy  towards
the  International  Monetary  Fund  and the  political  constraints  to  which a
sovereign debtor  may  be  subject.  Sovereign  debtors  may  default  on  their
Sovereign   Debt.  Sovereign   debtors  may   also  be   dependent  on  expected
disbursements from foreign governments, multilateral agencies and others  abroad
to reduce principal and interest arrearages on their debt. The commitment on the
part of these governments, agencies and others to make such disbursements may be
conditioned  on a sovereign  debtor's implementation of  economic reforms and/or
economic performance  and  the  timely service  of  such  debtor's  obligations.
Failure  to implement such reforms, achieve  such levels of economic performance
or repay principal or interest when due, may result in the cancellation of  such
third  parties' commitments  to lend  funds to  the sovereign  debtor, which may
further impair such debtor's ability or willingness to timely service its debts.
 
In recent years, some of the Latin American countries in which the Fund  expects
to  invest have encountered difficulties in servicing their Sovereign Debt. Some
of these  countries  have withheld  payments  of interest  and/or  principal  of
Sovereign  Debt. These difficulties  have also led  to agreements to restructure
external debt obligations -- in particular, commercial bank loans, typically  by
rescheduling  principal  payments,  reducing interest  rates  and  extending new
credits to finance interest payments on existing debt. In the future, holders of
Sovereign Debt may be requested to  participate in similar rescheduling of  such
debt.
 
The  ability  of Latin  American governments  to make  timely payments  on their
Sovereign Debt is  likely to be  influenced strongly by  a country's balance  of
trade  and its access to trade and  other international credits. A country whose
exports are concentrated in a few  commodities could be vulnerable to a  decline
in  the  international prices  of  one or  more  of such  commodities. Increased
protectionism on the part of a  country's trading partners could also  adversely
affect its exports.
 
    NON-UNIFORM CORPORATE DISCLOSURE STANDARDS AND GOVERNMENTAL
REGULATION.  Foreign companies are subject to accounting, auditing and financial
standards and requirements that differ, in some cases significantly, from  those
applicable to U.S. companies. In particular, the assets, liabilities and profits
appearing  on the  financial statements  of such a  company may  not reflect its
financial position or results of operations  in the way they would be  reflected
had  such financial statements  been prepared in  accordance with U.S. generally
accepted accounting principles. Most of the foreign securities held by the  Fund
will  not be registered with  the SEC or regulators  of any foreign country, nor
will the issuers thereof be subject  to the SEC's reporting requirements.  Thus,
there  will be  less available  information concerning  most foreign  issuers of
securities held  by the  Fund  than is  available  concerning U.S.  issuers.  In
instances  where the financial statements of an issuer are not deemed to reflect
accurately the  financial situation  of the  issuer, the  Sub-adviser will  take
appropriate steps to evaluate the proposed investment, which may include on-site
inspection  of the issuer, interviews with its management and consultations with
accountants, bankers and other specialists. There is substantially less publicly
available information about foreign companies than there are reports and ratings
published about  U.S. companies  and  the U.S.  government. In  addition,  where
public  information is available, it may  be less reliable than such information
regarding U.S. issuers. In addition, for companies that keep accounting  records
in   local  currency,  inflation   accounting  rules  in   some  Latin  American
 
                  Statement of Additional Information Page 20
<PAGE>
                          AIM DEVELOPING MARKETS FUND
countries require, for both tax and accounting purposes, that certain assets and
liabilities be restated on the company's balance sheet in order to express items
in terms  of currency  of constant  purchasing power.  Inflation accounting  may
indirectly  generate  losses or  profits. There  is substantially  less publicly
available  information  about  foreign   companies,  including  Latin   American
companies,  and  the  governments of  Latin  American countries  than  there are
reports and  ratings published  about U.S.  companies and  the U.S.  government.
Issuers  of securities in foreign jurisdictions are generally not subject to the
same degree of regulation as  are U.S. issuers with  respect to such matters  as
restrictions  on market  manipulation, insider trading  rules, shareholder proxy
requirements and timely disclosure of information.
 
- --------------------------------------------------------------------------------
 
                             INVESTMENT LIMITATIONS
 
- --------------------------------------------------------------------------------
 
The Fund's investment objectives  may not be changed  without the approval of  a
majority of its outstanding voting securities. As defined in the 1940 Act and as
used  in  this Statement  of Additional  Information a  "majority of  the Fund's
outstanding voting  securities"  means the  lesser  of  (i) 67%  of  the  shares
represented  at a meeting at  which more than 50%  of the outstanding shares are
represented and (ii) more than 50%  of the outstanding shares. In addition,  the
Fund  has adopted the following fundamental  investment limitations that may not
be changed without approval of a majority of its outstanding voting securities.
 
The Fund may not:
 
        (1) issue senior securities or  borrow money, except as permitted  under
    the  1940 Act and then not  in excess of 33 1/3%  of the Fund's total assets
    (including  the  amount  borrowed  but   reduced  by  any  liabilities   not
    constituting  borrowings) at the time of the borrowing, except that the Fund
    may borrow up to  an additional 5%  of its total  assets (not including  the
    amount borrowed) for temporary or emergency purposes;
 
        (2)  purchase any security if, as a result of that purchase, 25% or more
    of the Fund's total assets would be invested in securities of issuers having
    their principal business activities in  the same industry, except that  this
    limitation  does not  apply to securities  issued or guaranteed  by the U.S.
    government, its agencies or instrumentalities;
 
        (3) engage in the business of underwriting securities of other  issuers,
    except  to the extent that the Fund might be considered an underwriter under
    the federal securities laws in connection with its disposition of  portfolio
    securities;
 
        (4)  purchase or sell real estate, except that investments in securities
    of issuers that  invest in  real estate and  investments in  mortgage-backed
    securities,  mortgage  participations  or  other  instruments  supported  by
    interests in real estate are not subject to this limitation, and except that
    the Fund may exercise rights  under agreements relating to such  securities,
    including  the right to  enforce security interests and  to hold real estate
    acquired by  reason  of such  enforcement  until  that real  estate  can  be
    liquidated in an orderly manner;
 
   
        (5)  purchase or sell  physical commodities, but  the Fund may purchase,
    sell or enter into financial options and futures, forward and spot  currency
    contracts,  swap transactions  and other  financial contracts  or derivative
    instruments; or
    
 
        (6) make loans, except through loans of portfolio securities or  through
    repurchase  agreements, provided that  for purposes of  this limitation, the
    acquisition of bonds, debentures, other  debt securities or instruments,  or
    participations  or  other interests  therein  and investments  in government
    obligations, commercial paper, certificates of deposit, bankers' acceptances
    or similar instruments will not be considered the making of a loan.
 
Notwithstanding any other investment policy of the Fund, the Fund may invest all
of  its  investable  assets  (cash,   securities  and  receivables  related   to
securities)  in an  open-end management investment  company having substantially
the same investment objective, policies and limitations as the Fund.
 
For purposes of the concentration policy of the Fund contained in limitation (2)
above, the Fund intends  to comply with the  SEC staff position that  securities
issued  or guaranteed  as to  principal and interest  by any  one single foreign
government,  or  by  all  supranational  organizations  in  the  aggregate,  are
considered to be securities of issuers in the same industry.
 
                  Statement of Additional Information Page 21
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
   
In  addition, to  comply with  federal tax  requirements for  qualification as a
"regulated investment company" ("RIC"), the  Fund's investments will be  limited
so that, at the close of each quarter of its taxable year, (a) not more than 25%
of  the value of its total assets is  invested in the securities (other than U.S
government securities or the securities of other RICs) of any one issuer and (b)
at least 50% of the  value of its total assets  is represented by cash and  cash
items,   U.S.  government  securities,  securities   of  other  RICs  and  other
securities, with these other securities limited,  in respect of any one  issuer,
to  an amount that does not exceed 5% of  the value of its total assets and that
does not represent more than 10%  of the issuer's outstanding voting  securities
("Diversification  Requirements"). These tax-related  limitations may be changed
by the  Company's Board  of Directors  to the  extent necessary  to comply  with
changes to applicable tax requirements.
    
 
   
The  following operating policy of the Fund  is not a fundamental policy and may
be changed  by vote  of the  Company's Board  of Directors  without  shareholder
approval:  The Fund  will not purchase  securities on margin,  provided that the
Fund may obtain  short-term credits  as may be  necessary for  the clearance  of
purchases  and sales of securities, and further  provided that the Fund may make
margin deposits in  connection with its  use of financial  options and  futures,
forward  and  spot currency  contracts,  swap transactions  and  other financial
contracts or derivative instruments.
    
 
                  Statement of Additional Information Page 22
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                             EXECUTION OF PORTFOLIO
                                  TRANSACTIONS
 
- --------------------------------------------------------------------------------
 
   
Subject to  policies  established  by  the Company's  Board  of  Directors,  the
Sub-adviser   is  responsible  for   the  execution  of   the  Fund's  portfolio
transactions and the selection of  broker/dealers who execute such  transactions
on  behalf of  the Fund.  In executing  portfolio transactions,  the Sub-adviser
seeks the best net results for the Fund, taking into account such factors as the
price (including the applicable brokerage commission or dealer spread), size  of
the  order,  difficulty  of execution  and  operational facilities  of  the firm
involved.  Although  the  Sub-adviser  generally  seeks  reasonably  competitive
commission  rates and spreads, payment of the lowest commission or spread is not
necessarily consistent with the best net  results. While the Fund may engage  in
soft dollar arrangements for research services, as described below, the Fund has
no  obligation to deal with any broker/dealer  or group of broker/dealers in the
execution of portfolio transactions.
    
 
Debt securities generally are traded  on a "net" basis  with a dealer acting  as
principal for its own account without a stated commission, although the price of
the  security  usually  includes  a  profit  to  the  dealer.  U.S.  and foreign
government securities and money market  instruments generally are traded in  the
OTC  markets. In underwritten  offerings, securities usually  are purchased at a
fixed price which  includes an  amount of  compensation to  the underwriter.  On
occasion,  securities may be purchased directly from an issuer, in which case no
commissions or discounts  are paid.  Broker/dealers may  receive commissions  on
futures, currency and options transactions.
 
Consistent with the interests of the Fund, the Sub-adviser may select brokers to
execute  the Fund's  portfolio transactions,  on the  basis of  the research and
brokerage services they provide to the  Sub-adviser for its use in managing  the
Fund  and  its other  advisory accounts.  Such  services may  include furnishing
analyses, reports and  information concerning  issuers, industries,  securities,
geographic  regions,  economic  factors  and  trends,  portfolio  strategy,  and
performance of accounts;  and effecting securities  transactions and  performing
functions  incidental thereto (such  as clearance and  settlement). Research and
brokerage services received  from such brokers  are in addition  to, and not  in
lieu  of, the  services required  to be performed  by the  Sub-adviser under the
investment management and  administration contracts. A  commission paid to  such
brokers  may  be higher  than  that which  another  qualified broker  would have
charged for  effecting  the  same transaction,  provided  that  the  Sub-adviser
determines  in good faith that such commission  is reasonable in terms either of
that particular transaction or the overall responsibility of the Sub-adviser  to
the  Fund and its other clients and that  the total commissions paid by the Fund
will be reasonable in relation to the  benefits it received over the long  term.
Research   services  may  also  be  received   from  dealers  who  execute  Fund
transactions in OTC markets.
 
The Sub-adviser may allocate brokerage  transactions to broker/dealers who  have
entered  into arrangements under which the  broker/dealer allocates a portion of
the commissions paid by the Fund toward payment of the Fund's expenses, such  as
transfer agent and custodian fees.
 
Investment  decisions for the Fund and  for other investment accounts managed by
the Sub-adviser  are made  independently of  each other  in light  of  differing
conditions.  However, the same investment decision  occasionally may be made for
two or more  of such accounts  including the Fund.  In such cases,  simultaneous
transactions  may occur. Purchases  or sales are  then allocated as  to price or
amount in a manner deemed fair and equitable to all accounts involved. While  in
some cases this practice could have a detrimental effect upon the price or value
of the security as far as the Fund is concerned, in other cases, the Sub-adviser
believes that coordination and the ability to participate in volume transactions
will be beneficial to the Fund.
 
   
Under  a policy adopted by the Company's  Board of Directors, and subject to the
policy of  obtaining  the best  net  results,  the Sub-adviser  may  consider  a
broker/dealer's sale of the shares of the Fund and the other funds for which AIM
or the Sub-adviser serves as investment manager in selecting brokers and dealers
for  the  execution of  portfolio  transactions. This  policy  does not  imply a
commitment to  execute portfolio  transactions through  all broker/dealers  that
sell shares of the Fund and such other funds.
    
 
The   Fund   contemplates   purchasing  most   foreign   equity   securities  in
over-the-counter markets or stock  exchanges located in  the countries in  which
the  respective principal offices  of the issuers of  the various securities are
located, if that  is the best  available market. The  fixed commissions paid  in
connection  with most such foreign stock  transactions generally are higher than
negotiated commissions on U.S. transactions. There generally is less  government
supervision and regulation
 
                  Statement of Additional Information Page 23
<PAGE>
                          AIM DEVELOPING MARKETS FUND
of  foreign  stock exchanges  and  brokers than  in  the United  States. Foreign
security settlements may  in some  instances be  subject to  delays and  related
administrative uncertainties.
 
Foreign  equity securities may  be held by the  Fund in the  form of ADRs, ADSs,
EDRs, GDRs, CDRs or securities convertible into foreign equity securities. ADRs,
ADSs, EDRs, GDRs and CDRs may be listed on stock exchanges, or traded in the OTC
markets in the United  States or Europe,  as the case may  be. ADRs, like  other
securities traded in the United States, will be subject to negotiated commission
rates.  The foreign and domestic debt securities and money market instruments in
which the Fund may invest generally are traded in the OTC markets.
 
   
The Fund contemplates that, consistent with the policy of obtaining the best net
results, brokerage  transactions  may  be conducted  through  certain  companies
affiliated  with AIM  or the Sub-adviser.  The Company's Board  of Directors has
adopted procedures in conformity  with Rule 17e-1 under  the 1940 Act to  ensure
that  all brokerage commissions paid to  such affiliates are reasonable and fair
in the context of the market in which they are operating. Any such  transactions
will  be  effected  and  related  compensation  paid  only  in  accordance  with
applicable SEC regulations.
    
 
For the fiscal  years ended December  31, 1997, 1996  and 1995, the  Predecessor
Fund   paid  aggregate  brokerage  commissions  of  $2,212,022,  $1,580,879  and
$1,311,090, respectively.
 
PORTFOLIO TRADING AND TURNOVER
The Fund engages in  portfolio trading when the  Sub-adviser has concluded  that
the sale of a security owned by the Fund and/or the purchase of another security
of  better value can enhance principal and/or increase income. A security may be
sold to avoid  any prospective decline  in market  value, or a  security may  be
purchased  in  anticipation  of  a  market  rise.  Consistent  with  the  Fund's
investment objective, a  security also  may be  sold and  a comparable  security
purchased  coincidentally in order to take advantage of what is believed to be a
disparity in the normal yield and price relationship between the two securities.
Although the Fund does not intend generally to trade for short-term profits, the
securities in the Fund's portfolio will be sold whenever management believes  it
is  appropriate to  do so,  without regard  to the  length of  time a particular
security may have been held. Portfolio  turnover rate is calculated by  dividing
the  lesser of sales or purchases of  portfolio securities by the Fund's average
month-end portfolio  values,  excluding short-term  investments.  The  portfolio
turnover rate will not be a limiting factor when the Sub-adviser deems portfolio
changes  appropriate. Higher portfolio turnover involves correspondingly greater
brokerage commissions  and  other transaction  costs  that the  Fund  will  bear
directly and may result in the realization of net capital gains that are taxable
when distributed to the Fund's shareholders. For the fiscal years ended December
31, 1997 and 1996, the Predecessor Fund's portfolio turnover rates were 184% and
138%, respectively.
 
                  Statement of Additional Information Page 24
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
   
                            DIRECTORS AND EXECUTIVE
                                    OFFICERS
    
 
- --------------------------------------------------------------------------------
 
   
The Company's Directors and Executive Officers are listed below.
    
 
   
<TABLE>
<CAPTION>
NAME, POSITION(S) WITH THE               PRINCIPAL OCCUPATIONS AND BUSINESS
COMPANY AND ADDRESS                      EXPERIENCE FOR PAST 5 YEARS
- ---------------------------------------  ------------------------------------------------------------------------------------------
<S>                                      <C>
William J. Guilfoyle*, 39                Mr. Guilfoyle is President, GT Global, Inc. ("GT Global") since 1995; Director, GT Global
Director, Chairman of the Board and      since 1991; Senior Vice President and Director of Sales and Marketing, GT Global from May
President                                1992 to April 1995; Vice President and Director of Marketing, GT Global from 1987 to 1992;
50 California Street                     Director, Liechtenstein Global Trust AG (holding company of the various international LGT
San Francisco, CA 94111                  companies) Advisory Board since January 1996; Director, G.T. Global Insurance Agency
                                         ("G.T. Insurance") since 1996; President and Chief Executive Officer, G.T. Insurance since
                                         1995; Senior Vice President and Director, Sales and Marketing, G.T. Insurance from April
                                         1995 to November 1995; Senior Vice President, Retail Marketing, G.T. Insurance from 1992
                                         to 1993. Mr. Guilfoyle is also a trustee of each of the other investment companies
                                         registered under the 1940 Act, that is sub-advised or sub-administered by the Sub-adviser.
 
C. Derek Anderson, 57                    Mr. Anderson is President, Plantagenet Capital Management, LLC (an investment
Director                                 partnership); Chief Executive Officer, Plantagenet Holdings, Ltd. (an investment banking
220 Sansome Street                       firm); Director, Anderson Capital Management, Inc. since 1988; Director, PremiumWear, Inc.
Suite 400                                (formerly Munsingwear, Inc.) (a casual apparel company) and Director, "R" Homes, Inc. and
San Francisco, CA 94104                  various other companies. Mr. Anderson is also a trustee of each of the other investment
                                         companies registered under the 1940 Act that is sub-advised or sub-administered by the
                                         Sub-adviser.
 
Frank S. Bayley, 58                      Mr. Bayley is a partner of the law firm of Baker & McKenzie, and serves as a Director and
Director                                 Chairman of C.D. Stimson Company (a private investment company). Mr. Bayley is also a
Two Embarcadero Center                   trustee of each of the other investment companies registered under the 1940 Act that is
Suite 2400                               sub-advised or sub- administered by the Sub-adviser.
San Francisco, CA 94111
 
Arthur C. Patterson, 54                  Mr. Patterson is Managing Partner of Accel Partners (a venture capital firm). He also
Director                                 serves as a director of Viasoft and PageMart, Inc. (both public software companies), as
428 University Avenue                    well as several other privately held software and communications companies. Mr. Patterson
Palo Alto, CA 94301                      is also a trustee of each of the other investment companies registered under the 1940 Act
                                         that is sub-advised or sub-administered by the Sub-adviser.
 
Ruth H. Quigley, 63                      Miss Quigley is a private investor. From 1984 to 1986, she was President of Quigley
Director                                 Friedlander & Co., Inc. (a financial advisory services firm). Miss Quigley is also a
1055 California Street                   trustee of each of the other investment companies registered under the 1940 Act that is
San Francisco, CA 94108                  sub-advised or sub-administered by the Sub-adviser.
</TABLE>
    
 
- --------------
   
*  Mr. Guilfoyle is an "interested person" of the Company as defined by the 1940
Act due to his affiliation with the Sub-adviser.
    
 
                  Statement of Additional Information Page 25
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
   
<TABLE>
<CAPTION>
NAME, POSITION(S) WITH THE               PRINCIPAL OCCUPATIONS AND BUSINESS
COMPANY AND ADDRESS                      EXPERIENCE FOR PAST 5 YEARS
- ---------------------------------------  ------------------------------------------------------------------------------------------
 
<S>                                      <C>
John J. Arthur+, 53                      Director, Senior Vice President and Treasurer, A I M Advisors, Inc.; Vice President and
Vice President                           Treasurer, A I M Management Group Inc., A I M Capital Management, Inc., A I M
                                         Distributors, Inc., A I M Fund Services, Inc. and Fund Management Company.
 
Kenneth W. Chancey, 52                   Senior Vice President -- Mutual Fund Accounting, the Sub-adviser since 1997; Vice
Vice President and                       President -- Mutual Fund Accounting, the Sub-adviser from 1992 to 1997.
Principal Accounting Officer
50 California Street
San Francisco, CA 94111
 
Melville B. Cox, 54                      Vice President and Chief Compliance Officer, A I M Advisors, Inc., A I M Capital
Vice President                           Management, Inc., A I M Distributors, Inc., A I M Fund Services, Inc. and Fund Management
                                         Company.
 
Gary T. Crum, 50                         Director and President, A I M Capital Management, Inc.; Director and Senior Vice
Vice President                           President, A I M Management Group Inc. and A I M Advisors, Inc.; and Director, A I M
                                         Distributors, Inc. and AMVESCAP PLC.
 
Robert H. Graham, 51                     Director, President and Chief Executive Officer, A I M Management Group Inc.; Director and
Vice President                           President, A I M Advisors, Inc.; Director and Senior Vice President, A I M Capital
                                         Management, Inc., A I M Distributors, Inc., A I M Fund Services, Inc. and Fund Management
                                         Company; Director, AMVESCAP PLC; Chairman of the Board of Directors and President, INVESCO
                                         Holdings Canada Inc.; and Director, AIM Funds Group Canada Inc. and INVESCO G.P. Canada
                                         Inc.
 
Helge K. Lee, 52                         Chief Legal and Compliance Officer -- North America, the Sub-adviser since October 1997;
Vice President                           Executive Vice President of the Asset Management Division of Liechtenstein Global Trust
50 California Street                     since October 1996; Senior Vice President, General Counsel and Secretary of LGT Asset
San Francisco, CA 94111                  Management, Inc., INVESCO (NY), Inc., GT Global, GT Global Investor Services, Inc. and
                                         G.T. Insurance from May 1994 to October 1996; Senior Vice President, General Counsel and
                                         Secretary of Strong/Corneliuson Management, Inc. and Secretary of each of the Strong Funds
                                         from October 1991 through May 1994.
 
Carol F. Relihan+, 43                    Director, Senior Vice President, General Counsel and Secretary, A I M Advisors, Inc.; Vice
Vice President                           President, General Counsel and Secretary, A I M Management Group Inc.; Director, Vice
                                         President and General Counsel, Fund Management Company; Vice President and General
                                         Counsel, A I M Fund Services, Inc.; and Vice President, A I M Capital Management, Inc. and
                                         A I M Distributors, Inc.
 
Dana R. Sutton, 39                       Vice President and Fund Controller, A I M Advisors, Inc.; and Assistant Vice President and
Vice President and Assistant Treasurer   Assistant Treasurer, Fund Management Company.
</TABLE>
    
 
- ------------------
   
+  Mr. Arthur and Ms. Relihan are married to each other.
    
 
                  Statement of Additional Information Page 26
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
   
The  Board of Directors has a Nominating  and Audit Committee, comprised of Miss
Quigley and Messrs.  Anderson, Bayley  and Patterson, which  is responsible  for
nominating  persons to serve  as Directors, reviewing audits  of the Company and
its funds  and recommending  firms  to serve  as  independent auditors  for  the
Company. Each of the Directors and Officers of the Company is also a Director or
Trustee  and officer of AIM Investment Portfolios, Inc., AIM Floating Rate Fund,
AIM Growth Series, AIM Series Trust, AIM Eastern Europe Fund, GT Global Variable
Investment Trust,  GT  Global Variable  Investment  Series, Global  High  Income
Portfolio,  Floating Rate Portfolio  and Global Investment  Portfolio, which are
also registered  investment companies  advised  by AIM  and sub-advised  by  the
Sub-adviser or an affiliate thereof. Each Director, Officer serves in total as a
Director,  Trustee Officer, respectively, of  12 registered investment companies
with  47   series  managed   or   administered  by   AIM  and   sub-advised   or
sub-administered  by  the Sub-adviser.  Each Director,  who  is not  a director,
officer or  employee of  the  Sub-adviser or  any  affiliated company,  is  paid
aggregate  fees of  $5,000 a year,  plus $300 per  Fund for each  meeting of the
Board attended, and reimbursed travel and other expenses incurred in  connection
with  attendance  at  such meetings.  Other  Directors and  Officers  receive no
compensation or  expense reimbursement  from the  Company. For  the fiscal  year
ended  October  31,  1997, Mr.  Anderson,  Mr.  Bayley, Mr.  Patterson  and Miss
Quigley, who are  not directors,  officers or  employees of  the Sub-adviser  or
other  affiliated  company,  received total  compensation  of  $38,650, $38,650,
$27,850 and  $38,650,  respectively, from  the  Company for  their  services  as
Directors. For the fiscal year ended October 31, 1997, Mr. Anderson, Mr. Bayley,
Mr.  Patterson and Miss Quigley, who are not directors, officers or employees of
the Sub-adviser or any other affiliated company, received total compensation  of
$117,304,  $114,386,  $88,350 and  $111,688,  respectively, from  the investment
companies managed or administered by AIM and sub-advised or sub-administered  by
the  Sub-adviser for which he  or she serves as a  Director or Trustee. Fees and
expenses disbursed to the Directors contained  no accrued or payable pension  or
retirement  benefits. As of  May 7, 1998,  the Officers and  Directors and their
families as a group owned in the  aggregate beneficially or of record less  than
1%  of the outstanding shares of the Fund  or of all the Company's series in the
aggregate.
    
 
                  Statement of Additional Information Page 27
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                                   MANAGEMENT
 
- --------------------------------------------------------------------------------
 
INVESTMENT MANAGEMENT AND ADMINISTRATION SERVICES
   
AIM  serves  as  the  Fund's  investment  manager  and  administrator  under  an
investment  management  and  administration  contract  ("Management   Contract")
between  the Company and AIM. The Sub-adviser serves as the sub-adviser and sub-
administrator to the Fund under  a Sub-Advisory and Sub-Administration  Contract
between  AIM and the  Sub-adviser ("Sub-Management Contract,"  and together with
the Management Contract, the "Management Contracts"). As investment managers and
administrators, AIM and the  Sub-adviser make all  investment decisions for  the
Fund  and  administer  the  Fund's  affairs. Among  other  things,  AIM  and the
Sub-adviser furnish the services and pay the compensation and travel expenses of
persons who  perform the  executive,  administrative, clerical  and  bookkeeping
functions  of  the Company  and  the Fund,  and  provide suitable  office space,
necessary small office equipment and utilities.
    
 
   
The Management Contract  may be renewed  for one-year terms,  provided that  any
such  renewal  has  been specifically  approved  at  least annually  by  (i) the
Company's Board  of Directors,  or  by the  vote of  a  majority of  the  Fund's
outstanding  voting securities (as defined in the 1940 Act), and (ii) a majority
of Directors  who are  not parties  to the  Management Contract  or  "interested
persons"  of any such  party (as defined in  the 1940 Act), cast  in person at a
meeting called  for  the  specific  purpose of  voting  on  such  approval.  The
Management  Contracts provide that with respect to the Fund, the Company or each
of AIM or the Sub-adviser may terminate the Management Contract without  penalty
upon   sixty   days'  written   notice.   The  Management   Contracts  terminate
automatically in the event of their assignment (as defined in the 1940 Act).
    
 
The  following  table  discloses  the   amount  of  investment  management   and
administration  fees paid by the Predecessor  Fund to the Sub-adviser during the
Predecessor Fund's last three fiscal years:
 
   
<TABLE>
<CAPTION>
PERIOD                                                                                                        AMOUNT PAID
- -----------------------------------------------------------------------------------------------------------  -------------
<S>                                                                                                          <C>
Fiscal year ended October 31, 1997.........................................................................   $ 7,383,823
Fiscal year ended December 31, 1996........................................................................   $ 7,864,840
Fiscal year ended December 31, 1995........................................................................   $ 6,878,640
</TABLE>
    
 
DISTRIBUTION SERVICES
   
The Fund's  Advisor Class  shares are  offered continuously  through the  Fund's
principal  underwriter and  distributor, AIM  Distributors, on  a "best efforts"
basis  pursuant  to  a  distribution  contract  between  the  Company  and   AIM
Distributors without a sales charge or a contingent deferred sales charge.
    
 
TRANSFER AGENCY AND ACCOUNTING AGENCY SERVICES
The  Transfer  Agent  has  been  retained by  the  Fund  to  perform shareholder
servicing, reporting  and general  transfer agent  functions for  the Fund.  For
these  services, the Transfer Agent receives an annual maintenance fee of $17.50
per account, a new account  fee of $4.00 per account,  a per transaction fee  of
$1.75 for all transactions other than exchanges and a per exchange fee of $2.25.
The Transfer Agent also is reimbursed by the Fund for its out-of-pocket expenses
for  such  items as  postage, forms,  telephone  charges, stationery  and office
supplies. The Sub-adviser serves as the Fund's pricing and accounting agent.
 
EXPENSES OF THE FUND
The Fund pays all expenses not assumed by AIM, the Sub-adviser, AIM Distributors
and  other  agents.  These  expenses  include,  in  addition  to  the  advisory,
distribution,  transfer agency, pricing and accounting agency and brokerage fees
discussed above,  legal and  audit expenses,  custodian fees,  directors'  fees,
organizational   fees,  fidelity  bond  and  other  insurance  premiums,  taxes,
extraordinary expenses  and the  expenses of  reports and  prospectuses sent  to
existing  investors.  The allocation  of general  Company expenses  and expenses
shared among the Fund  and other funds  organized as series  of the Company  are
allocated  on  a basis  deemed fair  and equitable,  which may  be based  on the
relative net assets  of the Fund  or the  nature of the  services performed  and
relative  applicability to the  Fund. Expenditures, including  costs incurred in
connection with  the  purchase  or  sale  of  portfolio  securities,  which  are
capitalized   in  accordance  with   generally  accepted  accounting  principles
applicable to investment companies, are accounted  for as capital items and  not
as  expenses. The ratio of the Fund's expenses to its relative net assets can be
expected to  be higher  than the  expense ratios  of funds  investing solely  in
domestic  securities,  since  the cost  of  maintaining the  custody  of foreign
securities and the rate of investment management fees paid by the Fund generally
are higher than the comparable expenses of such other funds.
 
                  Statement of Additional Information Page 28
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                            VALUATION OF FUND SHARES
 
- --------------------------------------------------------------------------------
 
   
As described in the Prospectus,  the Fund's net asset  value per share for  each
class  of shares is determined  at the close of regular  trading on the New York
Stock Exchange  ("NYSE")  (currently 4:00  p.m.  Eastern Time,  unless  weather,
equipment  failure or  other factors contribute  to an earlier  closing time) on
each business day the NYSE is open  for business. Currently, the NYSE is  closed
on  weekends and on certain days relating  to the following holidays: New Year's
Day, Martin  Luther  King  Day,  President's Day,  Good  Friday,  Memorial  Day,
Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
    
 
The Fund's portfolio securities and other assets are valued as follows:
 
Equity  securities, including  ADRs, ADSs,  GDRs and  EDRs, whcih  are traded on
stock exchanges, are valued  at the last  sale price on the  exchange or in  the
principal over-the-counter market in which such securities are traded, as of the
close  of business on  the day the  securities are being  valued or, lacking any
sales, at the last available bid price. In cases where securities are traded  on
more  than one exchange, the securities are valued on the exchange determined by
the Sub-adviser to be the primary market.
 
Long-term debt obligations are valued at  the mean of representative quoted  bid
and  asked prices for such  securities or, if such  prices are not available, at
prices for securities of  comparable maturity, quality  and type; however,  when
the  Sub-adviser deems it appropriate, prices  obtained for the day of valuation
from a bond pricing service will  be used. Short-term investments are  amortized
to  maturity based  on their  cost, adjusted  for foreign  exchange translation,
provided such valuations represent fair value.
 
Options on indices, securities and currencies  purchased by the Fund are  valued
at  their last bid price  in the case of  listed options or, in  the case of OTC
options, at the average of  the last bid prices  obtained from dealers unless  a
quotation  from only one dealer  is available, in which  case only that dealer's
price will be used. The value of  each security denominated in a currency  other
than  U.S. dollars will be translated into U.S. dollars at the prevailing market
rate as determined by  the Sub-adviser on that  day. When market quotations  for
futures  and options on  futures held by  the Fund are  readily available, those
positions will be valued based upon such quotations.
 
   
Securities and  other  assets  for  which  market  quotations  are  not  readily
available  (including restricted securities which  are subject to limitations as
to their sale) are valued at fair value as determined in good faith by or  under
the  direction of  the Company's  Board of  Directors. The  valuation procedures
applied in any specific instance are likely to vary from case to case.  However,
consideration  generally is  given to the  financial position of  the issuer and
other fundamental analytical data relating to  the investment and to the  nature
of the restrictions on disposition of the securities (including any registration
expenses  that might be borne by the  Fund in connection with such disposition).
In addition, specific factors also generally are considered, such as the cost of
the investment, the  market value  of any  unrestricted securities  of the  same
class  (both at the time of purchase and  at the time of valuation), the size of
the holding, the  prices of any  recent transactions or  offers with respect  to
such securities and any available analysts' reports regarding the issuer.
    
 
The  fair value  of any  other assets is  added to  the value  of all securities
positions to  arrive  at  the value  of  the  Fund's total  assets.  The  Fund's
liabilities,  including  accruals  for  expenses, are  deducted  from  its total
assets. Once the total  value of the  Fund's net assets  is so determined,  that
value  is  then divided  by the  total number  of shares  outstanding (excluding
treasury shares), and the result, rounded to  the nearer cent, is the net  asset
value per share.
 
   
Any assets or liabilities initially expressed in terms of foreign currencies are
translated into U.S. dollars at the official exchange rate or at the mean of the
current  bid and asked  prices of such  currencies against the  U.S. dollar last
quoted by a major  bank that is  a regular participant  in the foreign  exchange
market  or on the basis of a pricing  service that takes into account the quotes
provided by a  number of such  major banks.  If none of  these alternatives  are
available, or none are deemed to provide a suitable methodology for converting a
foreign  currency into U.S. dollars, the Board of Directors, in good faith, will
establish a conversion rate for such currency.
    
 
European, Far Eastern, or Latin American  securities trading may not take  place
on  all days on which the NYSE is open. Further, trading takes place in Japanese
markets on certain Saturdays and in various foreign markets on days on which the
 
                  Statement of Additional Information Page 29
<PAGE>
                          AIM DEVELOPING MARKETS FUND
   
NYSE is not open. In addition, trading in securities on European and Far Eastern
securities exchanges  and OTC  markets generally  is completed  well before  the
close  of the  business day  in New York.  Consequently, the  calculation of the
Fund's  net  asset  value  may   not  take  place  contemporaneously  with   the
determination of the prices of securities held by the Fund. Events affecting the
values  of portfolio  securities that  occur between  the time  their prices are
determined and the close of regular trading on the NYSE will not be reflected in
the Fund's net asset value unless the Sub-adviser, under the supervision of  the
Company's  Board  of  Directors,  determines  that  the  particular  event would
materially affect net asset value. As a  result, the Fund's net asset value  may
be  significantly affected  by such  trading on  days when  a shareholder cannot
purchase or redeem shares of the Fund.
    
 
- --------------------------------------------------------------------------------
 
                         INFORMATION RELATING TO SALES
                                AND REDEMPTIONS
 
- --------------------------------------------------------------------------------
 
PAYMENT AND TERMS OF OFFERING
Payment for Advisor Class shares purchased should accompany the purchase  order,
or  funds should be wired to the  Transfer Agent as described in the Prospectus.
Payment, other than by wire transfer, must be made by check or money order drawn
on a U.S. bank. Checks or money orders must be payable in U.S. dollars.
 
   
As a condition of this offering, if an order to purchase Advisor Class shares is
cancelled due  to nonpayment  (for  example, because  a  check is  returned  for
insufficient  funds), the person who made the  order will be responsible for any
loss incurred by the Fund by reason of such cancellation, and if such  purchaser
is  a shareholder, the Fund shall have the authority as agent of the shareholder
to redeem shares in his or her account at their then-current net asset value per
share to reimburse  the Fund  for the  loss incurred.  Investors whose  purchase
orders  have been  cancelled due  to nonpayment  may be  prohibited from placing
future orders.
    
 
The Fund  reserves the  right  at any  time to  waive  or increase  the  minimum
requirements applicable to initial or subsequent investments with respect to any
person  or class of persons.  An order to purchase shares  is not binding on the
Fund until it  has been confirmed  in writing  by the Transfer  Agent (or  other
arrangements  made with the Fund, in the  case of orders utilizing wire transfer
of funds, as described above) and payment has been received. To protect existing
shareholders, the Fund reserves the right to reject any offer for a purchase  of
shares by any individual.
 
INDIVIDUAL RETIREMENT ACCOUNTS ("IRAs") AND OTHER TAX-DEFERRED PLANS
 
IRAs: If you have earned income from employment (including self-employment), you
can  contribute each year to an IRA up  to the lesser of (1) $2,000 for yourself
or $4,000  for  you  and your  spouse,  regardless  of whether  your  spouse  is
employed,  or (2) 100% of compensation. Some  individuals may be able to take an
income tax deduction for the contribution. Regular contributions may not be made
for the year  you become  70 1/2  or thereafter.  Unless you  and your  spouse's
earnings  exceed  a certain  level, you  may also  establish an  "Education IRA"
and/or a  "Roth IRA."  Although contributions  to these  new types  of IRAs  are
nondeductible,   withdrawals   from  them   will   be  tax-free   under  certain
circumstances. Please  consult  your  tax  advisor  for  more  information.  IRA
applications are available from brokers or AIM Distributors.
 
ROLLOVER  IRAs: Individuals who receive  distributions from qualified retirement
plans (other than  required distributions) and  who wish to  keep their  savings
growing  tax-deferred  can  rollover  (or  make  a  direct  transfer  of)  their
distribution to a  Rollover IRA. These  accounts can also  receive rollovers  or
transfers  from an existing  IRA. If an "eligible  rollover distribution" from a
qualified employer-sponsored retirement plan is  not directly rolled over to  an
IRA  (or  certain qualified  plans),  withholding at  the  rate of  20%  will be
required for federal income tax purposes.  A distribution from a qualified  plan
that  is not an "eligible rollover  distribution," including a distribution that
is one  of a  series  of substantially  equal  periodic payments,  generally  is
subject to regular wage withholding or withholding at the rate of 10% (depending
on  the type and amount  of the distribution), unless you  elect not to have any
withholding apply. Please consult your tax advisor for more information.
 
                  Statement of Additional Information Page 30
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
SEP-IRAs: Simplified  employee  pension  plans ("SEPs"  or  "SEP-IRAs")  provide
self-employed  individuals (and any eligible employees) with benefits similar to
Keogh plans (I.E.,  self-employed individual retirement  plans) or Code  Section
401(k)   plans,  but  with  fewer   administrative  requirements  and  therefore
potentially lower annual administration expenses.
 
CODE SECTION 403(b)(7) CUSTODIAL ACCOUNTS: Employees of public schools and  most
other  tax-exempt organizations can make  pre-tax salary reduction contributions
to these accounts.
 
PROFIT-SHARING  (INCLUDING   SECTION   401(k))  AND   MONEY   PURCHASE   PENSION
PLANS:  Corporations  and other  employers can  sponsor these  qualified defined
contribution plans  for  their employees.  A  section  401(k) plan,  a  type  of
profit-sharing  plan, additionally permits the eligible, participating employees
to make  pre-tax salary  reduction  contributions to  the  plan (up  to  certain
limits).
 
SIMPLE  PLANS: Employers with  no more than  100 employees that  do not maintain
another retirement  plan  may  establish  a Savings  Incentive  Match  Plan  for
Employees ("SIMPLE") either as separate IRAs or as part of a Code Section 401(k)
plan.  SIMPLEs are not  subject to the  complicated nondiscrimination rules that
generally apply to qualified retirements plans.
 
EXCHANGES BETWEEN FUNDS
   
Advisor Class shares of the  Fund may be exchanged  for Advisor Class shares  of
the  corresponding class  of other AIM/GT  Funds, based on  their respective net
asset values  without  imposition  of  any  sales  charges,  provided  that  the
registration remains identical. The exchange privilege is not an option or right
to purchase shares but is permitted under the current policies of the respective
AIM/GT Funds. The privilege may be discontinued or changed at any time by any of
those  funds upon sixty days' written notice to the shareholders of the fund and
is available  only in  states where  the exchange  may be  made legally.  Before
purchasing  shares through the exercise of the exchange privilege, a shareholder
should obtain and read a copy of the prospectus of the fund to be purchased  and
should consider its investment objective(s).
    
 
TELEPHONE REDEMPTIONS
A  corporation or partnership  wishing to utilize  telephone redemption services
must submit a "Corporate Resolution" or "Certificate of Partnership"  indicating
the names, titles and the required number of signatures of persons authorized to
act  on  its  behalf.  The  certificate must  be  signed  by  a  duly authorized
officer(s) and,  in  the case  of  a corporation,  the  corporate seal  must  be
affixed. All shareholders may request that redemption proceeds be transmitted by
bank  wire upon request directly to the shareholder's predesignated account at a
domestic bank or savings institution, if  the proceeds are at least $500.  Costs
in  connection with the administration of  this service, including wire charges,
currently are borne by the  Fund. Proceeds of less than  $500 will be mailed  to
the  shareholder's registered address of record. The Fund and the Transfer Agent
reserve the right to refuse any  telephone instructions and may discontinue  the
aforementioned redemption options upon fifteen days' written notice.
 
SUSPENSION OF REDEMPTION PRIVILEGES
The  Fund may suspend redemption privileges or  postpone the date of payment for
more than seven days after a redemption order is received during any period  (1)
when  the NYSE is closed  other than customary weekend  and holiday closings, or
trading on the NYSE is restricted as directed by the SEC, (2) when an  emergency
exists, as defined by the SEC, which makes it not reasonably practicable for the
Fund  to dispose of securities  owned by it or fairly  to determine the value of
its assets, or (3) as the SEC may otherwise permit.
 
REDEMPTIONS IN KIND
   
It is possible  that conditions  may arise  in the  future which  would, in  the
opinion of the Company's Board of Directors, make it undesirable for the Fund to
pay  for all redemptions in cash. In such cases, the Board may authorize payment
to be made  in portfolio  securities or other  property of  the Fund,  so-called
"redemptions  in kind." Payment of  redemptions in kind will  be made in readily
marketable securities.  Such  securities  would  be valued  at  the  same  value
assigned  to  them in  computing  the net  asset  value per  share. Shareholders
receiving such  securities  would incur  brokerage  costs in  selling  any  such
securities  so received. However,  despite the foregoing,  the Company has filed
with the SEC an election pursuant to  Rule 18f-1 under the 1940 Act. This  means
that  the  Fund  will  pay in  cash  all  requests for  redemption  made  by any
shareholder of record, limited in amount with respect to each shareholder during
any ninety-day period to the lesser of $250,000 or 1% of the net asset value  of
the  Fund at the beginning of such  period. This election will be irrevocable so
long as Rule 18f-1 remains in effect,  unless the SEC by order upon  application
permits the withdrawal of such election.
    
 
                  Statement of Additional Information Page 31
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                                     TAXES
 
- --------------------------------------------------------------------------------
 
GENERAL
To continue to qualify for treatment as a RIC under the Internal Revenue Code of
1986, as amended ("Code"), the Fund must distribute to its shareholders for each
taxable  year at least 90% of  its investment company taxable income (consisting
generally of net investment  income, net short-term capital  gain and net  gains
from  certain  foreign currency  transactions) ("Distribution  Requirement") and
must meet  several  additional  requirements.  These  requirements  include  the
following:  (1)  the Fund  must derive  at least  90% of  its gross  income each
taxable year from dividends, interest, payments with respect to securities loans
and  gains  from  the  sale  or  other  disposition  of  securities  or  foreign
currencies,  or other income  (including gains from  options, Futures or Forward
Contracts) derived with respect  to its business of  investing in securities  or
those currencies ("Income Requirement"); (2) at the close of each quarter of the
Fund's  taxable year,  at least  50% of the  value of  its total  assets must be
represented by cash and  cash items, U.S.  government securities, securities  of
other RICs and other securities, with these other securities limited, in respect
of  any one issuer,  to an amount  that does not  exceed 5% of  the value of the
Fund's total assets and that  does not represent more  than 10% of the  issuer's
outstanding  voting securities;  and (3)  at the  close of  each quarter  of the
Fund's taxable year, not more than 25% of  the value of its total assets may  be
invested  in securities (other than U.S. government securities or the securities
of other RICs) of any one issuer.
 
Dividends and  other distributions  declared  by the  Fund  in, and  payable  to
shareholders  of record as  of a date  in, October, November  or December of any
year will  be  deemed  to have  been  paid  by  the Fund  and  received  by  the
shareholders  on December 31 of  that year if the  distributions are paid by the
Fund during  the following  January. Accordingly,  those distributions  will  be
taxed to shareholders for the year in which that December 31 falls.
 
A  portion of  the dividends from  the Fund's investment  company taxable income
(whether paid in cash  or reinvested in additional  shares) may be eligible  for
the  dividends-received deduction allowed to  corporations. The eligible portion
may  not  exceed  the  aggregate  dividends  received  by  the  Fund  from  U.S.
corporations.  However,  dividends  received  by  a  corporate  shareholder  and
deducted  by  it  pursuant  to  the  dividends-received  deduction  are  subject
indirectly to the alternative minimum tax.
 
If  Fund shares are sold at a loss after  being held for six months or less, the
loss will be treated  as long-term, instead of  short-term, capital loss to  the
extent  of any  capital gain distributions  received on  those shares. Investors
also should be aware that if shares are purchased shortly before the record date
for any dividend or other distribution, the shareholder will pay full price  for
the shares and receive some portion of the price back as a taxable distribution.
 
The  Fund will be subject to a nondeductible 4% excise tax ("Excise Tax") to the
extent it fails to distribute by the end of any calendar year substantially  all
of  its  ordinary income  for  that year  and capital  gain  net income  for the
one-year period ending on October 31 of that year plus certain other amounts.
 
FOREIGN TAXES
Dividends and interest received by the Fund, and gains realized thereby, may  be
subject  to income, withholding or other  taxes imposed by foreign countries and
U.S. possessions  ("foreign taxes")  that would  reduce the  yield and/or  total
return  on its  securities. Tax  conventions between  certain countries  and the
United States may reduce or eliminate  foreign taxes, however, and many  foreign
countries  do not  impose taxes  on capital gains  in respect  of investments by
foreign investors. If more than 50% of  the value of the Fund's total assets  at
the  close of its  taxable year consists of  securities of foreign corporations,
the Fund  will be  eligible to,  and may,  file an  election with  the  Internal
Revenue  Service that  will enable its  shareholders, in effect,  to receive the
benefit of the foreign tax credit with respect to any foreign taxes paid by  it.
Pursuant  to the election, the Fund would treat those taxes as dividends paid to
its shareholders and each shareholder would be required to (1) include in  gross
income,  and treat as paid by him, his share of those taxes, (2) treat his share
of those taxes and of any dividend paid by the Fund that represents income  from
foreign  and U.S. possessions sources as his  own income from those sources, and
(3) either deduct the taxes deemed paid  by him in computing his taxable  income
or,  alternatively, use the foregoing information in calculating the foreign tax
credit against his federal income tax. The Fund will report to its  shareholders
shortly  after each taxable  year their respective shares  of the Fund's foreign
taxes and income from sources within,  and taxes paid to, foreign countries  and
U.S.  possessions if  it makes  this election.  Pursuant to  the Taxpayer Relief
 
                  Statement of Additional Information Page 32
<PAGE>
                          AIM DEVELOPING MARKETS FUND
Act of  1997 ("Tax  Act"), individuals  who have  no more  than $300  ($600  for
married  persons filing  jointly) of creditable  foreign taxes  included on Form
1099 and all of  whose foreign source income  is "qualified passive income"  may
elect  each year to be exempt from  the extremely complicated foreign tax credit
limitation and will be able to claim a foreign tax credit without having to file
the detailed Form 1116 that otherwise is required.
 
PASSIVE FOREIGN INVESTMENT COMPANIES
The Fund  may invest  in the  stock of  "passive foreign  investment  companies"
("PFICs").  A PFIC is a foreign corporation  -- other than a "controlled foreign
corporation" (I.E.,  a foreign  corporation  in which,  on  any day  during  its
taxable  year,  more than  50% of  the total  voting power  of all  voting stock
therein or the total value of  all stock therein is owned, directly,  indirectly
or  constructively, by  "U.S. shareholders," defined  as U.S.  persons that own,
directly, indirectly or constructively, at least 10% of that voting power) as to
which the Fund is a U.S.  shareholder (effective for its taxable year  beginning
November  1, 1998) -- that, in general, meets either of the following tests: (1)
at least 75% of its gross income is passive or (2) an average of at least 50% of
its assets produce,  or are held  for the production  of, passive income.  Under
certain  circumstances, the  Fund will  be subject  to federal  income tax  on a
portion of  any "excess  distribution" received  on,  or of  any gain  from  the
disposition  of, stock  of a  PFIC (collectively  "PFIC income"),  plus interest
thereon, even if the Fund distributes the  PFIC income as a taxable dividend  to
its  shareholders. The balance of the PFIC income will be included in the Fund's
investment company taxable income and, accordingly, will not be taxable to it to
the extent it distributes that income to its shareholders.
 
If the Fund  invests in  a PFIC and  elects to  treat the PFIC  as a  "qualified
electing  fund"  ("QEF"),  then  in  lieu  of  the  foregoing  tax  and interest
obligation, the Fund would be  required to include in  income each year its  pro
rata share of the QEF's ordinary earnings and net capital gain (I.E., the excess
of  net long-term capital gain  over net short-term capital  loss) -- which most
likely would have  to be  distributed by the  Fund to  satisfy the  Distribution
Requirement and avoid imposition of the Excise Tax -- even if those earnings and
gain  were not received by the  Fund from the QEF. In  most instances it will be
very difficult, if  not impossible,  to make  this election  because of  certain
requirements thereof.
 
Effective for its taxable year beginning November 1, 1998, the Fund may elect to
"mark  to market" its  stock in any PFIC.  "Marking-to-market," in this context,
means including in ordinary income each taxable year the excess, if any, of  the
fair  market value of the stock over the Fund's adjusted basis therein as of the
end of that year.  Pursuant to the  election, the Fund also  will be allowed  to
deduct  (as an ordinary, not capital, loss)  the excess, if any, of its adjusted
basis in  PFIC stock  over  the fair  market value  thereof  as of  the  taxable
year-end, but only to the extent of any net mark-to-market gains with respect to
that  stock included in income  by the Fund for  prior taxable years. The Fund's
adjusted basis is each PFIC's stock subject to the election will be adjusted  to
reflect  the  amounts  of  income  included  and  deductions  taken  thereunder.
Regulations proposed in1992 would provide a similar election with respect to the
stock of certain PFICs.
 
NON-U.S. SHAREHOLDERS
Dividends paid by the Fund to a shareholder  who, as to the United States, is  a
nonresident  alien individual, nonresident alien fiduciary of a trust or estate,
foreign corporation  or foreign  partnership ("foreign  shareholder")  generally
will be subject to U.S. withholding tax (at a rate of 30% or lower treaty rate).
Withholding will not apply, however, to a dividend paid by the Fund to a foreign
shareholder  that is "effectively connected with the  conduct of a U.S. trade or
business," in which case the  reporting and withholding requirements  applicable
to  domestic shareholders will apply. A distribution  of net capital gain by the
Fund to a foreign shareholder generally  will be subject to U.S. federal  income
tax  (at the rates applicable  to domestic persons) only  if the distribution is
"effectively connected" or the foreign  shareholder is treated as a  nonresident
alien individual for federal income tax purposes.
 
OPTIONS, FUTURES AND FOREIGN CURRENCY TRANSACTIONS
The Fund's use of hedging transactions, such as selling (writing) and purchasing
options  and Futures and entering into Forward Contracts, involves complex rules
that will determine, for federal income tax purposes, the amount, character  and
timing  of recognition of the  gains and losses the  Fund realizes in connection
therewith. Gains  from the  disposition of  foreign currencies  (except  certain
gains  that  may be  excluded by  future regulations),  and gains  from options,
Futures and Forward Contracts derived by  the Fund with respect to its  business
of  investing in securities  or foreign currencies,  will qualify as permissible
income under the Income Requirement.
 
Futures and  Forward Contracts  that are  subject to  Section 1256  of the  Code
(other  than  those  that  are  part  of  a  "mixed  straddle")  ("Section  1256
Contracts") and  that are  held by  the  Fund at  the end  of its  taxable  year
generally  will be deemed to  have been sold at  market value for federal income
tax purposes. Sixty percent of any net  gain or loss recognized on these  deemed
sales, and 60% of any net gain or loss realized from any actual sales of Section
1256  Contracts, will  be treated  as long-term  capital gain  or loss,  and the
balance will be treated as  short-term capital gain or loss.  As of the date  of
preparation  of this  Statement of  Additional Information,  it is  not entirely
clear whether that 60% portion will qualify for
 
                  Statement of Additional Information Page 33
<PAGE>
                          AIM DEVELOPING MARKETS FUND
the reduced maximum tax rates on net capital gain enacted by the Tax Act --  20%
(10%  for taxpayers  in the  15% marginal  tax bracket)  for gain  recognized on
capital assets held for more than 18 months -- instead of the 28% rate in effect
before that legislation, which now applies to gain recognized on capital  assets
held  for more  than one year  but not  more than 18  months, although technical
corrections legislation  passed by  the House  of Representatives  late in  1997
would treat it as qualifying therefor.
 
Section  988 of the Code also may apply to gains and losses from transactions in
foreign currencies,  foreign-currency-denominated debt  securities and  options,
Futures  and Forward  Contracts on foreign  currencies ("Section  988" gains and
losses). Each Section  988 gain  or loss  generally is  computed separately  and
treated as ordinary income or loss. In the case of overlap between sections 1256
and  988, special provisions  determine the character and  timing of any income,
gain or loss. The Fund attempts to monitor section 988 transactions to  minimize
any adverse tax impact.
 
If  the Fund has  an "appreciated financial position"  -- generally, an interest
(including an interest through an option,  Futures or Forward Contract or  short
sale) with respect to any stock, debt instrument (other than "straight debt") or
partnership  interest the fair market value  of which exceeds its adjusted basis
- -- and enters into  a "constructive sale" of  the same or substantially  similar
property,  the Fund will be treated as  having made an actual sale thereof, with
the result  that gain  will be  recognized  at that  time. A  constructive  sale
generally consists of a short sale, an offsetting notional principal contract or
Futures  or Forward Contract entered  into by the Fund  or a related person with
respect to  the same  or substantially  similar property.  In addition,  if  the
appreciated  financial  position is  itself  a short  sale  or such  a contract,
acquisition of the underlying property or substantially similar property will be
deemed a constructive sale.
 
The foregoing  is a  general  and abbreviated  summary  of certain  federal  tax
considerations  affecting the Fund and its  shareholders. Investors are urged to
consult their own tax advisers for more detailed information and for information
regarding any  foreign,  state  and  local  taxes  applicable  to  distributions
received from the Fund.
 
                  Statement of Additional Information Page 34
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                             ADDITIONAL INFORMATION
 
- --------------------------------------------------------------------------------
 
   
AIM  was organized in 1976, and along  with its subsidiaries, manages or advises
approximately 90 investment  company portfolios  encompassing a  broad range  of
investment  objectives.  AIM is  a  direct, wholly  owned  subsidiary of  A  I M
Management Group  Inc.  ("AIM Management"),  a  holding company  that  has  been
engaged  in  the  financial  services  business  since  1976.  AIM  is  the sole
shareholder  of  the  Funds'   principal  underwriter,  AIM  Distributors.   AIM
Management is an indirect wholly owned subsidiary of AMVESCAP PLC, 11 Devonshire
Square,  London, EC2M  4YR, England.  AMVESCAP PLC  and its  subsidiaries are an
independent investment management group that  has a significant presence in  the
institutional  and retail segment of the investment management industry in North
America and Europe, and a growing presence in Asia.
    
 
   
CUSTODIAN
    
State Street  Bank and  Trust  Company ("State  Street"), 225  Franklin  Street,
Boston,  MA  02110, acts  as custodian  of  the Fund's  assets. State  Street is
authorized to  establish  and  has  established  separate  accounts  in  foreign
currencies  and to cause securities of the  Fund to be held in separate accounts
outside the United States in the custody of non-U.S. banks.
 
INDEPENDENT ACCOUNTANTS
   
The Fund's independent accountants are Coopers & Lybrand L.L.P., One Post Office
Square, Boston, MA 02109. Coopers &  Lybrand L.L.P. conducts an annual audit  of
the  Fund, assists in the preparation of the Fund's federal and state income tax
returns and consults with the Company and the Fund as to matters of  accounting,
regulatory filings, and federal and state income taxation.
    
 
   
The  audited financial statements  of the Company included  in this Statement of
Additional Information have been examined by Coopers & Lybrand L.L.P. as  stated
in their opinion appearing herein and are included in reliance upon such opinion
given upon the authority of that firm as experts in accounting and auditing.
    
 
   
NAME
    
   
Prior  to May 29, 1998, the Fund operated under the name of GT Global Developing
Markets Fund.
    
 
                  Statement of Additional Information Page 35
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
                               INVESTMENT RESULTS
 
- --------------------------------------------------------------------------------
 
STANDARDIZED RETURNS
   
The  Fund's "Standardized Returns," as referred to in the Prospectus (see "Other
Information --  Performance  Information"  in the  Prospectus),  are  calculated
separately  for  Class A  and  Advisor Class  shares  of the  Fund,  as follows:
Standardized Return (average annual total return ("T")) is computed by using the
ending redeeming value ("ERV")  of a hypothetical  initial investment of  $1,000
("P")  over  a period  of  years ("n")  according  to the  following  formula as
required by the SEC: P(1+T) to the (n)th power = ERV. The following  assumptions
will  be reflected in computations made in accordance with this formula: (1) for
Class A shares, deduction of the maximum  sales charge of 4.75% from the  $1,000
initial investment; (2) for Advisor Class shares, deduction of a sales charge is
not  applicable; (3)  reinvestment of dividends  and other  distributions at net
asset value  on the  reinvestment  date determined  by  the Company's  Board  of
Directors; and (4) a complete redemption at the end of any period illustrated.
    
 
The  Standardized Returns of the Predecessor Fund (recomputed for Class A shares
to reflect  the deduction  of the  maximum sales  charge of  4.75% for  Class  A
shares),  stated as  average annualized  total returns,  for the  periods shown,
were:
 
<TABLE>
<CAPTION>
                                                                                   DEVELOPING      DEVELOPING
                                                                                  MARKETS FUND    MARKETS FUND
PERIOD                                                                             (CLASS A)     (ADVISOR CLASS)
- --------------------------------------------------------------------------------  ------------   ---------------
<S>                                                                               <C>            <C>
Fiscal year ended Oct. 31, 1997.................................................     (9.61)%          (5.10)%
Jan. 11, 1994 (commencement of operations) through Oct. 31, 1997................     (2.47)%          (1.21)%
</TABLE>
 
NON-STANDARDIZED RETURNS
In  addition   to  Standardized   Returns,  the   Fund  may   also  include   in
advertisements,  sales  literature and  shareholder  reports other  total return
performance  data  ("Non-Standardized   Return").  Non-Standardized  Return   is
calculated  separately for Class A and Advisor  Class shares of the Fund and may
be calculated according to several different formulas. Non-Standardized  Returns
may  be quoted  for the  same or different  time periods  for which Standardized
Returns are quoted. Non-Standardized Returns may  or may not take sales  charges
into  account; performance  data calculated without  taking the  effect of sales
charges into  account will  be higher  than data  including the  effect of  such
charges. Advisor Class shares are not subject to sales charges.
 
Aggregate Non-Standardized Return ("T") is computed by using the ending value of
the  account  ("VOA")  of  a hypothetical  initial  investment  of  $1,000 ("P")
according to  the  following formula:  T=(VOA/P)-1.  Aggregate  Non-Standardized
Return assumes reinvestment of dividends and other distributions.
 
The aggregate Non-Standardized Return of the Predecessor Fund (not recomputed to
take  sales charges into account) for  the period January 11, 1994 (commencement
of operations) through October 31, 1997 was (4.53)%.
 
OTHER INFORMATION REGARDING STANDARDIZED AND NON-STANDARDIZED RETURNS
The Standardized and Non-Standardized Return  Data are based on the  performance
of  the Predecessor  Fund as a  closed-end investment  company. The Standardized
Return Data,  however, have  been recomputed  to reflect  the deduction  of  the
current  maximum sales charge of 4.75% for Class A shares which went into effect
on November 1, 1997. Future performance of the Fund will be effected by expenses
that it will incur as a series of an open-end investment company.
 
IMPORTANT POINTS TO NOTE ABOUT DATA RELATING TO WORLD EQUITY AND BOND MARKETS
The Fund and AIM  Distributors may from time  to time, in advertisements,  sales
literature and reports furnished to present or prospective shareholders, compare
the Fund with the following, among others:
 
        (1) The Consumer Price Index, ("CPI"), which is a measure of the average
    change  in prices over time  in a fixed market  basket of goods and services
    (e.g., food,  clothing, shelter,  fuels, transportation  fares, charges  for
    doctors' and dentists' services, prescription medicines, and other goods and
    services  that people  buy for day-to-day  living). There  is inflation risk
    which does not affect a security's value but its purchasing power, i.e., the
    risk of changing price levels in the economy that affects security prices or
    the price of goods and services.
 
                  Statement of Additional Information Page 36
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
        (2) Data and mutual fund rankings and comparisons published or  prepared
    by  Lipper  Analytical  Data  Services,  Inc.  ("Lipper"),  CDA/Wiesenberger
    Investment   Company   Services   ("CDA/Wiesenberger")   Morningstar,   Inc,
    ("Morningstar"),  Micropal,  Inc. and/or  other  companies that  rank and/or
    compare mutual funds by overall performance, investment objectives,  assets,
    expense  levels, periods of existence and/or  other factors. In this regard,
    the Fund  may  be  compared  to  its "peer  group"  as  defined  by  Lipper,
    CDA/Wiesenberger  and/or other firms, as applicable, or to specific funds or
    groups of funds within or outside of such peer group. Lipper generally ranks
    funds on the basis of total return, assuming reinvestment of  distributions,
    but  does not take sales charges  or redemption fees into consideration, and
    is prepared without regard  to tax consequences. In  addition to the  mutual
    fund  rankings,  the  Fund's  performance may  be  compared  to  mutual fund
    performance indices prepared by Lipper. Morningstar is a mutual fund  rating
    service  that  also  rates  mutual  funds  on  the  basis  of  risk-adjusted
    performance. Morningstar ratings  are calculated from  a fund's three,  five
    and  ten year average annual returns  with appropriate fee adjustments and a
    risk factor that reflects fund performance relative to the three-month  U.S.
    Treasury  bill monthly  returns. Ten percent  of the funds  in an investment
    category receive five stars  and 22.5% receive four  stars. The ratings  are
    subject to change each month.
 
        (3)  Bear  Stearns Foreign  Bond  Index, which  provides  simple average
    returns for individual countries and gross national product ("GNP")-weighted
    index, beginning in 1975.  The returns are broken  down by local market  and
    currency.
 
        (4)  Ibbotson  Associates  International Bond  Index,  which  provides a
    detailed breakdown of local market and currency returns since 1960.
 
        (5) Standard & Poor's 500 Composite Stock Price Index, which is a widely
    recognized index  composed of  the  capitalization-weighted average  of  the
    price of 500 of the largest publicly traded stocks in the United States.
 
        (6) Dow Jones Industrial Average.
 
        (7) CNBC/Financial News Composite Index.
 
        (8) Morgan Stanley Capital International World Indices, including, among
    others, the Morgan Stanley Capital International Europe, Australia, Far East
    Index  ("EAFE Index").  The EAFE  index is an  unmanaged index  of more than
    1,000 companies in Europe, Australia and the Far East.
 
        (9) Morgan Stanley  Capital International All  Country (AC) World  index
    ("MSCI").  The  MSCI is  a broad,  unmanaged index  of global  stock prices,
    currently comprising 2,500 different issuers,  located in 47 countries,  and
    grouped in 38 separate industries.
 
       (10)  Salomon Brothers World  Government Bond Index  and Salomon Brothers
    World Government Bond Index-Non-U.S., each of  which is a widely used  index
    composed of world government bonds.
 
       (11)  The  World  Bank  Publication  of  Trends  in  Developing Countries
    ("TIDE"), which provides brief reports on most of the World Bank's borrowing
    members. The World  Development Report  is published annually  and looks  at
    global   and  regional  economic  trends  and  their  implications  for  the
    developing economies.
 
       (12) Salomon Brothers Global Telecommunications Index, which is  composed
    of telecommunications companies in the developing and emerging countries.
 
       (13)  Datastream and  Worldscope, each  of which  is an  on-line database
    retrieval service  for information,  including international  financial  and
    economic data.
 
       (14)  International  Financial  Statistics,  which  is  produced  by  the
    International Monetary Fund.
 
       (15) Various publications and reports produced by the World Bank and  its
    affiliates.
 
       (16)  Various publications from the International Bank for Reconstruction
    and Development.
 
   
       (17) Various publications  produced by ratings  agencies such as  Moody's
    Investors  Service, Inc., Standard  & Poor's, a  division of The McGraw-Hill
    Companies, Inc. and Fitch.
    
 
       (18) Wilshire Associates, which is an on-line database for  international
    financial  and economic data including performance measures for a wide range
    of securities.
 
       (19) Bank Rate National Monitor Index, which is an average of the  quoted
    rates for 100 leading banks and thrifts in ten U.S. cities.
 
                  Statement of Additional Information Page 37
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
       (20)  International  Finance  Corporation ("IFC")  Emerging  Markets Data
    Base, which  provides  detailed statistics  on  stock and  bond  markets  in
    developing countries.
 
       (21)  Various publications from the Organization for Economic Cooperation
    and Development ("OECD").
 
       (22) Average of  Savings Accounts,  which is a  measure of  all kinds  of
    savings deposits, including longer-term certificates. Savings accounts offer
    a  guaranteed rate  of return on  principal, but no  opportunity for capital
    growth. During  a portion  of the  period, the  maximum rates  paid on  some
    savings deposits were fixed by law.
 
Indices,  economic and  financial data prepared  by the  research departments of
various financial organizations such as Salomon Brothers Inc., Lehman  Brothers,
Inc.,   Merrill  Lynch,  Pierce,  Fenner   &  Smith,  Inc.,  Financial  Research
Corporation, J. P. Morgan,  Morgan Stanley, Dean Witter,  Discover & Co.,  Smith
Barney  Shearson,  S.G. Warburg,  Jardine Flemming,  The Bank  for International
Settlements, Asian Development Bank, Bloomberg, L.P. and Ibbotson Associates may
be used,  as  well  as information  reported  by  the Federal  Reserve  and  the
respective  central banks of various nations.  In addition, AIM Distributors may
use performance  rankings,  ratings  and  commentary  reported  periodically  in
national financial publications, including Money Magazine, Mutual Fund Magazine,
Smart  Money,  Global  Finance,  EuroMoney,  Financial  World,  Forbes, Fortune,
Business Week, Latin Finance, The Wall Street Journal, Emerging Markets  Weekly,
Kiplinger's Guide To Personal Finance, Barron's, The Financial Times, USA Today,
The  New York  Times, Far Eastern  Economic Review, The  Economist and Investors
Business Digest.  The  Fund  may  compare  its  performance  to  that  of  other
compilations  or indices of  comparable quality to those  listed above and other
indices that may be developed and made available in the future.
 
Information  relating  to   foreign  market   performance,  capitalization   and
diversification  is based on sources believed to  be reliable but may be subject
to revision  and  has  not  been  independently verified  by  the  Fund  or  AIM
Distributors.  The  authors  and  publishers  of such  material  are  not  to be
considered as "experts" under the 1933 Act, on account of the inclusion of  such
information herein.
 
A  portion of the performance  figures for each market  includes the positive or
negative effects of the currency exchange rates effective at December 31 of each
year between the U.S. dollar and currency of the foreign market (e.g.,  Japanese
Yen,  German Deutschemark  and Hong  Kong Dollar).  A foreign  currency that has
strengthened or weakened against the  U.S. dollar will positively or  negatively
affect the reported returns, as the case may be.
 
AIM  Distributors  believes that  this information  may  be useful  to investors
considering whether and to  what extent to  diversify their investments  through
the purchase of mutual funds investing in securities on a global basis. However,
this data is not a representation of the past performance of the Fund, nor is it
a  prediction of such performance. The performance  of the Fund will differ from
the historical performance of relevant indices. The performance of indices  does
not  take  expenses  into  account,  while  the  Fund  incurs  expenses  in  its
operations, which will reduce performance. Each of these factors will cause  the
performance of the Fund to differ from relevant indices.
 
   
From  time to  time, the Fund  and AIM Distributors  may refer to  the number of
shareholders in the  Fund or  the aggregate number  of shareholders  in all  AIM
Funds or the dollar amount of Fund assets under management or rankings by DALBAR
Surveys, Inc. in advertising materials.
    
 
AIM  Distributors believes the  Fund is an  appropriate investment for long-term
investment  goals,  including  funding  retirement,  paying  for  education   or
purchasing  a house. AIM  Distributors may provide  information designed to help
individuals understand  their investment  goals  and explore  various  financial
strategies.  For example,  AIM Distributors  may describe  general principles of
investing, such as  asset allocation,  diversification and  risk tolerance.  The
Fund  does  not represent  a complete  investment  program and  investors should
consider the  Fund as  appropriate for  a portion  of their  overall  investment
portfolio with regard to their long-term investment goals. There is no assurance
that any such information will lead to achieving these goals or guarantee future
results.
 
   
From  time to time, AIM Distributors may refer to or advertise the names of U.S.
and non-U.S. companies and  their products, although there  can be no  assurance
that any AIM Fund may own the securities of these companies.
    
 
Ibbotson  Associates  of  Chicago,  Illinois  ("Ibbotson")  provides  historical
returns of the capital  markets in the United  States, including common  stocks,
small   capitalization  stocks,  long-term  corporate  bonds,  intermediate-term
government bonds, long-term government bonds,  Treasury bills, the U.S. rate  of
inflation  (based on the CPI), and  combinations of various capital markets. The
performance of  these capital  markets  is based  on  the returns  of  different
indices.
 
   
AIM  Funds  may  use  the  performance of  these  capital  markets  in  order to
demonstrate  general   risk-versus-reward  investment   scenarios.   Performance
comparisons  may also include the  value of a hypothetical  investment in any of
these
    
 
                  Statement of Additional Information Page 38
<PAGE>
                          AIM DEVELOPING MARKETS FUND
capital markets. The  risks associated with  the security types  in any  capital
market  may  or may  not  correspond directly  to  those of  the  Fund. Ibbotson
calculates total returns in the same method as the Fund.
 
The Fund may  quote various  measures of volatility  and benchmark  correlation,
such  as beta, standard deviation and R(2) in advertising. In addition, the Fund
may compare these measures to those of other funds. Measures of volatility  seek
to  compare the  Fund's historical share  price fluctuations or  total return to
those of a benchmark.
 
The Fund may  advertise examples of  the effects of  periodic investment  plans,
including the principle of dollar cost averaging programs. In such a program, an
investor  invests  a fixed  dollar  amount in  the  Fund at  periodic intervals,
thereby purchasing fewer shares when prices are high and more shares when prices
are low. While such a strategy does not assure a profit or guard against loss in
a declining market, the investor's average cost  per share can be lower than  if
fixed  numbers of shares are purchased at the same intervals. In evaluating such
a plan, investors should  consider their ability  to continue purchasing  shares
through periods of low price levels.
 
   
The  Fund may describe in its sales  material and advertisements how an investor
may invest in AIM Funds through various retirement plans or other programs  that
offer  deferral of income taxes on investment  earnings and pursuant to which an
investor may make deductible contributions.  Because of their advantages,  these
retirement  plans  and  programs  may  produce  returns  superior  to comparable
non-retirement investments. For example, a $10,000 investment earning a  taxable
return of 10% annually would have an after-tax value of $17,976 after ten years,
assuming  tax  was  deducted from  the  return each  year  at a  39.6%  rate. An
equivalent tax-deferred  investment would  have an  after-tax value  of  $19,626
after  ten years, assuming  tax was deducted  at a 39.6%  rate from the deferred
earnings  at  the   end  of  the   ten-year  period.  In   sales  material   and
advertisements,  the  Fund  may  also  discuss  these  plans  and  programs. See
"Information Relating to Sales and Redemptions -- Individual Retirement Accounts
("IRAs") and Other Tax-Deferred Plans."
    
 
AIM Distributors may  from time  to time in  its sales  methods and  advertising
discuss  the risks inherent in investing. The major types of investment risk are
market risk, industry risk, credit risk, interest rate risk and inflation  risk.
Risk represents the possibility that you may lose some or all of your investment
over  a period of time. A basic tenet  of investing is the greater the potential
reward, the greater the risk.
 
From time  to  time,  the  Fund and  AIM  Distributors  will  quote  information
regarding  industries, individual countries, regions,  world stock exchanges and
economic  and  demographic  statistics  from  sources  AIM  Distributors   deems
reliable,  including the economic and financial data of financial organizations,
such as:
 
 1) Stock market  capitalization:  Morgan Stanley  Capital  International  World
    Indices, IFC and Datastream.
 
 2) Stock  market trading volume: Morgan  Stanley Capital International Industry
    Indices and IFC.
 
 3) The number of  listed companies: IFC,  G.T. Guide to  World Equity  Markets,
    Salomon Brothers, Inc. and S.G. Warburg.
 
 4) Wage  rates: U.S. Department of Labor  Statistics and Morgan Stanley Capital
    International World Indices.
 
 5) International industry  performance:  Morgan Stanley  Capital  International
    World Indices, Wilshire Associates and Salomon Brothers, Inc.
 
 6) Stock   market  performance:  Morgan  Stanley  Capital  International  World
    Indices, IFC and Datastream.
 
 7) The Consumer Price Index and inflation rate: The World Bank, Datastream  and
    IFC.
 
 8) Gross Domestic Product ("GDP"): Datastream and The World Bank.
 
 9) GDP growth rate: IFC, The World Bank and Datastream.
 
10) Population: The World Bank, Datastream and United Nations.
 
11) Average annual growth rate (%) of population: The World Bank, Datastream and
    United Nations.
 
12) Age distribution within populations: OECD and United Nations.
 
13) Total exports and imports by year: IFC, The World Bank and Datastream.
 
14) Top three companies by country, industry or market: IFC, G.T. Guide to World
    Equity Markets, Salomon Brothers, Inc., and S.G. Warburg.
 
15) Foreign  direct  investments to  developing  countries: The  World  Bank and
    Datastream.
 
                  Statement of Additional Information Page 39
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
16) Supply, consumption,  demand  and  growth in  demand  of  certain  products,
    services  and industries, including, but not limited to, electricity, water,
    transportation, construction materials, natural resources, technology, other
    basic infrastructure, financial services, health care services and supplies,
    consumer products and services and telecommunications equipment and services
    (sources of such information may include,  but would not be limited to,  The
    World Bank, OECD, IMF, Bloomberg and Datastream).
 
17) Standard  deviation and performance returns for U.S. and non-U.S. equity and
    bond markets: Morgan Stanley Capital International.
 
18) Countries restructuring their  debt, including those  under the Brady  Plan:
    the Sub-adviser.
 
19) Political and economic structure of countries: Economist Intelligence Unit.
 
20) Government  and corporate  bonds --  credit ratings,  yield to  maturity and
    performance returns: Salomon Brothers, Inc.
 
21) Dividend yields for U.S. and non-U.S. companies: Bloomberg.
 
From time to time, AIM Distributors may include in its advertisements and  sales
material,   information  about  privatization,  which  is  an  economic  process
involving the sale of state-owned companies to the private sector.
 
   
In advertising and sales  materials, AIM Distributors may  make reference to  or
discuss  its products, services and accomplishments. Among these accomplishments
are that in 1983 the Sub-adviser  provided assistance to the government of  Hong
Kong  in  linking its  currency to  the U.S.  dollar, and  that in  1987 Japan's
Ministry of  Finance licensed  GT Asset  Management  Ltd. as  one of  the  first
foreign   discretionary  investment   managers  for   Japanese  investors.  Such
accomplishments, however,  should  not  be  viewed  as  an  endorsement  of  the
Sub-adviser  by the government of Hong Kong,  Japan's Ministry of Finance or any
other government or government  agency. Nor do any  such accomplishments of  the
Sub-adviser  provide any assurance that  the AIM/GT Funds' investment objectives
will be achieved.
    
 
- --------------------------------------------------------------------------------
 
   
                          DESCRIPTION OF DEBT RATINGS
    
 
- --------------------------------------------------------------------------------
 
DESCRIPTION OF BOND RATINGS
    MOODY'S INVESTORS SERVICE, INC. ("Moody's") rates the debt securities issued
by various entities from  "Aaa" to "C." Investment  grade ratings are the  first
four categories:
 
        Aaa  -- Bonds which are rated Aaa are  judged to be of the best quality.
    They carry the smallest degree of investment risk and are generally referred
    to as "gilt  edged." Interest payments  are protected  by a large  or by  an
    exceptionally  stable  margin and  principal  is secure.  While  the various
    protective elements are likely to change, such changes as can be  visualized
    are  most  unlikely  to impair  the  fundamentally strong  position  of such
    issues.
 
        Aa -- Bonds which are rated Aa are  judged to be of high quality by  all
    standards.  Together with  the Aaa  group they  comprise what  are generally
    known as high grade bonds. They are rated lower than the best bonds  because
    margins  of  protection  may  not  be  as  large  as  in  Aaa  securities or
    fluctuation of protective elements may be of greater amplitude or there  may
    be  other elements  present which  make the  long-term risk  appear somewhat
    larger than the Aaa securities.
 
        A  --  Bonds  which  are  rated  A  possess  many  favorable  investment
    attributes  and  are  to be  considered  as  upper-medium-grade obligations.
    Factors giving security to principal  and interest are considered  adequate,
    but  elements may  be present which  suggest a  susceptibility to impairment
    some time in the future.
 
        Baa --  Bonds  which  are  rated  Baa  are  considered  as  medium-grade
    obligations,  (i.e., they are neither  highly protected nor poorly secured).
    Interest payments and principal security appear adequate for the present but
    certain protective  elements may  be lacking  or may  be  characteristically
    unreliable  over  any  great length  of  time. Such  bonds  lack outstanding
    investment characteristics and in  fact have speculative characteristics  as
    well.
 
        Ba  -- Bonds which are rated Ba are judged to have speculative elements;
    their future cannot be considered  as well-assured. Often the protection  of
    interest  and principal payments may be  very moderate, and thereby not well
 
                  Statement of Additional Information Page 40
<PAGE>
                          AIM DEVELOPING MARKETS FUND
    safeguarded during both good and bad  times over the future. Uncertainty  of
    position characterizes bonds in this class.
 
        B  --  Bonds which  are rated  B generally  lack characteristics  of the
    desirable investment. Assurance  of interest  and principal  payments or  of
    maintenance  of other terms of the contract over any long period of time may
    be small.
 
        Caa -- Bonds which are rated Caa  are of poor standing. Such issues  may
    be  in default or  there may be  present elements of  danger with respect to
    principal or interest.
 
        Ca  --  Bonds  which  are  rated  Ca  represent  obligations  which  are
    speculative in a high degree. Such issues are often in default or have other
    marked shortcomings.
 
        C  -- Bonds which are  rated C are the lowest  rated class of bonds, and
    issues so rated can be regarded  as having extremely poor prospects of  ever
    attaining any real investment standing.
 
ABSENCE  OF RATING: Where no rating has been assigned or where a rating has been
suspended or withdrawn, it may  be for reasons unrelated  to the quality of  the
issue.
 
Should no rating be assigned, the reason may be one of the following:
 
    1. An application for rating was not received or accepted.
 
    2.  The issue or issuer  belongs to a group  of securities or companies that
are not rated as a matter of policy.
 
    3. There is a lack of essential data pertaining to the issue or issuer.
 
    4. The issue was privately placed, in which case the rating is not published
in Moody's publications.
 
Suspension or withdrawal may occur if new and material circumstances arise,  the
effects of which preclude satisfactory analysis; if there is no longer available
reasonable  up-to-date data  to permit  a judgment  to be  formed; if  a bond is
called for redemption; or for other reasons.
 
Note: Moody's applies  numerical modifiers, 1,  2 and 3  in each generic  rating
classification  from Aa to Caa. The modifier  1 indicates that the Company ranks
in the higher end  of its generic  rating category; the  modifier 2 indicates  a
mid-range  ranking; and the modifier  3 indicates that the  Company ranks in the
lower end of its generic rating category.
 
    STANDARD & POOR'S, a  division of The  McGraw-Hill Companies, Inc.  ("S&P"),
rates  the securities debt of various  entities in categories ranging from "AAA"
to "D"  according  to quality.  Investment  grade  ratings are  the  first  four
categories:
 
        AAA -- An obligation rated "AAA" has the highest rating assigned by S&P.
    The obligor's capacity to meet its financial commitment on the obligation is
    extremely strong.
 
        AA   --  An  obligation  rated  "AA"  differs  from  the  highest  rated
    obligations only  in a  small degree.  The obligor's  capacity to  meet  its
    financial commitment on the obligation is very strong.
 
        A -- An obligation rated "A" is somewhat more susceptible to the adverse
    effects of changes in circumstances and economic conditions than obligations
    in higher rated categories.
 
        BBB   --  An   obligation  rated  "BBB"   exhibits  adequate  protection
    parameters. However, adverse economic  conditions or changing  circumstances
    are  more likely to lead  to a weakened capacity of  the obligor to meet its
    financial commitment on the obligation.
 
        BB, B, CCC, CC, C -- Obligations  rated "BB," "B," "CCC," "CC," and  "C"
    are   regarded  as  having  significant  speculative  characteristics.  "BB"
    indicates the least degree  of speculation and "C"  the highest. While  such
    obligations  will likely  have some quality  and protective characteristics,
    these may be outweighed by large uncertainties or major exposures to adverse
    conditions.
 
        BB -- An  obligation rated "BB"  is less vulnerable  to nonpayment  than
    other  speculative issues. However, it  faces major ongoing uncertainties or
    exposure to adverse business, financial, or economic conditions which  could
    lead  to the obligor's inadequate capacity  to meet its financial commitment
    on the obligation.
 
        B --  An obligation  rated "B"  is more  vulnerable to  nonpayment  than
    obligations  rated "BB," but the obligor  currently has the capacity to meet
    its financial commitment on the obligation. Adverse business, financial,  or
    economic conditions will likely impair the obligor's capacity or willingness
    to meet its financial commitment on the obligation.
 
        CCC  -- An obligation rated "CCC" is currently vulnerable to nonpayment,
    and is dependent upon favorable business, financial, and economic conditions
    for the  obligor to  meet its  financial commitment  on the  obligation.  In
 
                  Statement of Additional Information Page 41
<PAGE>
                          AIM DEVELOPING MARKETS FUND
    the  event  of  adverse  business, financial,  or  economic  conditions, the
    obligor is not likely to have the capacity to meet its financial  commitment
    on the obligation.
 
        CC  --  An  obligation  rated "CC"  is  currently  highly  vulnerable to
    nonpayment.
 
        C -- The "C" rating may be used to cover a situation where a  bankruptcy
    petition  has been filed or  similar action has been  taken, but payments on
    this obligation are being continued.
 
        D --  An obligation  rated "D"  is in  payment default.  The "D"  rating
    category is used when payments on an obligation are not made on the date due
    even  if the  applicable grace period  has not expired,  unless S&P believes
    that such payments  will be made  during such grace  period. The "D"  rating
    also  will be used upon the filing of a bankruptcy petition or the taking of
    a similar action if payments on an obligation are jeopardized.
 
PLUS (+) OR MINUS  (-): The ratings from  "AA" to "CCC" may  be modified by  the
addition  of a  plus or minus  sign to  show relative standing  within the major
rating categories.
 
NR:  Indicates  that  no  public  rating  has  been  requested,  that  there  is
insufficient  information on which to base a rating, or that S&P does not rate a
particular type of obligation as a matter of policy.
 
DESCRIPTION OF COMMERCIAL PAPER RATINGS
    MOODY'S employs  the  designation  "Prime-1" to  indicate  commercial  paper
having  a superior ability for repayment  of senior short-term debt obligations.
Prime-1 repayment  ability will  often be  evidenced by  many of  the  following
characteristics:  leading market positions  in well-established industries; high
rates of return  on funds employed;  conservative capitalization structure  with
moderate  reliance on debt and ample asset protection; broad margins in earnings
coverage of  fixed financial  charges  and high  internal cash  generation;  and
well-established  access to a range of  financial markets and assured sources of
alternate liquidity. Issues rated Prime-2 have a strong ability for repayment of
senior short-term debt obligations. This normally  will be evidenced by many  of
the  characteristics cited  above but  to a  lesser degree.  Earnings trends and
coverage ratios, while sound, may  be more subject to variation.  Capitalization
characteristics,  while  still appropriate,  may  be more  affected  by external
conditions. Ample alternate liquidity is maintained.
 
    S&P ratings of commercial paper  are graded into several categories  ranging
from  "A1" for the highest quality obligations  to "D" for the lowest. Issues in
the "A"  category are  delineated  with numbers  1, 2,  and  3 to  indicate  the
relative  degree  of safety.  A-1 --  This highest  category indicates  that the
degree of safety regarding timely payment is strong. Those issues determined  to
possess extremely strong safety characteristics will be denoted with a plus sign
(+)  designation.  A-2  -- Capacity  for  timely  payments on  issues  with this
designation is satisfactory; however,  the relative degree of  safety is not  as
high as for issues designated "A-1."
 
The Fund may invest only in high quality commercial paper, i.e. commercial paper
rated  Prime-1 by Moody's, A-1 by S&P, or, if unrated, judged by the Sub-adviser
to be of comparable quality.
 
- --------------------------------------------------------------------------------
 
                              FINANCIAL STATEMENTS
 
- --------------------------------------------------------------------------------
 
   
The audited financial statements  for the Fund  as of October  31, 1997 and  the
fiscal year then ended appear on the following pages.
    
 
                  Statement of Additional Information Page 42
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       REPORT OF INDEPENDENT ACCOUNTANTS
 
- --------------------------------------------------------------------------------
 
To the Shareholders and Board of Directors of
GT Global Developing Markets Fund ("Fund"):
 
We have audited the accompanying statement of assets and liabilities of GT
Global Developing Markets Fund (formerly G.T. Global Developing Markets Fund,
Inc.), including the portfolio of investments, as of October 31, 1997, the
related statement of operations for the ten months then ended and for the year
ended December 31, 1996, the statements of changes in net assets for the ten
months then ended and for each of the two years in the period ended December 31,
1996, and the financial highlights for each of the periods indicated therein.
These financial statements and the financial highlights are the responsibility
of the Fund's management. Our responsibility is to express an opinion on these
financial statements and the financial highlights based on our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
October 31, 1997, by correspondence with the custodians and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
 
In our opinion, the financial statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of GT
Global Developing Markets Fund as of October 31, 1997, the results of its
operations for the ten months then ended and for the year ended December 31,
1996, the changes in its net assets for the ten months then ended and for each
of the two years in the period ended December 31, 1996, and the financial
highlights for the periods indicated therein, in conformity with generally
accepted accounting principles.
 
                                                        COOPERS & LYBRAND L.L.P.
 
BOSTON, MASSACHUSETTS
DECEMBER 15, 1997
 
                                       F1
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                            PORTFOLIO OF INVESTMENTS
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Energy (13.0%)
  LUKoil Holding - ADR{\/} ................................   RUS              97,586   $  8,172,833         1.8
    OIL
  Sasol Ltd. ..............................................   SAFR            537,556      6,481,964         1.4
    ENERGY SOURCES
  Petroleo Brasileiro S.A. (Petrobras) Preferred ..........   BRZL         27,126,040      5,044,302         1.1
    OIL
  C.A. La Electricidad de Caracas .........................   VENZ          3,443,139      4,526,264         1.0
    ELECTRICAL & GAS UTILITIES
  Companhia Energetica de Minas Gerais (CEMIG) -
   ADR{\/} ................................................   BRZL             94,834      3,793,360         0.8
    ELECTRICAL & GAS UTILITIES
  Centrais Eletricas Brasileiras S.A. (Eletrobras): .......   BRZL                 --             --         0.8
    ELECTRICAL & GAS UTILITIES
    "B" ADR{\/} ...........................................   --              118,958      2,617,076          --
    Preferred .............................................   --            2,112,000        913,846          --
  Chilgener S.A. - ADR{\/} ................................   CHLE            124,972      3,374,244         0.7
    ELECTRICAL & GAS UTILITIES
  Enersis S.A. - ADR{\/} ..................................   CHLE             94,858      3,130,314         0.7
    ELECTRICAL & GAS UTILITIES
  Empresa Nacional de Electricidad S.A. - ADR{\/} .........   CHLE            127,657      2,569,097         0.6
    ELECTRICAL & GAS UTILITIES
  YPF S.A. - ADR{\/} ......................................   ARG              68,960      2,206,720         0.5
    OIL
  The Hub Power Co., Ltd. - GDR-/- {\/} ...................   PAK              70,300      2,196,875         0.5
    ENERGY SOURCES
  Light - Participacoes S.A. ..............................   BRZL          7,485,850      1,914,922         0.4
    ELECTRICAL & GAS UTILITIES
  Light - Servicos de Electricidade S.A. ..................   BRZL          5,322,290      1,767,016         0.4
    ELECTRICAL & GAS UTILITIES
  Surgutneftegaz - ADR-/- {\/} ............................   RUS             174,640      1,484,440         0.3
    OIL
  PTT Exploration and Production Public Co., Ltd. -
   Foreign ................................................   THAI            138,800      1,415,622         0.3
    OIL
  Unified Energy Systems - Reg S GDR-/- {c} {\/} ..........   RUS              40,700      1,271,875         0.3
    ELECTRICAL & GAS UTILITIES
  Manila Electric Co. "B" .................................   PHIL            361,110      1,111,108         0.2
    ELECTRICAL & GAS UTILITIES
  Bombay Suburban Electric Supply (BSES) Ltd. .............   IND             200,000      1,004,209         0.2
    ELECTRICAL & GAS UTILITIES
  MOL Magyar Olaj-es Gazipari RT - Reg S GDR{c} {\/} ......   HGRY             43,600        942,850         0.2
    ENERGY SOURCES
  Mosenergo: ..............................................   RUS                  --             --         0.2
    ELECTRICAL & GAS UTILITIES
    ADR-/- {\/} ...........................................   --               10,964        460,488          --
    144A ADR{.} {\/} ......................................   --               10,000        420,000          --
  Korea Electric Power Corp. - ADR{\/} ....................   KOR              93,330        764,139         0.2
    ELECTRICAL & GAS UTILITIES
  Electricity Generating Public Co., Ltd. - Foreign .......   THAI            447,200        745,333         0.2
    ELECTRICAL & GAS UTILITIES
  Perez Companc S.A. ......................................   ARG             100,460        629,257         0.1
    OIL
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F2
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Energy (Continued)
  Tenaga Nasional Bhd. ....................................   MAL             235,000   $    508,261         0.1
    ELECTRICAL & GAS UTILITIES
  Yukong Ltd. .............................................   KOR              10,980        148,688          --
    OIL
  Guangdong Electric Power Development Co., Ltd. "B"{*} ...   CHNA            201,000        113,371          --
    ENERGY SOURCES
                                                                                        ------------
                                                                                          59,728,474
                                                                                        ------------
Multi-Industry/Miscellaneous (11.6%)
  Barlow Ltd. .............................................   SAFR            657,524      6,629,920         1.4
    CONGLOMERATE
  PT Telekomunikasi Indonesia .............................   INDO          5,018,500      4,683,001         1.0
    MULTI-INDUSTRY
  Anglo American Corporation of South Africa Ltd. .........   SAFR            104,020      4,498,162         1.0
    CONGLOMERATE
  Grupo Carso, S.A. de C.V. "A1" ..........................   MEX             567,700      3,610,164         0.8
    MULTI-INDUSTRY
  Delta Corporation Ltd. (subdivision)-/- .................   ZBBW          2,472,400      3,520,823         0.8
    MULTI-INDUSTRY
  ITC Ltd.: ...............................................   IND                  --             --         0.7
    MULTI-INDUSTRY
    Common ................................................   --              136,000      2,102,842          --
    GDR-/- {\/} ...........................................   --               44,370        811,971          --
  Billiton PLC-/- .........................................   SAFR            980,865      2,875,301         0.6
    CONGLOMERATE
  The Saudi Arabian Investment Fund Ltd.-/- {\/} ..........   UK              281,000      2,810,000         0.6
    COUNTRY FUNDS
  PT Gudang Garam .........................................   INDO            949,500      2,697,744         0.6
    MULTI-INDUSTRY
  China Resources Enterprise Ltd. .........................   HK              870,000      2,386,028         0.5
    CONGLOMERATE
  Shanghai Industrial Holdings Ltd. .......................   HK              471,000      2,096,041         0.5
    MULTI-INDUSTRY
  Sanluis Corporacion, S.A. de C.V. .......................   MEX             263,477      2,044,708         0.4
    CONGLOMERATE
  Central Asia Regional Growth Fund-/- {\/} ...............   IRE             210,000      1,999,200         0.4
    COUNTRY FUNDS
  Malaysian Resources Corp., Bhd. .........................   MAL           2,396,000      1,425,077         0.3
    CONGLOMERATE
  Koc Holding AS ..........................................   TRKY          3,234,900      1,216,923         0.3
    CONGLOMERATE
  Empresas La Moderna, S.A. de C.V. "A"-/- ................   MEX             240,600      1,181,389         0.3
    MULTI-INDUSTRY
  NASR (El) City Company For Housing & Construction-/- ....   EGPT             17,005      1,175,296         0.3
    MISCELLANEOUS
  PT Bimantara Citra ......................................   INDO          1,219,000      1,120,529         0.2
    MULTI-INDUSTRY
  PT Hanjaya Mandala Sampoerna ............................   INDO            590,500      1,032,141         0.2
    MULTI-INDUSTRY
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F3
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Multi-Industry/Miscellaneous (Continued)
  Koor Industries Ltd.: ...................................   ISRL                 --             --         0.2
    CONGLOMERATE
    ADR{\/} ...............................................   --               22,043   $    471,169          --
    Common ................................................   --                2,850        294,482          --
  Graboplast Rt. ..........................................   HGRY             13,452        725,231         0.2
    MISCELLANEOUS
  GT Taiwan Fund-/- +X+ {\/} ..............................   TWN              49,751        626,368         0.1
    COUNTRY FUNDS
  Quinenco S.A. - ADR-/- {\/} .............................   CHLE             32,400        473,850         0.1
    CONGLOMERATE
  Discount Investment Corp. ...............................   ISRL             11,613        316,356         0.1
    MULTI-INDUSTRY
                                                                                        ------------
                                                                                          52,824,716
                                                                                        ------------
Services (11.3%)
  Telecomunicacoes Brasileiras S.A. (Telebras): ...........   BRZL                 --             --         2.3
    TELEPHONE NETWORKS
    ADR{\/} ...............................................   --               57,481      5,834,322          --
    Common ................................................   --           49,594,258      4,408,329          --
  Telefonos de Mexico, S.A. de C.V. "L" - ADR{\/} .........   MEX             176,363      7,627,700         1.7
    TELEPHONE NETWORKS
  Compania Anonima Nacional Telefonos de Venezuela (CANTV)
   - ADR{\/ } .............................................   VENZ            114,579      5,012,831         1.1
    TELEPHONE NETWORKS
  Pick'n Pay Stores Ltd.: .................................   SAFR                 --             --         0.8
    RETAILERS-OTHER
    Common ................................................   --            1,889,154      2,847,477          --
    "N" ...................................................   --              780,702      1,071,234          --
  Cia de Telecomunicaciones de Chile S.A. - ADR{\/} .......   CHLE            128,402      3,563,156         0.8
    TELEPHONE NETWORKS
  Telefonica del Peru S.A. - ADR{\/} ......................   PERU            155,070      3,062,633         0.7
    TELEPHONE NETWORKS
  Cifra, S.A. de C.V.: ....................................   MEX                  --             --         0.3
    RETAILERS-OTHER
    "C" ...................................................   --              636,000      1,104,431          --
    "A" ...................................................   --              306,000        563,626          --
    "B" ...................................................   --               66,334        132,509          --
  Companhia de Saneamento Basico do Estado de Sao Paulo -
   SABESP-/- ..............................................   BRZL          9,188,127      1,666,932         0.4
    BUSINESS & PUBLIC SERVICES
  Mahanagar Telephone Nigam Ltd. ..........................   IND             233,600      1,627,623         0.4
    TELECOM - OTHER
  Telefonica de Argentina S.A. - ADR{\/} ..................   ARG              55,228      1,553,288         0.3
    TELEPHONE NETWORKS
  Indian Hotels Co., Ltd.: ................................   IND                  --             --         0.2
    LEISURE & TOURISM
    GDR-/- {\/} ...........................................   --               35,200        607,200          --
    Common ................................................   --               25,850        418,541          --
  Migros Turk T.A.S. ......................................   TRKY            848,300        890,294         0.2
    RETAILERS-FOOD
  Portugal Telecom S.A. - Registered ......................   PORT             20,551        843,433         0.2
    TELEPHONE NETWORKS
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F4
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Services (Continued)
  TelecomAsia Corp. - Foreign-/- ..........................   THAI          1,878,600   $    841,164         0.2
    TELEPHONE NETWORKS
  PT Citra Marga Nusaphala Persada ........................   INDO          2,847,000        812,862         0.2
    BUSINESS & PUBLIC SERVICES
  PT Indosat ..............................................   INDO            344,500        779,683         0.2
    TELECOM - OTHER
  Santa Isabel S.A. - ADR{\/} .............................   CHLE             40,666        752,321         0.2
    RETAILERS-FOOD
  Sonae Investimentos-Sociedade Gestora de Participacoes
   Sociais S.A. ...........................................   PORT             18,602        695,194         0.2
    RETAILERS-OTHER
  Danubius Hotel and Spa Rt.-/- ...........................   HGRY             21,940        686,611         0.2
    LEISURE & TOURISM
  Konsortium Perkapalan Bhd. ..............................   MAL             267,000        501,277         0.1
    TRANSPORTATION - SHIPPING
  Pakistan Telecommunications Co., Ltd. - GDR-/- {\/} .....   PAK               6,000        486,000         0.1
    TELEPHONE NETWORKS
  Advanced Info. Service - Foreign ........................   THAI             85,700        460,478         0.1
    WIRELESS COMMUNICATIONS
  Investec-Consultoria Internacional S.A.-/- ..............   PORT             14,612        457,144         0.1
    BROADCASTING & PUBLISHING
  Super Sol Ltd. ..........................................   ISRL            154,231        443,830         0.1
    RETAILERS-FOOD
  BEC World Public Co., Ltd. - Foreign ....................   THAI             77,800        406,418         0.1
    BROADCASTING & PUBLISHING
  Estabelecimentos Jeronimo Martins & Filho, Sociedade
   Gestora de Participacoes Sociais S.A. ..................   PORT              3,854        252,110         0.1
    RETAILERS-OTHER
  Siam Makro Public Co., Ltd. - Foreign-/- ................   THAI            170,000        224,129          --
    RETAILERS-OTHER
  PT Matahari Putra Prima .................................   INDO          1,035,000        201,811          --
    RETAILERS-APPAREL
  Telecomunicacoes de Sao Paulo S.A. (TELESP) Preferred ...   BRZL            495,118        129,349          --
    TELEPHONE NETWORKS
  Guangshen Railway Co., Ltd. .............................   HK              162,000         50,298          --
    TRANSPORTATION - ROAD & RAIL
                                                                                        ------------
                                                                                          51,016,238
                                                                                        ------------
Materials/Basic Industry (10.9%)
  Kimberly-Clark de Mexico, S.A. de C.V. "A" ..............   MEX           1,389,779      6,125,014         1.3
    PAPER/PACKAGING
  SA Iron & Steel Industrial Corp., Ltd. (ISCOR) ..........   SAFR          9,521,806      4,948,964         1.1
    METALS - STEEL
  Sappi Ltd. ..............................................   SAFR            587,133      3,722,985         0.8
    FOREST PRODUCTS
  Helwan Portland Cement Co.-/- ...........................   EGPT            166,230      3,507,942         0.8
    CEMENT
  Suez Cement Co. - Reg S GDR{c} {\/} .....................   EGPT            158,195      3,282,546         0.7
    CEMENT
  Apasco S.A. .............................................   MEX             428,533      2,617,387         0.6
    CEMENT
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F5
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Materials/Basic Industry (Continued)
  Industrias Penoles S.A. (CP) ............................   MEX             634,803   $  2,527,808         0.6
    METALS - NON-FERROUS
  Ameriyah Cement Co.-/- ..................................   EGPT             94,500      2,390,294         0.5
    CEMENT
  De Beers Centenary AG - Linked Unit{=} ..................   SAFR             78,000      1,861,622         0.4
    MISC. MATERIALS & COMMODITIES
  Torah Portland Cement Co.-/- ............................   EGPT             67,950      1,858,632         0.4
    CEMENT
  Hindalco Industries Ltd. ................................   IND              63,600      1,660,561         0.4
    METALS - NON-FERROUS
  Paints & Chemical Industry: .............................   EGPT                 --             --         0.3
    CHEMICALS
    Common-/- .............................................   --               31,400      1,052,916          --
    144A GDR{.} -/- {\/} ..................................   --               44,000        440,000          --
  Pohang Iron & Steel Co., Ltd. - ADR{\/} .................   KOR              88,870      1,444,138         0.3
    METALS - STEEL
  Turk Sise ve Cam Fabrikalari AS-/- ......................   TRKY         16,264,000      1,396,565         0.3
    GLASS
  North Cairo Flour Mills-/- ..............................   EGPT             32,010      1,393,376         0.3
    MISC. MATERIALS & COMMODITIES
  Pannonplast Rt. .........................................   HGRY             20,732      1,138,897         0.2
    MISC. MATERIALS & COMMODITIES
  Helioplis Housing-/- ....................................   EGPT              8,000      1,094,353         0.2
    BUILDING MATERIALS & COMPONENTS
  Grupo Industrial Minera Mexico "L" ......................   MEX             277,300        823,598         0.2
    METALS - NON-FERROUS
  Maanshan Iron and Steel Co. "H"{*} ......................   CHNA          4,939,000        785,895         0.2
    METALS - STEEL
  Sociedad Quimica y Minera de Chile S.A. - ADR{\/} .......   CHLE             12,200        632,875         0.1
    CHEMICALS
  Israel Chemicals Ltd. ...................................   ISRL            499,158        625,750         0.1
    CHEMICALS
  Cosco Pacific Ltd. ......................................   HK              516,000        600,776         0.1
    PAPER/PACKAGING
  Cimpor-Cimentos de Portugal, SGPS S.A. ..................   PORT             21,964        555,972         0.1
    CEMENT
  PT Aneka Tambang-/- .....................................   INDO          1,364,500        532,117         0.1
    METALS - NON-FERROUS
  Engro Chemicals Pakistan Ltd. ...........................   PAK             137,800        435,263         0.1
    CHEMICALS
  HI Cement Corp. .........................................   PHIL          3,961,000        361,117         0.1
    CEMENT
  Cahya Mata Sarawak Bhd. .................................   MAL             355,000        345,509         0.1
    BUILDING MATERIALS & COMPONENTS
  Siam Cement Co., Ltd. - Foreign .........................   THAI             39,800        338,597         0.1
    CEMENT
  Agros Holding S.A.-/- ...................................   POL              16,123        338,212         0.1
    MISC. MATERIALS & COMMODITIES
  Compania de Minas Buenaventura S.A. - ADR{\/} ...........   PERU             16,000        287,000         0.1
    METALS - NON-FERROUS
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F6
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Materials/Basic Industry (Continued)
  PT Indah Kiat Pulp & Paper Corp.Tbk .....................   INDO            709,000   $    271,553         0.1
    PAPER/PACKAGING
  Fauji Fertilizer Co., Ltd. ..............................   PAK             116,300        258,997         0.1
    MISC. MATERIALS & COMMODITIES
                                                                                        ------------
                                                                                          49,657,231
                                                                                        ------------
Finance (8.3%)
  ABSA Group Ltd. .........................................   SAFR            761,136      4,509,849         1.0
    BANKS-REGIONAL
  Uniao Bancos Brasileiras "A" Preferred ..................   BRZL        142,972,483      3,628,783         0.8
    BANKS-MONEY CENTER
  State Bank of India Ltd.: ...............................   IND                  --             --         0.7
    BANKS-MONEY CENTER
    Common ................................................   --              267,000      1,931,961          --
    GDR{\/} ...............................................   --               71,640      1,318,176          --
  Administradora de Fondos de Pensiones Provida S.A. -
   ADR{\/} ................................................   CHLE            142,366      2,384,631         0.5
    INVESTMENT MANAGEMENT
  Egyptian American Bank SAE-/- ...........................   EGPT             57,663      1,857,088         0.4
    BANKS-MONEY CENTER
  Commercial International Bank: ..........................   EGPT                 --             --         0.4
    BANKS-MONEY CENTER
    144A GDR{.} {\/} ......................................   --               58,000      1,261,500          --
    Common ................................................   --               23,940        553,789          --
  Banco de A. Edwards - ADR{\/} ...........................   CHLE            100,934      1,753,728         0.4
    BANKS-MONEY CENTER
  Credicorp Ltd. - ADR{\/} ................................   PERU             94,800      1,700,475         0.4
    BANKS-MONEY CENTER
  Global Menkul Degerler AS-/- ............................   TRKY         69,103,256      1,601,182         0.4
    SECURITIES BROKER
  Banco LatinoAmericano de Exportaciones S.A. (Bladex)
   "E"{\/} ................................................   PAN              37,631      1,495,832         0.3
    OTHER FINANCIAL
  Turkiye Is Bankasi (Isbank) "C" .........................   TRKY         15,098,500      1,461,119         0.3
    BANKS-MONEY CENTER
  Banco Frances del Rio de la Plata S.A. - ADR{\/} ........   ARG              48,968      1,205,837         0.3
    BANKS-MONEY CENTER
  Aksigorta A.S. ..........................................   TRKY         15,080,000      1,171,573         0.3
    INSURANCE - MULTI-LINE
  Liberty Life Association of Africa Ltd. .................   SAFR             37,400        933,056         0.2
    INSURANCE-LIFE
  BPI-SGPS S.A. ...........................................   PORT             40,637        914,217         0.2
    BANKS-MONEY CENTER
  Yapi ve Kredi Bankasi AS ................................   TRKY         29,106,092        888,639         0.2
    BANKS-REGIONAL
  Kookmin Bank - GDR-/- {\/} ..............................   KOR             128,480        822,272         0.2
    BANKS-MONEY CENTER
  Ayala Land, Inc. "B" ....................................   PHIL          1,723,800        675,278         0.1
    REAL ESTATE
  Bank Leumi Le - Israel ..................................   ISRL            406,668        624,411         0.1
    BANKS-REGIONAL
  Metroplex Bhd. ..........................................   MAL           1,751,000        610,141         0.1
    REAL ESTATE
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F7
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Finance (Continued)
  Turkiye Garanti Bankasi AS ..............................   TRKY         11,565,600   $    599,025         0.1
    BANKS-REGIONAL
  Bank Hapoalim Ltd. ......................................   ISRL            244,830        579,448         0.1
    BANKS-REGIONAL
  Muslim Commercial Bank Ltd.-/- ..........................   PAK             546,500        558,844         0.1
    BANKS-MONEY CENTER
  JSC Kazkommertsbank Co. - GDR-/- {\/} (.) ...............   KAZ              26,600        558,600         0.1
    BANKS-REGIONAL
  SM Prime Holdings, Inc. .................................   PHIL          2,664,600        470,670         0.1
    REAL ESTATE
  Thai Farmers Bank Public Co., Ltd. - Foreign ............   THAI            166,400        455,323         0.1
    BANKS-REGIONAL
  Bank Slaski S.A. ........................................   POL               7,316        426,767         0.1
    BANKS-MONEY CENTER
  Banco Santander Chile - ADR{\/} .........................   CHLE             28,100        365,300         0.1
    BANKS-REGIONAL
  Land and House Public Co., Ltd. - Foreign ...............   THAI            392,300        341,555         0.1
    REAL ESTATE
  Belle Corp.-/- ..........................................   PHIL          3,297,000        300,581         0.1
    REAL ESTATE
  Malaysian Assurance Alliance Bhd. .......................   MAL             116,200        209,432          --
    INSURANCE - MULTI-LINE
  Bangkok Bank Public Co., Ltd. - Foreign .................   THAI             56,400        196,418          --
    BANKS-MONEY CENTER
  C & P Homes, Inc. .......................................   PHIL          1,382,000        104,339          --
    REAL ESTATE
                                                                                        ------------
                                                                                          38,469,839
                                                                                        ------------
Consumer Non-Durables (6.5%)
  South African Breweries Ltd. ............................   SAFR            226,892      6,037,874         1.3
    BEVERAGES - ALCOHOLIC
  Fomento Economico Mexicano, S.A. de C.V. "B" ............   MEX             738,356      5,217,126         1.1
    BEVERAGES - ALCOHOLIC
  Gruma S.A. "B"-/- .......................................   MEX             883,073      3,468,838         0.8
    FOOD
  Companhia Cervejaria Brahma Preferred ...................   BRZL          4,662,721      2,918,430         0.6
    BEVERAGES - ALCOHOLIC
  C.G. Smith Foods Ltd. ...................................   SAFR            174,000      2,496,050         0.5
    FOOD
  Eastern Tobacco Co.-/- ..................................   EGPT             90,785      2,276,300         0.5
    TOBACCO
  A-Ahram Beverages Co. S.A.E. - 144A GDR{.} -/- {\/} .....   EGPT             62,514      1,719,135         0.4
    BEVERAGES - ALCOHOLIC
  Embotelladora Andina S.A.: ..............................   CHLE                 --             --         0.4
    BEVERAGES - NON-ALCOHOLIC
    "B" ADR{\/} ...........................................   --               41,497        850,689          --
    "A" ADR{\/} ...........................................   --               34,400        825,600          --
  Hindustan Lever Ltd. ....................................   IND              40,650      1,438,245         0.3
    PERSONAL CARE/COSMETICS
  San Miguel Corp. "B" ....................................   PHIL            851,600        958,353         0.2
    BEVERAGES - ALCOHOLIC
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F8
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Consumer Non-Durables (Continued)
  Compania Cervecerias Unidas S.A. ADR{\/} ................   CHLE             36,800   $    897,000         0.2
    BEVERAGES - ALCOHOLIC
  Zaklady Piwowarskie w Zywcu S.A. (Zywiec) ...............   POL               4,461        333,293         0.1
    BEVERAGES - ALCOHOLIC
  Reliance Industries Ltd. - GDR-/- {\/} (.) ..............   IND              12,100        255,008         0.1
    TEXTILES & APPAREL
  Kuala Lumpur Kepong Bhd. ................................   MAL              60,000        144,187          --
    OTHER CONSUMER GOODS
  La Tondena Distillers, Inc. .............................   PHIL            137,900         84,469          --
    BEVERAGES - ALCOHOLIC
                                                                                        ------------
                                                                                          29,920,597
                                                                                        ------------
Technology (2.3%)
  Asustek Computer Inc. - Reg. S GDR-/- {c} {\/} ..........   TWN             830,248     10,149,782         2.2
    COMPUTERS & PERIPHERALS
  Clal Electronics Industries Ltd. ........................   ISRL              2,754        399,041         0.1
    SEMICONDUCTORS
  LG Information & Communication ..........................   KOR               2,728        156,860          --
    TELECOM TECHNOLOGY
                                                                                        ------------
                                                                                          10,705,683
                                                                                        ------------
Capital Goods (1.6%)
  New World Infrastructure Ltd.-/- ........................   HK            1,076,000      2,129,728         0.5
    CONSTRUCTION
  Cheung Kong Infrastructure Holdings .....................   HK              643,000      1,663,648         0.4
    CONSTRUCTION
  United Engineers Ltd. ...................................   MAL             428,000      1,015,680         0.2
    CONSTRUCTION
  Irkutskenergo - ADR-/- {\/} .............................   RUS              68,712        927,612         0.2
    ELECTRICAL PLANT/EQUIPMENT
  Daewoo Heavy Industries .................................   KOR              99,000        577,500         0.1
    INDUSTRIAL COMPONENTS
  Elektrim Spolka Akcyjna S.A. ............................   POL              58,947        555,592         0.1
    ELECTRICAL PLANT/EQUIPMENT
  ECI Telecommunications Ltd.{\/} .........................   ISRL             16,200        447,525         0.1
    TELECOM EQUIPMENT
  Sungmi Telecom Electronics Co. ..........................   KOR                 184          8,999          --
    TELECOM EQUIPMENT
                                                                                        ------------
                                                                                           7,326,284
                                                                                        ------------
Health Care (1.6%)
  Egypt International Pharmaceutical Industries Co.
   (EIPICO) ...............................................   EGPT             33,200      2,402,118         0.5
    PHARMACEUTICALS
  Richter Gedeon Rt. - Reg S GDR{c} {\/} ..................   HGRY             17,552      1,632,336         0.4
    PHARMACEUTICALS
  Ranbaxy Laboratories Ltd. ...............................   IND              79,850      1,555,391         0.3
    MEDICAL TECHNOLOGY & SUPPLIES
  Teva Pharmaceutical Industries Ltd. .....................   ISRL             25,548      1,189,452         0.3
    PHARMACEUTICALS
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       F9
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
EQUITY INVESTMENTS                                           COUNTRY       SHARES         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Health Care (Continued)
  PT Kalbe Farma - Foreign ................................   INDO            479,000   $    293,538         0.1
    PHARMACEUTICALS
                                                                                        ------------
                                                                                           7,072,835
                                                                                        ------------
Consumer Durables (1.4%)
  Arcelik AS ..............................................   TRKY         12,233,800      1,367,315         0.3
    APPLIANCES & HOUSEHOLD
  Bajaj Auto Ltd. .........................................   IND              79,200      1,261,094         0.3
    AUTOMOBILES
  Qingling Motors Co., Ltd.{*} ............................   CHNA          1,671,000      1,091,662         0.2
    AUTOMOBILES
  Tata Engineering and Locomotive Co., Ltd.: ..............   IND                  --             --         0.2
    AUTOMOBILES
    GDR{\/} ...............................................   --               48,000        499,200          --
    Common ................................................   --               25,000        219,069          --
  Samsung Electronics Co. - 144A GDR{.} -/- {\/} ..........   KOR              34,850        705,713         0.2
    CONSUMER ELECTRONICS
  PT Astra International, Inc. ............................   INDO            785,000        584,923         0.1
    AUTOMOBILES
  Mahindra & Mahindra Ltd. ................................   IND              43,300        430,653         0.1
    AUTOMOBILES
                                                                                        ------------
                                                                                           6,159,629
                                                                                        ------------       -----
 
TOTAL EQUITY INVESTMENTS (cost $359,966,965) ..............                              312,881,526        68.5
                                                                                        ------------       -----
<CAPTION>
 
                                                                          PRINCIPAL        VALUE         % OF NET
FIXED INCOME INVESTMENTS                                     CURRENCY      AMOUNT         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Government & Government Agency Obligations (10.1%)
  Argentina (1.2%)
    Republic of Argentina:
      Global Bond, 11.375% due 1/30/17 ....................   USD           2,741,000      2,617,655         0.6
      Par Bond Series L, 5.5% due 3/31/23++ ...............   USD           2,690,000      1,830,881         0.4
      Global Bond, 11% due 10/9/06 ........................   USD             720,000        713,700         0.2
  Brazil (0.4%)
    Republic of Brazil, Par Z-L Bond, 5.25% due
     4/15/24++ ............................................   USD           3,020,000      1,996,975         0.4
  Bulgaria (2.1%)
    Republic of Bulgaria:
      Front Loaded Interest Reduction Bond Series A, 2.25%
       due 7/28/12++ ......................................   USD           9,017,000      4,914,265         1.1
      Interest Arrears Bond, 6.6875% due 7/28/11 -
       Euro+ ..............................................   USD           7,099,000      4,663,156         1.0
  Ecuador (0.4%)
    Republic of Ecuador, Discount Bond, 6.6875% due 2/28/25
     - Euro+ ..............................................   USD           2,845,000      1,998,613         0.4
  Mexico (2.2%)
    United Mexican States:
      Discount Bond Series A, 6.6925% due 12/31/19+ +/+ ...   USD           6,110,000      5,533,369         1.2
      Global Bond, 9.875% due 1/15/07 .....................   USD           1,615,000      1,633,169         0.4
      Global Bond, 11.375% due 9/15/16 ....................   USD           1,455,000      1,547,756         0.3
      Global Bond, 11.5% due 5/15/26 ......................   USD           1,421,000      1,534,680         0.3
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F10
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                          PRINCIPAL        VALUE         % OF NET
FIXED INCOME INVESTMENTS                                     CURRENCY      AMOUNT         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Government & Government Agency Obligations (Continued)
  Panama (0.6%)
    Republic of Panama, Interest Reduction Bond, 3.75% due
     7/17/14++ ............................................   USD           3,536,000   $  2,486,250         0.6
  Peru (0.3%)
    Republic of Peru, Past Due Interest Bond, 4% due
     3/7/17++ .............................................   USD           2,533,000      1,443,810         0.3
  South Africa (0.8%)
    Republic of South Africa, 13% due 8/31/10{j} ..........   ZAR          20,173,000      3,807,589         0.8
  United States (1.6%)
    United States Treasury:
      6.375% due 8/15/27 ..................................   USD           4,032,000      4,149,180         0.9
      5.875% due 9/30/02 ..................................   USD           3,033,000      3,049,587         0.7
  Venezuela (0.5%)
    Republic of Venezuela, Par Bond Series A, 6.75% due
     3/31/20+/+ ...........................................   USD           2,543,000      2,128,173         0.5
                                                                                        ------------
Total Government & Government Agency Obligations (cost
 $49,316,056) .............................................                               46,048,808
                                                                                        ------------
Sovereign Debt (4.9%)
  Russia (4.9%)
    Bank for Foreign Economic Affairs (Vnesheconombank)
     Loan Agreement:
      Assignment ** -/- {j} ...............................   USD          22,635,000     20,131,003         4.4
      Participation ** -/- ................................   DEM           4,186,000      2,227,112         0.5
                                                                                        ------------
Total Sovereign Debt (cost $12,006,889) ...................                               22,358,115
                                                                                        ------------
Corporate Bonds (3.2%)
  Argentina (0.5%)
    Supermercados Norte, 10.875% due 2/9/04 - 144A{.} .....   USD           1,193,000      1,109,490         0.3
    Acindar Industrial Argentina, 11.25% due 2/15/04 ......   USD             661,000        654,390         0.2
  Brazil (0.2%)
    RBS Participacoes S.A., 11% due 4/1/07 - 144A{.} ......   USD           1,107,000      1,079,325         0.2
  China (0.6%)
    Panda Global Energy Co., 12.5% due 4/15/04{.} .........   USD           2,139,000      2,010,660         0.4
    Greater Beijing First, 9.5% due 6/15/07 - 144A{.} .....   USD             960,000        876,000         0.2
  Dominican Republic (0.1%)
    Tricom S.A., 11.375% due 9/1/04 - 144A{.} .............   USD             652,000        645,480         0.1
  Hong Kong (0.1%)
    Road King Infrastructure, 9.5% due 7/15/07 -
     144A{.} ..............................................   USD             700,000        652,750         0.1
  India (0.2%)
    Tata Electric Co., 8.5% due 8/19/17 - 144A{.} .........   USD           1,093,000        954,189         0.2
  Indonesia (0.1%)
    Pratama Datakom Asia BV, 12.75% due 7/15/05 -
     144A{.} ..............................................   USD             653,000        574,640         0.1
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F11
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                          PRINCIPAL        VALUE         % OF NET
FIXED INCOME INVESTMENTS                                     CURRENCY      AMOUNT         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
Corporate Bonds (Continued)
  Mexico (0.8%)
    Petroleos Mexicanos:
      9.5% due 9/15/27 - 144A{.} ..........................   USD           2,104,000   $  1,930,420         0.4
      8.85% due 9/15/07 - 144A{.} .........................   USD           1,050,000      1,009,313         0.2
    Copamex Industrias S.A., 11.375% due 4/30/04 -
     144A{.} ..............................................   USD             996,000      1,088,130         0.2
  Russia (0.4%)
    Lukinter Finance BV Convertible, 3.5% due 5/6/02 -
     144A{.} ..............................................   USD             851,000      1,144,595         0.3
    Mosenergo Finance BV, 8.375% due 10/9/02 - 144A{.} ....   USD             555,000        488,400         0.1
  South Africa (0.2%)
    Eskom, 11% due 6/1/08 .................................   ZAR           4,990,000        826,527         0.2
                                                                                        ------------
Total Corporate Bonds (cost $15,533,169) ..................                               15,044,309
                                                                                        ------------       -----
 
TOTAL FIXED INCOME INVESTMENTS (cost $76,856,114) .........                               83,451,232        18.2
                                                                                        ------------       -----
 
<CAPTION>
 
                                                                         UNDERLYING
                                                                           NOMINAL         VALUE         % OF NET
OPTIONS                                                      CURRENCY      AMOUNT         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
  Federal Republic of Brazil Debt Conversion Bond, Call
   Option, strike 82.25, expires 1/12/98 (cost
   $312,660) ..............................................   USD          17,370,000        126,732          --
                                                                                        ------------       -----
    GOVERNMENT & GOVERNMENT AGENCY OBLIGATIONS
<CAPTION>
 
                                                                           NO. OF          VALUE         % OF NET
RIGHTS                                                       COUNTRY       RIGHTS         (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
  PT Matahari Putra Prima Rights, expire 12/3/97 ..........   INDO          2,070,000        115,320          --
    RETAILERS-APPAREL
  Telecomunicacoes de Sao Paulo S.A. (TELESP) Rights,
   expire 11/12/97 ........................................   BRZL            257,975            234          --
    TELEPHONE NETWORKS
                                                                                        ------------       -----
 
TOTAL RIGHTS (cost $0) ....................................                                  115,554          --
                                                                                        ------------       -----
<CAPTION>
 
                                                                           NO. OF          VALUE         % OF NET
WARRANTS                                                     COUNTRY      WARRANTS        (NOTE 1)        ASSETS
- -----------------------------------------------------------  --------   -------------   ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
  Belle Corp. Warrants, expire 2002 (cost $0) .............   PHIL            659,400            122          --
                                                                                        ------------       -----
    OIL
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F12
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                           VALUE         % OF NET
REPURCHASE AGREEMENT                                                                      (NOTE 1)        ASSETS
- -----------------------------------------------------------                             ------------   -------------
<S>                                                          <C>        <C>             <C>            <C>
  Dated October 31, 1997, with State Street Bank & Trust
   Co., due November 3, 1997, for an effective yield of
   5.57%, collateralized by $34,850,000 U.S. Treasury Bond,
   8.875% due 8/15/17 (market value of collateral is
   $45,720,975, including accrued interest).
   (cost $44,816,933)  ....................................                             $ 44,816,933         9.8
                                                                                        ------------       -----
 
TOTAL INVESTMENTS (cost $481,952,672)  * ..................                              441,392,099        96.5
Other Assets and Liabilities ..............................                               15,987,089         3.5
                                                                                        ------------       -----
 
NET ASSETS ................................................                             $457,379,188       100.0
                                                                                        ------------       -----
                                                                                        ------------       -----
</TABLE>
 
- --------------
 
        -/-  Non-income producing security.
       {\/}  U.S. currency denominated.
        {.}  Security exempt from registration under Rule 144A of the Securities
             Act of 1933. These securities may be resold in transactions exempt
             from registration, normally to qualified institutional buyers.
        {c}  Security issued under Regulation S. Rule 144A and additional
             restrictions may apply in the resale of such securities.
        +X+  The GT Global Developing Markets Fund (the "Fund") has invested in
             the GT Global Taiwan Fund, a fund managed by LGT Asset Management
             Ltd. who is an affiliate of the Fund's manager, Chancellor LGT
             Asset Management, Inc.
         **  Underlying loan agreement currently in default.
        {j}  All or part of the Fund's holdings in this security is segregated
             as collateral for when-issued securities. See Note 1 to the
             Financial Statements.
         ++  The coupon rate shown on step-up coupon bond represents the rate at
             period end.
          +  The coupon rate shown on floating rate note represents the rate at
             period end.
        +/+  Issued with detachable warrants or value recovery rights. The
             current market value of each warrant or right is zero.
        {*}  Security denominated in Hong Kong Dollars.
        {=}  Each Centenary Linked Unit consists of 1 registered deferred share
             of De Beers Consolidated Mine + 1 Centenary Depositary Receipt.
        (.)  Restricted securities: At October 31, 1997, the Fund owned the
             following restricted securities constituting 0.2% of net assets
             which may not be publicly sold without registration under the
             Securities Act of 1933 (Note 1). Additional information on the
             securities is as follows:
 
<TABLE>
<CAPTION>
                                 ACQUISITION                              MARKET VALUE
DESCRIPTION                         DATE        SHARES        COST          PER SHARE
- ------------------------------  -------------  ---------  -------------  ---------------
<S>                             <C>            <C>        <C>            <C>
JSC Kazkommertsbank Co. -
 GDR..........................     7/15/97        26,600   $   500,080      $   21.00
Reliance Industries - GDR.....     5/20/94        12,100       223,850          21.08
</TABLE>
 
          *  For Federal income tax purposes, cost is $483,269,089 and
             appreciation (depreciation) is as follows:
 
<TABLE>
                 <S>                              <C>
                 Unrealized appreciation:         $  26,262,525
                 Unrealized depreciation:           (68,139,515)
                                                  -------------
                 Net unrealized depreciation:     $ (41,876,990)
                                                  -------------
                                                  -------------
</TABLE>
 
    Abbreviations:
    ADR--American Depository Receipt
    GDR--Global Depository Receipt
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F13
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                       PORTFOLIO OF INVESTMENTS  (cont'd)
 
                                October 31, 1997
 
- --------------------------------------------------------------------------------
The Fund's Portfolio of Investments at October 31, 1997, was concentrated in the
following countries:
 
<TABLE>
<CAPTION>
                                               PERCENTAGE OF NET ASSETS {D}
                                        -------------------------------------------
                                                 FIXED INCOME,
                                                   RIGHTS &      SHORT-TERM
COUNTRY (COUNTRY CODE/CURRENCY CODE)    EQUITY     WARRANTS       & OTHER     TOTAL
- --------------------------------------  ------   -------------   ----------   -----
<S>                                     <C>      <C>             <C>          <C>
Argentina (ARG/ARS) ..................    1.2         1.7                       2.9
Brazil (BRZL/BRL) ....................    7.6         0.6                       8.2
Bulgaria (BUL/LEV) ...................                2.1                       2.1
Chile (CHLE/CLP) .....................    4.8                                   4.8
China (CHNA/RMB) .....................    0.4         0.6                       1.0
Dominican Republic (DR/USD) ..........                0.1                       0.1
Ecuador (ECDR/ECS) ...................                0.4                       0.4
Egypt (EGPT/EGP) .....................    5.7                                   5.7
Hong Kong (HK/HKD) ...................    2.0         0.1                       2.1
Hungary (HGRY/HUF) ...................    1.2                                   1.2
India (IND/INR) ......................    3.8         0.2                       4.0
Indonesia (INDO/IDR) .................    2.9         0.1                       3.0
Ireland (IRE/IEP) ....................    0.4                                   0.4
Israel (ISRL/ILS) ....................    1.2                                   1.2
Kazakhstan (KAZ/KTS) .................    0.1                                   0.1
Korea (KOR/KRW) ......................    1.0                                   1.0
Malaysia (MAL/MYR) ...................    0.9                                   0.9
Mexico (MEX/MXN) .....................    8.1         3.0                      11.1
Pakistan (PAK/PKR) ...................    0.9                                   0.9
Panama (PAN/PND) .....................    0.3         0.6                       0.9
Peru (PERU/PES) ......................    1.2         0.3                       1.5
Philippines (PHIL/PHP) ...............    0.8                                   0.8
Poland (POL/PLZ) .....................    0.4                                   0.4
Portugal (PORT/PTE) ..................    0.9                                   0.9
Russia (RUS/SUR) .....................    2.8         5.3                       8.1
South Africa (SAFR/ZAR) ..............   10.5         1.0                      11.5
Taiwan (TWN/TWD) .....................    2.3                                   2.3
Thailand (THAI/THB) ..................    1.2                                   1.2
Turkey (TRKY/TRL) ....................    2.4                                   2.4
United Kingdom (UK/GBP) ..............    0.6                                   0.6
United States (US/USD) ...............                1.6           13.3       14.9
Venezuela (VENZ/VEB) .................    2.1         0.5                       2.6
Zimbabwe (ZBBW/ZWD) ..................    0.8                                   0.8
                                        ------      -----          -----      -----
Total  ...............................   68.5        18.2           13.3      100.0
                                        ------      -----          -----      -----
                                        ------      -----          -----      -----
</TABLE>
 
- --------------
 
{d}  Percentages indicated are based on net assets of $457,379,188.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                 FORWARD FOREIGN CURRENCY CONTRACTS OUTSTANDING
                                OCTOBER 31, 1997
 
<TABLE>
<CAPTION>
                                           MARKET VALUE     CONTRACT    DELIVERY    UNREALIZED
CONTRACTS TO SELL:                        (U.S. DOLLARS)      PRICE       DATE    (DEPRECIATION)
- ----------------------------------------  --------------   -----------  --------  --------------
<S>                                       <C>              <C>          <C>       <C>
Deutsche Marks..........................     1,681,647         1.84950  11/06/97   $  (113,656)
Indonesian Rupiahs......................     1,114,206      3610.00000  11/05/97        (6,173)
South African Rands.....................     3,338,977         5.04500   1/30/98       (73,645)
                                          --------------                          --------------
  Total Contracts to Sell (Receivable
   amount $5,941,356)...................     6,134,830                                (193,474)
                                          --------------                          --------------
THE VALUE OF CONTRACTS TO SELL AS A
 PERCENTAGE OF NET ASSETS IS 1.34%.
  Total Open Forward Foreign Currency
   Contracts............................                                           $  (193,474)
                                                                                  --------------
                                                                                  --------------
</TABLE>
 
- ----------------
See Note 1 to the financial statements.
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F14
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                              STATEMENT OF ASSETS
                                 AND LIABILITIES
                                October 31, 1997
 
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                                               <C>         <C>
Assets:
  Investments in securities, at value (cost $481,952,672) (Note 1)..........................  $441,392,099
  U.S. currency.................................................................  $1,159,740
  Foreign currencies (cost $14,108,834).........................................  14,122,604   15,282,344
                                                                                  ----------
  Receivable for securities sold............................................................   13,029,046
  Interest receivable.......................................................................    1,251,368
  Dividends receivable......................................................................      366,109
  Unamortized organizational costs (Note 1).................................................       85,312
  Miscellaneous receivable..................................................................       11,894
                                                                                              -----------
    Total assets............................................................................  471,418,172
                                                                                              -----------
Liabilities:
  Payable for securities purchased..........................................................   12,905,923
  Payable for investment management and administration fees (Note 2)........................      722,480
  Payable for open forward foreign currency contracts (Note 1)..............................      193,474
  Payable for professional fees.............................................................       39,732
  Payable for printing and postage expenses.................................................       37,656
  Payable for custodian fees................................................................       30,062
  Payable for Directors' fees and expenses (Note 2).........................................       15,494
  Payable for transfer agent fees (Note 2)..................................................        5,964
  Payable for fund accounting fees (Note 2).................................................        4,387
  Payable for registration and filing fees..................................................        2,127
  Other accrued expenses....................................................................       81,685
                                                                                              -----------
    Total liabilities.......................................................................   14,038,984
                                                                                              -----------
Net assets..................................................................................  $457,379,188
                                                                                              -----------
                                                                                              -----------
Class A:
Net asset value per share ($457,379,188 DIVIDED BY 36,416,667 shares outstanding)...........  $     12.56
                                                                                              -----------
                                                                                              -----------
Net assets consist of:
  Paid in capital (Note 4)..................................................................  $545,103,263
  Undistributed net investment income.......................................................    8,645,635
  Accumulated net realized loss on investments and foreign currency transactions............  (55,602,092)
  Net unrealized depreciation on translation of assets and liabilities in foreign
   currencies...............................................................................     (207,045)
  Net unrealized depreciation of investments................................................  (40,560,573)
                                                                                              -----------
Total -- representing net assets applicable to capital shares outstanding...................  $457,379,188
                                                                                              -----------
                                                                                              -----------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F15
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                            STATEMENTS OF OPERATIONS
 
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                               TEN MONTHS
                                                                                  ENDED       YEAR ENDED
                                                                               OCTOBER 31,   DECEMBER 31,
                                                                                  1997           1996
                                                                              -------------  -------------
<S>                                                                           <C>            <C>
Investment income: (Note 1)
  Interest income...........................................................   $11,436,242    $20,641,051
  Dividend income (net of foreign withholding tax of $365,717 and $420,409,
   respectively)............................................................     5,481,523      7,351,830
  Other income..............................................................            --         74,487
                                                                              -------------  -------------
    Total investment income.................................................    16,917,765     28,067,368
                                                                              -------------  -------------
Expenses:
  Investment management fees (Note 2).......................................     6,274,911      6,673,159
  Administration fees (Note 2)..............................................     1,108,912      1,191,681
  Custodian fees (Note 1)...................................................       317,289        332,166
  Fund accounting fees (Note 2).............................................       108,484        119,321
  Professional fees.........................................................        92,091        101,382
  Printing and postage expenses.............................................        33,504         65,880
  Transfer agent fees (Note 2)..............................................        63,520        190,834
  Amortization of organization costs (Note 1)...............................        58,930         70,949
  Directors' fees and expenses (Note 2).....................................        25,536         38,064
  Registration and filing fees..............................................            --          3,000
  Other expenses............................................................       119,278         37,139
                                                                              -------------  -------------
    Total expenses before reductions........................................     8,202,455      8,823,575
      Expense reductions (Notes 1 & 5)......................................      (374,173)      (162,760)
                                                                              -------------  -------------
    Total net expenses......................................................     7,828,282      8,660,815
                                                                              -------------  -------------
Net investment income.......................................................     9,089,483     19,406,553
                                                                              -------------  -------------
Net realized and unrealized gain (loss) on investments and foreign
  currencies: (Note 1)
  Net realized gain on investments..........................................    46,804,651      1,845,666
  Net realized loss on foreign currency transactions........................    (1,151,351)      (900,512)
                                                                              -------------  -------------
    Net realized gain during the periods....................................    45,653,300        945,154
                                                                              -------------  -------------
  Net change in unrealized appreciation (depreciation) on translation of
   assets and liabilities in foreign currencies.............................      (297,303)        91,835
  Net change in unrealized appreciation (depreciation) of investments.......  (101,078,671)    78,628,364
                                                                              -------------  -------------
    Net unrealized appreciation (depreciation) during the periods...........  (101,375,974)    78,720,199
                                                                              -------------  -------------
Net realized and unrealized gain (loss) on investments and foreign
 currencies.................................................................   (55,722,674)    79,665,353
                                                                              -------------  -------------
Net increase (decrease) in net assets resulting from operations.............   $(46,633,191)  $99,071,906
                                                                              -------------  -------------
                                                                              -------------  -------------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F16
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                      STATEMENTS OF CHANGES IN NET ASSETS
 
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
 
                                                                    TEN MONTHS
                                                                       ENDED      YEAR ENDED DECEMBER 31,
                                                                    OCTOBER 31,   ------------------------
                                                                       1997          1996         1995
                                                                   -------------  -----------  -----------
<S>                                                                <C>            <C>          <C>
Increase (Decrease) in net assets
Operations:
  Net investment income..........................................   $ 9,089,483   $19,406,553  $26,375,900
  Net realized gain (loss) on investments and foreign currency
   transactions..................................................    45,653,300       945,154  (78,379,558)
  Net change in unrealized appreciation (depreciation) on
   translation of assets and liabilities in foreign currencies...      (297,303)       91,835       (3,021)
  Net change in unrealized appreciation (depreciation) of
   investments...................................................  (101,078,671)   78,628,364   47,401,359
                                                                   -------------  -----------  -----------
    Net increase (decrease) in net assets resulting from
     operations..................................................   (46,633,191)   99,071,906   (4,605,320)
                                                                   -------------  -----------  -----------
Distributions to shareholders: (Note 1)
  From net investment income.....................................            --   (17,407,047) (26,292,834)
                                                                   -------------  -----------  -----------
Capital share transactions: (Note 4)
  Adjustment to estimate of initial offering expenses............            --            --      373,757
                                                                   -------------  -----------  -----------
    Total increase (decrease) in net assets......................   (46,633,191)   81,664,859  (30,524,397)
Net assets:
  Beginning of period............................................   504,012,379   422,347,520  452,871,917
                                                                   -------------  -----------  -----------
  End of period *................................................   $457,379,188  $504,012,379 $422,347,520
                                                                   -------------  -----------  -----------
                                                                   -------------  -----------  -----------
 * Includes undistributed net investment income (loss) of........   $ 8,645,635   $   363,782  $    (7,034)
                                                                   -------------  -----------  -----------
                                                                   -------------  -----------  -----------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F17
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                              FINANCIAL HIGHLIGHTS
 
- --------------------------------------------------------------------------------
Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements and market price
data for the shares.
 
<TABLE>
<CAPTION>
                                                                               JANUARY 11, 1994
                                                                                (COMMENCEMENT
                                          TEN MONTHS         YEAR ENDED         OF OPERATIONS)
                                             ENDED          DECEMBER 31,              TO
                                          OCTOBER 31,  ----------------------    DECEMBER 31,
                                             1997         1996        1995           1994
                                          -----------  ----------  ----------  ----------------
<S>                                       <C>          <C>         <C>         <C>
Per Share Operating Performance:
Net asset value, beginning of period....   $   13.84   $   11.60   $   12.44      $   15.00
                                          -----------  ----------  ----------  ----------------
Income from investment operations:
  Net investment income.................        0.25        0.53        0.72           0.35
  Net realized and unrealized gain
   (loss) on investments................       (1.53)       2.19       (0.84)         (2.46)
                                          -----------  ----------  ----------  ----------------
    Net increase (decrease) from
     investment operations..............       (1.28)       2.72       (0.12)         (2.11)
                                          -----------  ----------  ----------  ----------------
Distributions to shareholders:
  From net investment income............          --       (0.48)      (0.72)         (0.35)
  From net realized gain on
   investments..........................          --          --          --          (0.10)
                                          -----------  ----------  ----------  ----------------
    Total distributions.................          --       (0.48)      (0.72)         (0.45)
                                          -----------  ----------  ----------  ----------------
Net asset value, end of period..........   $   12.56   $   13.84   $   11.60      $   12.44
                                          -----------  ----------  ----------  ----------------
                                          -----------  ----------  ----------  ----------------
Market value, end of period.............   $   11.81   $   11.63   $    9.75      $    9.75
                                          -----------  ----------  ----------  ----------------
                                          -----------  ----------  ----------  ----------------
 
Total investment return (based on market
 value).................................        1.62%(b)     24.18%      6.60%       (32.16)% (b)
 
Total investment return (based on net
 asset value)...........................       (9.25)%(b)     23.59%     (0.95)%       (14.07)% (b)
Ratios and supplemental data:
Net assets, end of period (in 000's)....   $ 457,379   $ 504,012   $ 422,348      $ 452,872
Ratio of net investment income to
 average net assets.....................        2.03%(a)      4.07%      6.33%         2.75 % (a)
Ratio of expenses to average net assets:
  With expense reductions (Notes 1 &
   5)...................................        1.75%(a)      1.82%      1.77%         2.01 % (a)
  Without expense reductions............        1.83%(a)      1.85%      1.80%         2.01 % (a)
Portfolio turnover rate.................         184%(a)       138%        75%           56 %
Average commission rate per share paid
 on portfolio transactions..............   $  0.0023   $  0.0022         N/A            N/A
</TABLE>
 
- ----------------
 
 (a) Annualized
 (b) Not annualized
N/A  Not Applicable.
 
These financial highlights provide per share financial information of G.T.
Global Developing Markets Fund, Inc. ("Predecessor Fund") for the periods
shown. The fees and expenses of the Fund differ from those of the
Predecessor Fund (See Note 2).
 
    The accompanying notes are an integral part of the financial statements.
 
                                      F18
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                                    NOTES TO
                              FINANCIAL STATEMENTS
                                October 31, 1997
 
- --------------------------------------------------------------------------------
 
1. SIGNIFICANT ACCOUNTING POLICIES
GT Global Developing Markets Fund ("Fund") is a separate series of G.T.
Investment Funds, Inc. ("Company"). The Company is organized as a Maryland
corporation and is registered under the Investment Company Act of 1940, as
amended ("1940 Act"), as an open-end management investment company. The Company
has thirteen series of shares in operation, each series corresponding to a
distinct portfolio of investments.
 
On October 31, 1997, at the close of business, the Fund acquired the assets and
assumed the liabilities of G.T. Global Developing Markets Fund, Inc., a Maryland
corporation registered under the 1940 Act as a non-diversified closed-end
management investment company ("Predecessor Fund"), in exchange for Class A
shares of the Fund in a tax-free reorganization of the Predecessor Fund.
Shareholders of the Predecessor Fund approved the reorganization on October 20,
1997. Prior to October 28, 1997 the Closed-End Fund's shares traded on the New
York Stock Exchange. As a result of the reorganization of the Predecessor Fund
into the Fund, the Fund has a fiscal year end of October 31 to coincide with the
fiscal years of the other series of the Company. Class A shares of the Fund
issued in connection with the reorganization of the Predecessor Fund will be
subject to a 2% redemption fee for redemptions until May 1, 1998. The financial
statements presented are the financial statements for the Predecessor Fund.
 
Commencing November 1, 1997, the Fund began to offer Class A, Class B, and
Advisor Class shares, each of which has equal rights as to assets and voting
privileges except that Class A and Class B each has exclusive voting rights with
respect to its distribution plan. Investment income, realized and unrealized
capital gains and losses, and the common expenses of the Fund are allocated on a
pro rata basis to each class based on the relative net assets of each class to
the total net assets of the Fund. Each class of shares differs in its respective
service and distribution expenses, and may differ in its transfer agent,
registration, and certain other class-specific fees and expenses.
 
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of income and expenses during the reporting period. Actual
results could differ from those estimates. The following is a summary of
significant accounting policies in conformity with generally accepted accounting
principles consistently followed by the Fund in the preparation of the financial
statements.
 
(A) PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.
 
Equity securities are valued at the last sale price on the exchange on which
such securities are traded or on the principal over-the-counter market on which
such securities are traded, as of the close of business on the day the
securities are being valued, or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by Chancellor LGT Asset
Management, Inc. (the "Manager") to be the primary market.
 
Fixed income investments are valued at the mean of representative quoted bid and
asked prices for securities or, if such prices are not available, at prices for
securities of comparative maturity, quality and type; however, when the Manager
deems it appropriate, prices obtained for the day of valuation from a bond
pricing service will be used. Short-term investments with a maturity of 60 days
or less are valued at amortized cost, adjusted for foreign exchange translation
and market fluctuation, if any.
 
Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Fund's Board of Directors.
 
Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rates, except that when an occurrence subsequent to the
time a value was so established is likely to have materially changed such value,
then the fair value of those securities will be determined by consideration of
other factors by or under the direction of the Fund's Board of Directors.
 
(B) FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when earned or incurred.
 
The Fund does not isolate that portion of the results of operations resulting
from changes in foreign exchange rates on investments from the fluctuations
existing from changes in market prices of securities held. Such fluctuations are
included with the net realized and unrealized gain or loss from investments.
 
Reported net realized foreign exchange gains and losses arise from sales and
maturities of short-term investments, forward foreign currency contracts, sales
of foreign currencies, currency gains or losses realized between the trade and
settlement dates on securities transactions, and the differences between the
amounts of dividends, interest, and foreign withholding taxes recorded on the
Fund's books and the U.S. dollar equivalent of the amounts actually received or
paid. Net unrealized foreign exchange gains and losses arise from
 
                                      F19
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
changes in the value of assets and liabilities other than investments in
securities at year end, resulting from changes in exchange rates.
 
(C) REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, United States government securities or
other high quality debt securities of which the value, including accrued
interest, is at least equal to the amount to be repaid to the Fund under each
agreement at its maturity.
 
(D) FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward Contract") is an agreement between
two parties to buy and sell a currency at a set price on a future date. The
market value of the Forward Contract fluctuates with changes in currency
exchange rates. The Forward Contract is marked-to-market daily and the change in
market value is recorded by the Fund as an unrealized gain or loss. When the
Forward Contract is closed, the Fund records a realized gain or loss equal to
the difference between the value at the time it was opened and the value at the
time it was closed. The Fund could be exposed to risk if a counterparty is
unable to meet the terms of a contract or if the value of the currency changes
unfavorably. The Fund may enter into Forward Contracts in connection with
planned purchases or sales of securities or to hedge against adverse
fluctuations in exchange rates between currencies.
 
(E) OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last bid
price, or, in the case of an over-the-counter option, is valued at the average
of the last bid prices obtained from brokers, unless a quotation from only one
broker is available, in which case only that broker's price will be used. If an
option expires on its stipulated expiration date or if the Fund enters into a
closing purchase transaction, a gain or loss is realized without regard to any
unrealized gain or loss on the underlying security, and the liability related to
such option is extinguished. If a written call option is exercised, a gain or
loss is realized from the sale of the underlying security and the proceeds of
the sale are increased by the premium originally received. If a written put
option is exercised, the cost of the underlying security purchased would be
decreased by the premium originally received. The Fund can write options only on
a covered basis, which, for a call, requires that the Fund hold the underlying
security, and, for a put, requires the Fund to set aside cash, U.S. government
securities or other liquid securities in an amount not less than the exercise
price or otherwise provide adequate cover at all times while the put option is
outstanding. The Fund may use options to manage its exposure to the stock and
bond markets and to fluctuations in currency values or interest rates.
 
The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.
 
The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.
 
(F) FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.
The Fund may use futures contracts to manage its exposure to the stock and bond
markets and to fluctuations in currency values or interest rates.
 
(G) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The cost of securities sold is determined on a first-in,
first-out basis, unless otherwise specified. Dividends are recorded on the
ex-dividend date. Interest income is recorded on the accrual basis. Where a high
level of uncertainty exists as to collection of income on securities, income is
recorded net of all withholding tax with any rebate recorded when received. The
Fund may trade securities on other than normal settlement terms. This may
increase the market risk if the other party to the transaction fails to deliver
and causes the Fund to subsequently invest at less advantageous prices.
 
(H) PORTFOLIO SECURITIES LOANED
At October 31, 1997, stocks with an aggregate value of approximately $29,571,465
were on loan to brokers. The loans were secured by cash collateral of
$33,239,507 received by the Fund. For international
 
                                      F20
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
securities, cash collateral is received by the Fund against loaned securities in
an amount at least equal to 105% of the market value of the loaned securities at
the inception of each loan. This collateral must be maintained at not less than
103% of the market value of the loaned securities during the period of the loan.
For domestic securities, cash collateral is received by the Fund against loaned
securities in an amount at least equal to 102% of the market value of the loaned
securities at the inception of each loan. This collateral must be maintained at
not less than 100% of the market value of the loaned securities during the
period of each loan. For the period ended October 31, 1997, the Fund received
securities lending income of $302,308 which was used to reduce the Fund's
custodian fees and administrative expenses.
 
(I) TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, and unrealized appreciation of securities held, or excise tax on income
and capital gains. The Fund currently has a capital loss carryforward of
$54,472,976 which expires in 2003.
 
(J) DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.
 
(K) DEFERRED ORGANIZATIONAL EXPENSES
Expenses incurred by the Fund in connection with its organization, its
registration with the Securities and Exchange Commission and with various states
aggregated $353,775. These expenses are being amortized on a straightline basis
over a five-year period.
 
(L) FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent in
investments of domestic origin. The Fund's investments in emerging market
countries may involve greater risks than investments in more developed markets
and the prices of such investments may be volatile. These risks of investing in
foreign and emerging markets may include foreign currency exchange rate
fluctuations, perceived credit risk, adverse political and economic developments
and possible adverse foreign government intervention.
 
(M) INDEXED SECURITIES
The Fund may invest in indexed securities whose value is linked either directly
or indirectly to changes in foreign currencies, interest rates, equities,
indices, or other reference instruments. Indexed securities may be more volatile
than the reference instrument itself, but any loss is limited to the amount of
the original investment.
 
(N) RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult. At the end of the period, restricted
securities (excluding 144A issues) are shown at the end of the Fund's Portfolio
of Investments.
 
(O) SECURITIES PURCHASED ON A WHEN-ISSUED OR FORWARD COMMITMENT BASIS
The Fund may trade securities on a when-issued or forward commitment basis, with
payment and delivery scheduled for a future date. These transactions are subject
to market fluctuations and are subject to the risk that the value at delivery
may be more or less than the trade date purchase price. Although the Fund will
generally purchase these securities with the intention of acquiring such
securities, they may sell such securities before the settlement date. These
securities are identified on the accompanying Portfolio of Investments. The Fund
has purchased and sold when-issued securities during the period and has set
aside liquid securities as collateral for these commitments.
 
(P) LINE OF CREDIT
The Fund, along with certain other funds advised and/or administered by the
Manager ("GT Funds"), has a line of credit with each of BankBoston and State
Street Bank & Trust Company. The arrangements with the banks allow the GT Funds
to borrow an aggregate maximum amount of $200,000,000. The Fund is limited to
borrowing up to 33 1/3% of the value of the Fund's total assets. On October 31,
1997, the Fund had no loans outstanding.
 
For the period ended October 31, 1997, the weighted average outstanding daily
balance of bank loans (based on the number of days the loans were outstanding)
for the Fund was $12,607,909, with a weighted average interest rate of 6.29%.
Interest expense for the Fund for the period ended October 31, 1997 was $24,241,
and is included in "Other Expenses" on the Statement of Operations.
 
2. RELATED PARTIES
 
(A) PREDECESSOR FUND THROUGH OCTOBER 31, 1997
Chancellor LGT Asset Management, Inc. was the Predecessor Fund's investment
manager and administrator. The Predecessor Fund paid the Manager investment
management fees, which were computed weekly and paid monthly, at the annualized
rate of 1.40% of the funds average weekly net assets. The Manager also acted as
administrator of the Predecessor Fund and paid the Manager administration fees,
which were computed and paid monthly, at an annualized rate of 0.25% of the
Fund's average weekly net assets.
 
The Manager was the pricing and accounting agent for the Predecessor Fund. The
monthly fee for these services to the Manager was a percentage, not to exceed
0.03% annually, of the Predecessor Fund's average daily net assets. The annual
fee rate was derived by applying 0.03% to the first $5 billion of assets of all
registered mutual funds advised by the Manager and 0.02% to the assets in excess
of
 
                                      F21
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
$5 billion and allocating the result according to the Predecessor Fund's average
daily net assets.
 
The Predecessor Fund paid each of its Directors who was not an employee, officer
or director of the Manager or any of its affiliated companies $5,000 per year
plus $300 for each meeting of the board or any committee thereof attended by the
Director.
 
(B) THE FUND COMMENCING NOVEMBER 1, 1997
Chancellor LGT Asset Management, Inc. is the Fund's investment manager and
administrator. The Fund pays the Manager investment management and
administration fees at the annualized rate of 0.975% on the first $500 million
of average daily net assets of the Fund; 0.95% on the next $500 million; 0.925%
on the next $500 million and 0.90% on amounts thereafter. These fees are
computed daily and paid monthly.
 
GT Global, Inc. ("GT Global"), an affiliate of the Manager, serves as the Fund's
distributor. The Fund offers Class A, Class B, and Advisor Class shares for
purchase.
 
Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. GT Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. Purchases of Class A shares exceeding $500,000 may be subject to
a contingent deferred sales charge ("CDSC") upon redemption, in accordance with
the Fund's current prospectus. GT Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.
 
Class B shares are not subject to initial sales charges. When Class B shares are
sold, GT Global, from its own resources, pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to CDSCs, in accordance with the Fund's current
prospectus. In addition, GT Global makes ongoing shareholder servicing and trail
commission payments to dealers whose clients hold Class B shares.
 
Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Directors has
adopted separate distribution plans with respect to the Fund's Class A shares
("Class A Plan") and Class B shares ("Class B Plan"), pursuant to which the Fund
reimburses GT Global for a portion of its shareholder servicing and distribution
expenses. Under the Class A Plan, the Fund may pay GT Global a service fee at
the annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class A shares for GT Global's expenditures incurred in servicing and
maintaining shareholder accounts, and may pay GT Global a distribution fee at
the annualized rate of up to 0.50% of the average daily net assets of the Fund's
Class A shares, less any amounts paid by the Fund as the aforementioned service
fee, for GT Global's expenditures incurred in providing services as distributor.
All expenses for which GT Global is reimbursed under the Class A Plan will have
been incurred within one year of such reimbursement.
 
Pursuant to the Fund's Class B Plan, the Fund may pay GT Global a service fee at
the annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class B shares for GT Global's expenditures incurred in servicing and
maintaining shareholder accounts, and may pay GT Global a distribution fee at
the annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for GT Global's expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.
 
The Manager and GT Global voluntarily have undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest, and extraordinary
expenses) to the maximum annual rate of 2.00%, 2.50%, and 1.50% of the average
daily net assets of the Fund's Class A, Class B, and Advisor Class shares,
respectively. If necessary, this limitation will be effected by the waivers by
the Manager of investment management and administration fees, waivers by GT
Global of payments under the Class A Plan and/or Class B Plan and/ or
reimbursements by the Manager or GT Global of portions of the Fund's other
operating expenses.
 
GT Global Investor Services, Inc. ("GT Services"), an affiliate of the Manager
and GT Global, is the transfer agent of the Fund. For performing shareholder
servicing, reporting and general transfer agent services, GT Services receives
an annual maintenance fee of $17.50 per account, a new account fee of $4.00 per
account, a per transaction fee of $1.75 for all transactions other than
exchanges and a per exchange fee of $2.25. GT Services also is reimbursed by the
Fund for its out-of-pocket expenses for such items as postage, forms, telephone
charges, stationery and office supplies.
 
The Manager is the pricing and accounting agent for the fund. The monthly fee
for these services to the Manager is a percentage, not to exceed 0.03% annually,
of the Fund's average daily net assets. The annual fee rate is derived by
applying 0.03% to the first $5 billion of assets of all registered mutual funds
advised by the Manager and 0.02% to the assets in excess of $5 billion and
allocating the result according to the Fund's average daily net assets.
 
The Company pays each of its Directors who is not an employee, officer or
director of the Manager or any of its affiliated companies $5,000 per year plus
$300 for each meeting of the board or any committee thereof attended by the
Director.
 
3. PURCHASES AND SALES OF SECURITIES
For the year ended October 31, 1997, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $736,422,573 and $765,404,012, respectively. Purchases
of U.S. government obligations by the Fund were $7,226,388 for the year. There
were no sales of U.S. government obligations by the Fund for the year.
 
4. CAPITAL SHARES
At October 31, 1997, the Predecessor Fund was authorized to issue 100 million
shares of capital stock, $0.001 par value, all of which was classified as Common
Stock.
 
At October 31, 1997, there were 6,000,000,000 shares of the Company's common
stock authorized, at $0.0001 par value. Of this amount, 200,000,000 were
classified as shares of GT Global Developing Markets Fund; 400,000,000 were
classified as shares of GT
 
                                      F22
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
Global Government Income Fund; 200,000,000 were classified as shares of GT
Global Health Care Fund; 200,000,000 were classified as shares of GT Global
Strategic Income Fund; 200,000,000 were classified as shares of GT Global
Currency Fund (inactive); 200,000,000 were classified as shares of GT Global
Growth & Income Fund; 200,000,000 were classified as shares of GT Global Small
Companies Fund (inactive); 200,000,000 were classified as shares of GT Global
Latin America Growth Fund; 400,000,000 were classified as shares of GT Global
Telecommunications Fund; 200,000,000 were classified as shares of GT Global
Emerging Markets Fund; 200,000,000 were classified as shares of GT Global High
Income Fund; 200,000,000 were classified as shares of GT Global Financial
Services Fund; 200,000,000 were classified as shares of GT Global Natural
Resources Fund; 200,000,000 were classified as shares of GT Global
Infrastructure Fund; and 200,000,000 were classified as shares of GT Global
Consumer Products and Services Fund. The shares of each of the foregoing series
of the Company were divided equally into two classes, designated Class A and
Class B common stock. With respect to the issuance of Advisor Class shares,
100,000,000 shares were classified as shares of each of the fourteen series of
the Company and designated as Advisor Class common stock. 1,100,000,000 shares
remain unclassified.
 
5. EXPENSE REDUCTIONS
The Manager has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended October 31, 1997, the Fund's expenses
were reduced by $71,865 under these arrangements.
 
- --------------
FEDERAL TAX INFORMATION (UNAUDITED):
 
For its fiscal year ended October 31, 1997, the total amount of income received
by the Fund from sources within foreign countries and possessions of the United
States was approximately $.7797 per share (representing an approximate total of
$15,509,507). The total amount of taxes paid by the Fund to such countries was
approximately $.0213 per share (representing an approximate total of $424,399).
 
                                      F23
<PAGE>
                       GT GLOBAL DEVELOPING MARKETS FUND
 
                                     NOTES
 
- --------------------------------------------------------------------------------
<PAGE>
                          AIM DEVELOPING MARKETS FUND
 
   
                                  AIM/GT FUNDS
    
 
   
  AIM DISTRIBUTORS OFFERS A BROAD RANGE OF FUNDS TO COMPLEMENT MANY INVESTORS'
  PORTFOLIOS. FOR MORE INFORMATION AND A PROSPECTUS ON ANY OF THE FUNDS LISTED
  BELOW,  INCLUDING FEES, EXPENSES AND THE RISKS OF GLOBAL AND EMERGING MARKET
  INVESTING AND THE RISKS OF  INVESTING IN RELATED INDUSTRIES, PLEASE  CONTACT
  YOUR FINANCIAL ADVISER OR CALL 1-800-824-1580.
    
 
GROWTH FUNDS
 
/ / GLOBALLY DIVERSIFIED FUNDS
 
   
AIM NEW DIMENSION FUND
    
   
Captures global growth opportunities by investing directly in the six global
theme funds
    
 
   
AIM WORLDWIDE GROWTH FUND
    
Invests around the world, including the U.S.
 
   
AIM INTERNATIONAL GROWTH FUND
    
Provides portfolio diversity by investing outside
the U.S.
 
   
AIM EMERGING MARKETS FUND
    
Gives access to the growth potential of developing economies
 
   
AIM DEVELOPING MARKETS FUND
    
Invests in debt and equity securities of developing market issuers
 
/ / GLOBAL THEME FUNDS
 
   
AIM GLOBAL CONSUMER PRODUCTS AND
SERVICES FUND
    
Invests in companies that manufacture, market, retail, or distribute consumer
products or services
 
   
AIM GLOBAL FINANCIAL SERVICES FUND
    
Focuses on the worldwide opportunities from the demand for financial services
and products
 
   
AIM GLOBAL HEALTH CARE FUND
    
Invests in growing health care industries worldwide
 
   
AIM GLOBAL INFRASTRUCTURE FUND
    
Seeks companies that build, improve or maintain a country's infrastructure
 
   
AIM GLOBAL RESOURCES FUND
    
Concentrates on companies that own, explore or develop natural resources
 
   
AIM GLOBAL TELECOMMUNICATIONS FUND
    
Invests in companies worldwide that develop, manufacture or sell
telecommunications services or equipment
 
/ / REGIONALLY DIVERSIFIED FUNDS
 
   
AIM NEW PACIFIC GROWTH FUND
    
Offers  access  to the  emerging  and established  markets  of the  Pacific Rim,
excluding Japan
 
   
AIM EUROPE GROWTH FUND
    
Focuses on investment opportunities in Europe
 
   
AIM LATIN AMERICAN GROWTH FUND
    
Invests in the emerging markets of Latin America
 
/ / SINGLE COUNTRY FUNDS
 
   
AIM SMALL CAP EQUITY FUND
    
Invests in equity securities of small U.S. companies
 
   
AIM MID CAP GROWTH FUND
    
Concentrates on medium-sized companies in the U.S.
 
   
AIM AMERICA VALUE FUND
    
Concentrates on equity securities of large cap U.S. companies believed to be
undervalued
 
   
AIM JAPAN GROWTH FUND
    
Provides U.S. investors with direct access to the Japanese market
 
GROWTH AND INCOME FUND
 
   
AIM GLOBAL GROWTH & INCOME FUND
    
Invests in blue-chip stocks and government bonds from around the world
 
INCOME FUNDS
 
   
AIM GLOBAL GOVERNMENT INCOME FUND
    
Earns monthly income from global government securities
 
   
AIM STRATEGIC INCOME FUND
    
Allocates its assets among debt securities from the U.S., developed foreign
countries and emerging markets
 
   
AIM GLOBAL HIGH INCOME FUND
    
Invests in debt securities in emerging markets
 
   
AIM FLOATING RATE FUND
    
Invests primarily in senior secured floating rate loans that have the potential
to achieve a high level of current income
 
MONEY MARKET FUND
 
   
AIM DOLLAR FUND
    
Invests in high quality, U.S. dollar-denominated money market securities
worldwide for stability and preservation of capital
 
   
                                     [LOGO]
 
  NO DEALER, SALES REPRESENTATIVE OR OTHER PERSON HAS BEEN AUTHORIZED TO  GIVE
  ANY  INFORMATION  OR  TO  MAKE  ANY  REPRESENTATION  NOT  CONTAINED  IN THIS
  STATEMENT OF ADDITIONAL INFORMATION AND, IF GIVEN OR MADE, SUCH  INFORMATION
  OR  REPRESENTATION MUST NOT BE RELIED UPON  AS HAVING BEEN AUTHORIZED BY AIM
  INVESTMENT FUNDS, INC., AIM DEVELOPING MARKETS  FUND, A I M ADVISORS,  INC.,
  INVESCO  (NY), INC. OR A I M DISTRIBUTORS, INC. THIS STATEMENT OF ADDITIONAL
  INFORMATION DOES NOT  CONSTITUTE AN  OFFER TO  SELL OR  SOLICITATION OF  ANY
  OFFER TO BUY ANY OF THE SECURITIES OFFERED HEREBY IN ANY JURISDICTION TO ANY
  PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.
    
 
                                                                   GROSX703   MC


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