As filed on September 28, 2000 File No. 033-19862
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Pre-Effective Amendment No. ___ _
Post-Effective Amendment No. 25 X
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 29 X
INVESCO TREASURER'S SERIES FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
7800 E. Union Avenue, Denver, Colorado 80237
(Address of Principal Executive Offices)
P.O. Box 173706, Denver, Colorado 80217-3706
(Mailing Address)
Registrant's Telephone Number, including Area Code: (303) 930-6300
Glen A. Payne, Esq.
7800 E. Union Avenue
Denver, Colorado 80237
(Name and Address of Agent for Service)
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Copies to:
Clifford J. Alexander, Esq. Ronald M. Feiman, Esq.
Kirkpatrick & Lockhart LLP Mayer, Brown & Platt
1800 Massachusetts Avenue, N.W. 1675 Broadway
Second Floor New York, New York 10019-5820
Washington, D.C. 20036-1800
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Approximate Date of Proposed Public Offering: As soon as practicable after this
post-effective amendment becomes effective.
It is proposed that this filing will become effective (check appropriate box)
__ immediately upon filing pursuant to paragraph (b)
X on September 29, 2000, pursuant to paragraph (b)
__ 60 days after filing pursuant to paragraph (a)(1)
__ on __________, pursuant to paragraph (a)(1)
__ 75 days after filing pursuant to paragraph (a)(2)
__ on _________, pursuant to paragraph (a)(2) of rule 485
If appropriate, check the following box:
__ this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
<PAGE>
PROSPECTUS | September 30, 2000
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YOU SHOULD KNOW WHAT INVESCO KNOWS(TM)
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INVESCO TREASURER'S SERIES FUNDS, INC.
INVESCO TREASURER'S MONEY MARKET RESERVE FUND
INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND
TWO NO-LOAD MUTUAL FUNDS DESIGNED FOR INVESTORS SEEKING A HIGH LEVEL OF CURRENT
INCOME, CONSISTENT WITH THE PRESERVATION OF CAPITAL AND THE MAINTENANCE OF
LIQUIDITY.
TABLE OF CONTENTS
Investment Goals, Strategies And Risks.............3
Fund Performance...................................4
Fees And Expenses..................................5
Investment Risks...................................6
Principal Risks Associated With The Funds..........7
Fund Management....................................8
Portfolio Managers.................................8
Potential Rewards..................................9
Share Price........................................9
How To Buy Shares.................................10
Your Account Services.............................13
How To Sell Shares................................14
Dividends And Taxes...............................16
Financial Highlights..............................17
[INVESCO ICON] INVESCO FUNDS
The Securities and Exchange Commission has not approved or disapproved the
shares of these Funds. Likewise, the Commission has not determined if this
Prospectus is truthful or complete. Anyone who tells you otherwise is committing
a federal crime.
<PAGE>
INVESCO Funds Group, Inc. ("INVESCO") is the investment adviser for the Funds.
Together with our affiliated companies, we at INVESCO direct all aspects of the
management and sale of the Funds.
This Prospectus will tell you more about:
[KEY ICON] Investment Goals & Strategies
[ARROWS ICON] Potential Investment Risks
[GRAPH ICON] Past Performance
[INVESCO ICON] Working With INVESCO
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[KEY ICON] [ARROWS ICON] INVESTMENT GOALS, STRATEGIES AND RISKS
FOR MORE DETAILS ABOUT EACH FUND'S CURRENT INVESTMENTS AND MARKET OUTLOOK,
PLEASE SEE THE MOST RECENT ANNUAL OR SEMIANNUAL REPORT.
FACTORS COMMON TO BOTH THE FUNDS
The Funds are money market funds. They invest in "money market" securities,
which are high quality debt securities with a life span or remaining maturity of
397 days or less. The average dollar-weighted maturity of each Fund's portfolio
is 90 days or less.
The Funds operate under policies designed to ensure compliance with specific
federal regulations applied to money market funds. These policies include
requirements for:
o maintaining high credit quality of the Funds' investments;
o maintaining a short average portfolio maturity;
o ensuring adequate diversification of both the issuers of the
Funds' investments and the guarantors of those investments, if any; and
o monitoring accurate pricing of the Funds' investments so unfairness
does not result from the use of the amortized cost method to value
those investments.
The Funds are not intended for investors seeking capital appreciation. While not
intended as a complete investment program, either of these Funds may be a
valuable element of your investment portfolio.
An investment in either of the Funds is not a deposit of any bank and is
not insured or guaranteed by the Federal Deposit Insurance Corporation ("FDIC")
or any other government agency. Although the Funds seek to preserve the value of
your investment at $1.00 per share, there is always a risk that you may lose
money on your investment in a Fund.
<PAGE>
[KEY ICON] INVESCO TREASURER'S MONEY MARKET RESERVE FUND
The Fund invests primarily in short-term securities issued by large creditworthy
corporations, bank and finance companies, as well as debt securities issued by
the U.S. government. These securities include corporate debt securities, bank
obligations, short-term commercial paper, U.S. government debt, and repurchase
agreements.
[KEY ICON] INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND
The Fund invests primarily in short-term municipal securities issued by state,
county, and city governments. The interest on these securities is generally
exempt from federal income tax, although the interest may be included in your
income if you are subject to the federal Alternative Minimum Tax. The interest
on these securities may be subject to state and/or local income taxes. These
securities include municipal notes, short-term municipal bonds, and variable
rate debt obligations.
The rest of the Fund's investment portfolio may be invested in short-term
taxable instruments. These may include corporate debt securities, bank
obligations, commercial paper, U.S. government debt, and repurchase agreements.
We seek to manage the Fund so that substantially all of the income produced is
exempt from federal income tax when paid to you, although we cannot guarantee
this result.
[GRAPH ICON] FUND PERFORMANCE
The bar charts below show the Funds' actual yearly performance for the years
ended December 31 (commonly known as their "total return") over the past decade.
The table below shows average annual returns for various periods ended December
31, 1999 for each Fund. To obtain a Fund's current 7-day yield information,
please call INVESCO at 1-800-525-8085. The information in the charts and table
provides some indication of the risks of investing in a particular Fund by
showing changes in the year to year performance of each Fund. Remember, past
performance does not indicate how a Fund will perform in the future.
<PAGE>
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TREASURER'S MONEY MARKET RESERVE FUND
ACTUAL ANNUAL TOTAL RETURN(1),(2)
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1990 1991 1992 1993 1994 1995 1996 1997 1998 1999
8.39% 6.04% 3.57% 2.92% 4.13% 5.82% 5.30% 5.48% 5.46% 5.03%
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Best calendar qtr. 6/90 2.06%
Worst calendar qtr. 3/93 0.70%
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TREASURER'S TAX-EXEMPT RESERVE FUND
ACTUAL ANNUAL TOTAL RETURN(1),(2)
================================================================================
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999
6.05% 4.57% 2.88% 2.30% 2.81% 3.90% 3.45% 3.74% 3.49% 3.16%
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Best calendar qtr. 12/90 1.60%
Worst calendar qtr. 3/93 0.51%
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AVERAGE ANNUAL TOTAL RETURN(1),(2)
AS OF 12/31/99
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1 YEAR 5 YEARS 10 YEARS
Treasurer's Money Market Reserve Fund 5.03% 5.42% 5.20%
Treasurer's Tax-Exempt Reserve Fund 3.16% 3.55% 3.63%
(1) Total return figures include reinvested dividends and the effect of each
Fund's expenses.
(2) Returns for Treasurer's Money Market Reserve and Treasurer's Tax-Exempt
Reserve Funds were 2.98% and 1.94%, respectively, year-to-date as of the
calendar quarter ended June 30, 2000.
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and hold
shares of the Funds.
SHAREHOLDER FEES PAID DIRECTLY FROM YOUR ACCOUNT
You pay no fees to purchase Fund shares, to exchange to another INVESCO fund, or
to sell your shares. Accordingly, no fees are paid directly from your
shareholder account.
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ANNUAL FUND OPERATING EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS
TREASURER'S MONEY MARKET RESERVE FUND
Management Fees(1) 0.25%
Distribution and Service (12b-1) Fees None
Other Expenses(1) 0.00%
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Total Annual Fund Operating Expenses(1) 0.25%
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TREASURER'S TAX-EXEMPT RESERVE FUND
Management Fees(1) 0.25%
Distribution and Service (12b-1) Fees None
Other Expenses(1) 0.00%
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Total Annual Fund Operating Expenses(1) 0.25%
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(1) Under the Company's investment advisory agreement, the Company's investment
adviser is responsible for the payment of all of the Company's expenses
other than payment of advisory fees, taxes, interest and brokerage
commissions.
EXAMPLE
The Example is intended to help you compare the cost of investing in the Funds
to the cost of investing in other mutual funds.
The Example assumes that you invested $10,000 in a Fund for the time periods
indicated and redeemed all of your shares at the end of each period. The Example
also assumes that your investment had a hypothetical 5% return each year and
that a Fund's operating expenses remained the same. Although the actual costs
and performance of a Fund may be higher or lower, based on these assumptions
your costs would have been:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
Treasurer's Money Market Reserve Fund $26 $80 $141 $318
Treasurer's Tax-Exempt Reserve Fund $26 $80 $141 $318
[ARROWS ICON] INVESTMENT RISKS
BEFORE INVESTING IN A FUND, YOU SHOULD DETERMINE THE LEVEL OF RISK WITH WHICH
YOU ARE COMFORTABLE. TAKE INTO ACCOUNT FACTORS LIKE YOUR AGE, CAREER, INCOME
LEVEL, AND TIME HORIZON.
You should determine the level of risk with which you are comfortable before you
invest. The principal risks of investing in any mutual fund, including these
Funds, are:
NOT INSURED. Mutual funds are not insured by the FDIC or any other government
agency, unlike bank deposits such as CDs or savings accounts.
NO GUARANTEE. No mutual fund can guarantee that it will meet its investment
objectives.
POSSIBLE LOSS OF INVESTMENT. A mutual fund cannot guarantee its performance.
Investment professionals generally consider money market funds conservative and
safe investments, compared to many other investment alternatives. However, as
with all types of securities investing, investments in money market funds are
not guaranteed and do present some risk of loss. The Funds will not reimburse
you for any losses.
<PAGE>
NOT A COMPLETE INVESTMENT PLAN. An investment in any mutual fund does not
constitute a complete investment plan. The Funds are designed to be only a part
of your personal investment plan.
[ARROWS ICON] PRINCIPAL RISKS ASSOCIATED WITH THE FUNDS
You should consider the special factors associated with the policies discussed
below in determining the appropriateness of investing in a Fund. See the
Statement of Additional Information for a discussion of additional risk factors.
INTEREST RATE RISK
Changes in interest rates will change the resale value of debt securities held
in a Fund's portfolio. When interest rates go up, the market values of
previously issued debt securities generally decline. Also, a Fund's new
investments are likely to be in debt securities paying lower rates than the rest
of a Fund's portfolio when interest rates go down. This reduces a Fund's yield.
A weak economy or strong stock market may cause interest rates to decline.
CREDIT RISK
The Funds invest in debt instruments, such as notes, bonds and commercial paper.
There is a possibility that the issuers of these instruments will be unable to
meet interest payments or repay principal. Changes in the financial strength of
an issuer may reduce the credit rating of its debt instruments and may affect
their value.
DURATION RISK
Duration is a measure of a debt security's sensitivity to interest rate changes.
Duration of money market securities is usually expressed in terms of days or
months, with longer durations usually more sensitive to interest rate
fluctuations.
OPPORTUNITY RISK
With long-term investment plans, there may be a risk that you are not taking
enough risk, and thus missing the opportunity on other less conservative but
potentially more rewarding investments. The Funds have an investment goal of
current income, not capital appreciation. Therefore the Funds, by themselves,
will not be a suitable investment for people seeking long-term growth for
objectives such as retirement or the funding of a child's college education.
COUNTERPARTY RISK
This is a risk associated primarily with repurchase agreements. It is the risk
that the other party in the transaction will not fulfill its contractual
obligation to complete the transaction with a Fund.
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[INVESCO ICON] FUND MANAGEMENT
INVESCO IS A SUBSIDIARY OF AMVESCAP PLC, AN INTERNATIONAL INVESTMENT MANAGEMENT
COMPANY THAT MANAGES MORE THAN $389 BILLION IN ASSETS WORLDWIDE. AMVESCAP IS
BASED IN LONDON, WITH MONEY MANAGERS LOCATED IN EUROPE, NORTH AND SOUTH AMERICA,
AND THE FAR EAST.
THE INVESTMENT ADVISER
INVESCO, located at 7800 E. Union Avenue, Denver, Colorado, is the investment
adviser of the Funds. INVESCO was founded in 1932 and manages over $48.5 billion
for more than 1,098,588 shareholders of 46 INVESCO mutual funds. INVESCO
performs a wide variety of other services for the Funds, including
administrative and transfer agency functions (the processing of purchases, sales
and exchanges of Fund shares). Prior to June 1, 1999, INVESCO Capital
Management, Inc., a division of INVESCO, Inc. ("ICM"), located at 1315 Peachtree
Street, N.E., Atlanta, Georgia, was the investment adviser of the Funds.
A wholly owned subsidiary of INVESCO, INVESCO Distributors, Inc. ("IDI") is the
Funds' distributor and is responsible for the sale of the Funds' shares.
INVESCO and IDI are subsidiaries of AMVESCAP PLC.
The following table shows the fees the Funds paid to INVESCO for its advisory
services in the fiscal year ended May 31, 2000:
ADVISORY FEE AS A PERCENTAGE OF
AVERAGE ANNUAL NET ASSETS UNDER MANAGEMENT
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Treasurer's Money Market Reserve Fund 0.25%
Treasurer's Tax-Exempt Reserve Fund 0.25%
[INVESCO ICON] PORTFOLIO MANAGERS
The following individuals are primarily responsible for the day-to-day
management of their respective Fund's portfolio holdings:
RICHARD R. HINDERLIE, a vice president of INVESCO, is the portfolio manager of
Treasurer's Money Market Reserve Fund. Dick joined INVESCO in 1993. He holds an
M.B.A. from Arizona State University and a B.A. in Economics from Pacific
Lutheren University.
INGEBORG S. COSBY, a vice president of INVESCO, is the portfolio manager of
Treasurer's Tax-Exempt Reserve Fund. Inge joined INVESCO in 1985. She became
portfolio manager of the Fund in 1999. Before joining INVESCO, Inge was a
portfolio manager assistant at First Affiliated Securities, Inc.
<PAGE>
[INVESCO ICON] POTENTIAL REWARDS
NO SINGLE FUND SHOULD REPRESENT YOUR COMPLETE INVESTMENT PROGRAM NOR SHOULD YOU
ATTEMPT TO USE THE FUNDS FOR LONG-TERM CAPITAL GROWTH PURPOSES.
The Funds offer shareholders the potential for monthly payment of daily income,
while maintaining a stable share value, at a level of risk lower than many other
types of investments. Yields on short-term securities tend to be lower than the
yields on longer-term fixed-income securities. The Funds seek to provide higher
returns than other money market funds and the money market in general, but
cannot guarantee that performance.
SUITABILITY FOR INVESTORS
Only you can determine if an investment in a Fund is right for you based upon
your own economic situation, the risk level with which you are comfortable and
other factors. In general, the Funds are most suitable for investors who:
o want to earn income at current money market rates.
o want to preserve the value of their investment.
o do not want to be exposed to a high level of risk.
o are seeking federally tax-exempt income (Treasurer's Tax-Exempt Reserve Fund
only).
You probably do not want to invest in the Funds if you are:
o primarily seeking long-term growth (although the Funds may serve as the cash
equivalent portion of a balanced investment program).
[INVESCO ICON] SHARE PRICE
The value of your Fund shares is not likely to change from $1.00, although this
cannot be guaranteed. This value is known as the Net Asset Value per share, or
NAV. INVESCO determines the market value of each investment in each Fund's
portfolio each day that the New York Stock Exchange ("NYSE") is open, at the
close of trading on that exchange (normally 4:00 p.m. Eastern time). Therefore,
shares of the Funds are not priced on days when the NYSE is closed, which
generally is on weekends and national holidays in the U.S.
THE COMBINATION OF THE AMORTIZED COST METHOD OF VALUATION AND THE DAILY
DECLARATION OF DIVIDENDS MEANS THAT EACH FUND'S NET ASSET VALUE IS EXPECTED TO
BE $1.00 PER SHARE, DESPITE CHANGES IN THE MARKET VALUE OF A FUND'S SECURITIES.
The Funds use the amortized cost method for establishing the value of their
investments. The amortized cost method values securities at their cost at the
time of purchase, and then amortizes the discount or premium to maturity. The
Funds declare dividends daily, based upon the interest earned by the Funds'
investments that day. The combination of the amortized cost method of valuation
and the daily declaration of dividends means that each Fund's net asset value is
expected to be $1.00 per share, despite changes in the market value of a Fund's
securities. However, we cannot guarantee that each Fund's net asset value will
be maintained at a constant value of $1.00 per share.
<PAGE>
All purchases, sales and exchanges of Fund shares are made by INVESCO at the NAV
next calculated after INVESCO receives proper instructions from you to purchase,
redeem or exchange shares of a Fund. Your instructions must be received by
INVESCO no later than the close of the NYSE to effect transactions at that day's
NAV. If INVESCO hears from you after that time, your instructions will be
processed at the NAV calculated at the end of the next day that the NYSE is
open.
[INVESCO ICON] HOW TO BUY SHARES
TO BUY SHARES AT THAT DAY'S CLOSING PRICE, YOU MUST CONTACT US BEFORE THE CLOSE
OF THE NYSE, NORMALLY 4:00 P.M. EASTERN TIME.
The chart in this section shows several convenient ways to invest in the Funds.
There is no charge to invest, exchange or redeem shares when you make
transactions directly through INVESCO. However, if you invest in a Fund through
a securities broker, you may be charged a commission or transaction fee for
either purchases or sales of Fund shares. For all new accounts, please send a
completed application form and specify the fund or funds you wish to purchase.
If you do not specify a fund or funds, your initial investment and any
subsequent purchases will automatically go into INVESCO Cash Reserves Fund -
Investor Class, a series of INVESCO Money Market Funds, Inc. You will receive a
confirmation of this transaction and may contact INVESCO to exchange into the
fund you choose.
INVESCO reserves the right to increase, reduce or waive each Fund's minimum
investment requirements in its sole discretion, if it determines this action is
in the best interests of that Fund's shareholders. INVESCO also reserves the
right in its sole discretion to reject any order to buy Fund shares, including
purchases by exchange.
MINIMUM INITIAL INVESTMENT: $100,000, which may be waived in certain cases.
MINIMUM SUBSEQUENT INVESTMENT: $5,000
If you contact INVESCO prior to 11:00 a.m. (Eastern Time) to purchase shares of
a Fund by wire on a day on which the Fund calculates its NAV and the Federal
Reserve Banks are open ("bank business day") and INVESCO receives the wire prior
to 11:00 a.m. (Eastern time), you will receive that day's dividend. Please
contact INVESCO by telephone prior to sending the wire. If you purchase shares
of a Fund by wire after 11:00 a.m. (Eastern time) or by check or other
negotiable bank draft prior to 4:00 p.m. (Eastern time), you will begin to
accrue dividends on the following business day. If you redeem shares of a Fund
by wire on a bank business day prior to 11:00 a.m. (Eastern time), you will not
receive that day's dividend. If you redeem shares of a Fund by wire after 11:00
a.m. (Eastern time) or by check or other negotiable bank draft prior to 4:00
p.m. (Eastern time), you will receive the current day's dividend.
<PAGE>
FUND EXCHANGES CAN BE A CONVENIENT WAY FOR YOU TO DIVERSIFY YOUR INVESTMENTS, OR
TO REALLOCATE YOUR INVESTMENTS WHEN YOUR OBJECTIVES CHANGE.
EXCHANGE POLICY. You may exchange your shares in either of the Funds for shares
of the same class in another INVESCO mutual fund on the basis of their
respective NAVs at the time of the exchange.
Before making any exchange, be sure to review the prospectuses of the funds
involved and consider the differences between the funds. Also, be certain that
you qualify to purchase shares in the new fund. An exchange is the sale of
shares from one fund immediately followed by the purchase of shares in another.
Therefore, any gain or loss realized on the exchange is recognizable for federal
income tax purposes (unless, of course, you or your account qualifies as
tax-deferred under the Internal Revenue Code). If the shares of the fund you are
selling have gone up in value since you bought them, the sale portion of an
exchange may result in taxable income to you.
We have the following policies governing exchanges:
o Both fund accounts involved in the exchange must be registered in exactly the
same name(s) and Social Security or federal tax I.D. number(s).
o You may make up to four exchanges out of each Fund per 12-month period.
o Each Fund reserves the right to reject any exchange request, or to modify or
terminate the exchange policy, if it is in the best interests of the Fund
and its shareholders. Notice of all such modifications or terminations that
affect all shareholders of the Fund will be given at least 60 days prior
to the effective date of the change, except in unusual instances,
including a suspension of the exchanged security under Section 22(e) of
the Investment Company Act of 1940.
In addition, the ability to exchange may be temporarily suspended at any time
that sales of the Fund into which you wish to exchange are temporarily stopped.
Please remember that if you pay by check, Automated Clearing House ("ACH") or
wire and your funds do not clear, you will be responsible for any related loss
to a Fund or INVESCO. If you are already an INVESCO funds shareholder, the Fund
may seek reimbursement for any loss from your existing account(s).
INTERNET TRANSACTIONS. Investors in any of the Investor Class or Class C shares
of any INVESCO fund may open new accounts, exchange and redeem shares through
the INVESCO Web site. To use this service, you will need a Web browser
(presently Netscape version 4.0 or higher, Microsoft Internet Explorer version
4.0 or higher, or AOL version 5.0 or higher) and the ability to use the INVESCO
Web site. INVESCO will accept Internet purchase instructions only for exchanges
or if the purchase price is paid to INVESCO through debiting your bank account.
Internet cash redemptions will be paid only to the same bank account from which
the payment to INVESCO originated. INVESCO imposes a limit of $25,000 on
Internet purchase and redemption transactions. Other minimum transaction amounts
are discussed in this Prospectus. You may also download an application to open
an account from the Web site, complete it by hand, and mail it to INVESCO, along
with a check.
<PAGE>
INVESCO employs reasonable procedures to confirm that transactions entered into
over the Internet are genuine. These procedures include the use of alphanumeric
passwords, secure socket layering, encryption and other precautions reasonably
designed to protect the integrity, confidentiality and security of shareholder
information. In order to enter into a transaction on the INVESCO Web site, you
will need an account number, your Social Security Number and an alphanumeric
password. If INVESCO follows these procedures, neither INVESCO, its affiliates
nor any INVESCO fund will be liable for any loss, liability, cost or expense for
following instructions communicated via the Internet that are reasonably
believed to be genuine or that follow INVESCO's security procedures. By entering
into the user's agreement with INVESCO to open an account through our Web site,
you lose certain rights if someone gives fraudulent or unauthorized instructions
to INVESCO that result in a loss to you.
METHOD INVESTMENT MINIMUM PLEASE REMEMBER
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BY CHECK $100,000 for regular INVESCO does not accept a
Mail to: accounts; $5,000 for third party check unless it
INVESCO Funds each subsequent is from another financial
Group, Inc., investment. institution related to a
P.O. Box 173706, retirement plan transfer.
Denver, CO 80217-3706.
You may send your
check by overnight
courier to:
7800 E. Union Ave.
Denver, CO 80237.
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BY WIRE $100,000 for regular
You may send your accounts; $5,000 for
payment by each subsequent
bank wire (call investment.
1-800-525-8085
for instructions).
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BY TELEPHONE WITH ACH $100,000 for regular You must forward your bank
Call 1-800-525-8085 accounts; $5,000 for account information to
to request your each subsequent INVESCO prior to using this
purchase. Upon your investment. option.
telephone instructions,
INVESCO will move money
from your designated
bank/credit union
checking or savings
account in order to
purchase shares.
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BY INTERNET Since the minimum You will need a Web
Go to the INVESCO Web initial investment browser to use this
site at for these Funds service. Internet
invescofunds.com. exceeds the maximum transactions are
transaction amount on limited to a maximum
Internet transactions, of $25,000.
you may only use the
Internet for subsequent
investments. There is a
$5,000 minimum for
subsequent investments.
<PAGE>
METHOD INVESTMENT MINIMUM PLEASE REMEMBER
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BY EXCHANGE $100,000 for regular See "Exchange Policy."
Between the same class accounts; $5,000 for
of any two INVESCO funds. each subsequent
Call 1-800-525-8085 for investment.
prospectuses of other
INVESCO funds. Exchanges
may be made in writing,
by telephone or at our
Web site at
invescofunds.com.
You may also establish
an automatic monthly
exchange service between
two INVESCO funds; call
us for further details
and the correct form.
[INVESCO ICON] YOUR ACCOUNT SERVICES
INVESCO PROVIDES YOU WITH SERVICES DESIGNED TO MAKE IT SIMPLE FOR YOU TO BUY,
SELL OR EXCHANGE YOUR SHARES OF ANY INVESCO MUTUAL FUND.
SHAREHOLDER ACCOUNTS. INVESCO maintains your share account, which contains your
current Fund holdings. The Funds do not issue share certificates.
QUARTERLY INVESTMENT SUMMARIES. Each calendar quarter, you will receive a
written statement which consolidates and summarizes account activity and value
at the beginning and end of the period for each of your INVESCO funds.
TRANSACTION CONFIRMATIONS. You will receive detailed confirmations of individual
purchases, exchanges and sales. If you choose certain recurring transaction
plans, your transactions are confirmed on your quarterly Investment Summaries.
CHECKWRITING. You may redeem shares of a Fund by check. We will provide
personalized checks at no charge within 30 days of your account opening. Checks
may be made payable to any party in any amount of $2,500 or more. Shares of the
Fund will be redeemed to cover payment of the check. INVESCO reserves the right
to institute a charge for this service upon notice to all shareholders. Further
information about this option may be obtained from INVESCO.
YOU CAN CONDUCT MOST TRANSACTIONS AND CHECK ON YOUR ACCOUNT THROUGH OUR
TOLL-FREE TELEPHONE NUMBER. YOU MAY ALSO ACCESS PERSONAL ACCOUNT INFORMATION AT
OUR WEB SITE, INVESCOFUNDS.COM.
TELEPHONE TRANSACTIONS. You may exchange and sell Fund shares by telephone,
unless you specifically decline these privileges when you fill out the INVESCO
new account Application.
Unless you decline the telephone transaction privileges, when you fill out and
sign the new account Application, a Telephone Transaction Authorization Form, or
use your telephone transaction privileges, you lose certain rights if someone
gives fraudulent or unauthorized instructions to INVESCO that result in a loss
to you. In general, if INVESCO has followed reasonable procedures, such as
recording telephone instructions and sending written transaction confirmations,
INVESCO is not liable for following telephone instructions that it believes to
be genuine. Therefore, you have the risk of loss due to unauthorized or
fraudulent instructions.
<PAGE>
IRAS AND OTHER RETIREMENT PLANS. Shares of any INVESCO mutual fund may be
purchased for Individual Retirement Accounts ("IRAs") and many other types of
tax-deferred retirement plans. Please call INVESCO for information and forms to
establish or transfer your existing retirement plan or account.
[INVESCO ICON] HOW TO SELL SHARES
TO SELL SHARES AT THAT DAY'S CLOSING PRICE, YOU MUST CONTACT US BEFORE 4:00 P.M.
EASTERN TIME.
The chart in this section shows several convenient ways to sell your Fund
shares. Shares of the Funds may be sold at any time at the next NAV calculated
after your request to sell in proper form is received by INVESCO. Depending on
Fund performance, the NAV at the time you sell your shares may be more or less
than the price you paid to purchase your shares.
If you own shares in more than one INVESCO fund, please specify the fund whose
shares you wish to sell and specify the class of shares. Remember that any sale
or exchange of shares in a non-retirement account will likely result in a
taxable gain or loss.
While INVESCO attempts to process telephone redemptions promptly, there may be
times - particularly in periods of severe economic or market disruption - when
you may experience delays in redeeming shares by telephone.
INVESCO usually forwards the proceeds from the sale of fund shares within seven
days after we receive your request to sell in proper form. However, payment may
be postponed under unusual circumstances - for instance, if normal trading is
not taking place on the NYSE, or during an emergency as defined by the
Securities and Exchange Commission. If your INVESCO fund shares were purchased
by a check which has not yet cleared, payment will be made promptly when your
purchase check does clear; that can take up to 12 business days.
Because of the Funds' expense structure, it costs as much to handle a small
account as it does to handle a large one. If the value of your account in a Fund
falls below $50,000 as a result of your actions (for example, sale of your Fund
shares), the Fund reserves the right to sell all of your shares, send the
proceeds of the sale to you and close your account. Before this is done, you
will be notified and given 60 days to increase the value of your account to
$50,000 or more.
It is possible that in the future conditions may exist which would make it
undesirable for a Fund to pay for redeemed shares in cash. In such cases, the
directors of the Funds may authorize payment to be made in portfolio securities
or other property of the applicable Fund. However, we are obligated under the
Investment Company Act of 1940 to redeem for cash all shares of a Fund presented
for redemption by any one shareholder up to $250,000 (or 1% of the applicable
Fund's net assets if that is less) in any 90-day period. Securities delivered in
payment of redemptions are valued at fair market value as determined in good
faith by the directors of the Funds. Shareholders receiving such securities are
likely to incur brokerage costs on their subsequent sales of such securities. To
date, the Funds have always paid for redeemed shares in cash.
<PAGE>
METHOD REDEMPTION MINIMUM PLEASE REMEMBER
--------------------------------------------------------------------------------
BY TELEPHONE $250 (or, if less, INVESCO's telephone
Call us toll-free full liquidation of redemption privileges may
at 1-800-525-8085. the account) for a be modified or terminated
redemption check. in the future at INVESCO's
discretion. The maximum
amount which may be
redeemed by telephone is
generally $25,000.
--------------------------------------------------------------------------------
IN WRITING Any amount. The redemption request must
Mail your request to be signed by all registered
INVESCO Funds Group, registered account owners.
Inc., P.O. Box Payment will be mailed to
173706, Denver, CO your address as it appears
80217-3706. You may on INVESCO's records, or to
also send your request a bank designated by you in
by overnight courier writing.
to 7800 E. Union Ave.,
Denver, CO 80237.
--------------------------------------------------------------------------------
BY CHECK $2,500 per check. Personalized checks are
available from INVESCO at
no charge within 30 days of
your account opening upon
request. Checks may be
payable to any party.
--------------------------------------------------------------------------------
BY TELEPHONE WITH ACH $50 You must forward your bank
Call 1-800-525-8085 account information to
to request your INVESCO prior to using this
redemption. option. INVESCO will
automatically pay the
proceeds into your
designated bank account.
--------------------------------------------------------------------------------
BY INTERNET $50 You will need a Web browser
Go to the INVESCO to use this service.
Web site at Internet transactions are
invescofunds.com. limited to a maximum of
$25,000. INVESCO will
automatically pay the
proceeds into your
designated bank account.
--------------------------------------------------------------------------------
PAYMENT TO THIRD PARTY Any amount. All registered account
Mail your request to owners must sign the
INVESCO Funds Group, request, with signature
Inc., P.O. Box 173706 guarantees from an eligible
Denver, CO 80217-3706. guarantor financial
institution, such as a
commercial bank or a
recognized national or
regional securities firm.
<PAGE>
[INVESCO ICON] DIVIDENDS AND TAXES
TO AVOID BACKUP WITHHOLDING, BE SURE WE HAVE YOUR CORRECT SOCIAL SECURITY OR
TAXPAYER IDENTIFICATION NUMBER. WE WILL PROVIDE YOU WITH DETAILED INFORMATION
EVERY YEAR ABOUT YOUR DIVIDENDS.
Everyone's tax status is unique. We encourage you to consult your own tax
adviser on the tax impact to you of investing in the Funds.
Each Fund earns ordinary or investment income from interest on its investments.
The Funds expect to distribute substantially all of this investment income, less
Fund expenses, to shareholders. You will ordinarily earn income on each day you
are invested in one of the Funds, and that income is paid by the Fund to you
once a month. Dividends are automatically reinvested in additional shares of a
Fund at the net asset value on the monthly dividend distribution date, unless
you request that dividends be paid in cash.
Unless you are (or your account is) exempt from income taxes, you must include
all dividends paid to you by Treasurer's Money Market Reserve Fund in your
taxable income for federal, state and local income tax purposes. Dividends and
other distributions usually are taxable whether you receive them in cash or
automatically reinvest them in shares of the distributing Fund or other INVESCO
funds.
Substantially all of the dividends that you receive from Treasurer's Tax-Exempt
Reserve Fund are expected to be exempt from federal income taxes, but there is
no assurance that this will be the case. For the fiscal year ended May 31, 2000,
93.92% of the dividends declared by this Fund were exempt from federal income
taxes. There is no assurance that this will be the case in future years.
Dividends that you receive from Treasurer's Tax-Exempt Reserve Fund may be
subject to state and local taxes, or to the federal Alternative Minimum Tax.
If you have not provided INVESCO with complete, correct tax information, the
Funds are required by law to withhold 31% of your distributions and any money
that you receive from the sale of shares of the Funds as a backup withholding
tax.
Each year, we will provide you with detailed information about your dividends,
and the tax status of your dividends, that is required for you to complete your
yearly tax filings.
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the financial
performance of each Fund for the past five years. Certain information reflects
financial results for a single Fund share. The total returns in the table
represent the annual percentages that an investor would have earned (or lost) on
an investment in a Fund (assuming reinvestment of all dividends and
distributions). This information has been audited by PricewaterhouseCoopers LLP,
independent accountants, whose report, along with the financial statements, is
included in INVESCO Treasurer's Series Funds, Inc.'s 2000 Annual Report to
Shareholders, which is incorporated by reference into the Statement of
Additional Information. This Report is available without charge by contacting
IDI at the address or telephone number on the back cover of this Prospectus.
<TABLE>
<CAPTION>
YEAR PERIOD
ENDED ENDED
MAY 31 MAY 31 YEAR ENDED DECEMBER 31
----------------------------------------------------------------------------
2000 1999(a) 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C> <C>
TREASURER'S MONEY MARKET
RESERVE FUND
PER SHARE DATA
Net Asset Value-
Beginning of Period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
-------------------------------------------------------------------------------------------------------
INCOME AND DISTRIBUTIONS
FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME
EARNED AND DISTRIBUTED
TO SHAREHOLDERS 0.05 0.02 0.05 0.05 0.05 0.06
=======================================================================================================
Net Asset Value-End of Period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
=======================================================================================================
TOTAL RETURN 5.55% 1.90(b) 5.46% 5.48% 5.30% 5.82%
RATIOS
Net Assets-End of Period
($000 Omitted) $1,185,282 $ 52,396 $ 34,236 $ 67,146 $ 113,281 $ 141,885
Ratio of Expenses to
Average Net Assets 0.25% 0.25%(c) 0.25% 0.25% 0.25% 0.25%
Ratio of Net Investment
Income to Average
Net Assets 5.84% 4.78%(c) 5.35% 5.32% 5.17% 5.71%
</TABLE>
(a) From January 1, 1999 to May 31, 1999, the Fund's current fiscal year end.
(b) Based on operations for the period shown and, accordingly, is not
representative of a full year.
(c) Annualized.
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
<TABLE>
<CAPTION>
YEAR PERIOD
ENDED ENDED
MAY 31 MAY 31 YEAR ENDED DECEMBER 31
----------------------------------------------------------------------------
2000 1999(a) 1998 1997 1996 1995
<S> <C> <C> <C> <C> <C> <C>
TREASURER'S TAX-EXEMPT
RESERVE FUND
PER SHARE DATA
Net Asset Value-
Beginning of Period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
-------------------------------------------------------------------------------------------------------
INCOME AND DISTRIBUTIONS
FROM INVESTMENT OPERATIONS
Net Investment Income
Earned and Distributed
to Shareholders 0.04 0.01 0.03 0.04 0.03 0.04
=======================================================================================================
Net Asset Value-
End of Period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
=======================================================================================================
TOTAL RETURN 3.58% 1.16%(b) 3.49% 3.74% 3.45% 3.90%
RATIOS
Net Assets-End of Period
($000 Omitted) $ 66,138 $ 30,374 $ 36,707 $ 22,084 $ 23,386 $ 21,928
Ratio of Expenses to
Average Net Assets 0.25% 0.25%(c) 0.25% 0.25% 0.25% 0.25%
Ratio of Net Investment
Income to Average
Net Assets 3.59% 2.92%(c) 3.38% 3.68% 3.40% 3.86%
</TABLE>
(a) From January 1, 1999 to May 31, 1999, the Fund's current fiscal year end.
(b) Based on operations for the period shown and, accordingly, is not
representative of a full year.
(c) Annualized.
<PAGE>
SEPTEMBER 30, 2000
INVESCO TREASURER'S SERIES FUNDS, INC.
INVESCO TREASURER'S MONEY MARKET RESERVE FUND
INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND
You may obtain additional information about the Funds from several sources:
FINANCIAL REPORTS. Although this Prospectus describes the Funds' anticipated
investments and operations, the Funds also prepare annual and semiannual reports
that detail the Funds' actual investments at the report date. These reports
include discussion of each Fund's recent performance, as well as market and
general economic trends affecting each Fund's performance. The annual report
also includes the report of the Funds' independent accountants.
STATEMENT OF ADDITIONAL INFORMATION. The SAI dated September 30, 2000 is a
supplement to this Prospectus, and has detailed information about the Funds and
their investment policies and practices. A current SAI for the Funds is on file
with the Securities and Exchange Commission and is incorporated into this
Prospectus by reference; in other words, the SAI is legally a part of this
Prospectus, and you are considered to be aware of the contents of the SAI.
INTERNET. The current Prospectus of the Funds may be accessed through the
INVESCO Web site at invescofunds.com. The Prospectus, SAI, annual report and
semiannual report of the Funds are available on the SEC Web site at www.sec.gov.
To obtain a free copy of the current Prospectus, SAI, annual report or
semiannual report, write to INVESCO Distributors, Inc., P.O. Box 173706, Denver,
Colorado 80217-3706; or call 1-800-525-8085. Copies of these materials are also
available (with a copying charge) from the SEC's Public Reference Section at 450
Fifth Street, N.W., Washington, D.C. 20549-0102. This information can be
obtained by electronic request at the following E-mail address:
[email protected], or by calling 1-202-942-8090. The SEC file numbers for the
Funds are 811-5460 and 033-19862.
811-5460
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
INVESCO TREASURER'S SERIES FUNDS, INC.
INVESCO Treasurer's Money Market Reserve Fund
INVESCO Treasurer's Tax-Exempt Reserve Fund
Address: Mailing Address:
7800 E. Union Ave., Denver, CO 80237 P.O. Box 173706, Denver, CO 80217-3706
Telephone:
In continental U.S., 1-800-525-8085
September 30, 2000
--------------------------------------------------------------------------------
A Prospectus for INVESCO Treasurer's Money Market Reserve and INVESCO
Treasurer's Tax-Exempt Reserve Funds dated September 30, 2000 provides the basic
information you should know before investing in a Fund. This Statement of
Additional Information ("SAI") is incorporated by reference into the Funds'
Prospectus; in other words, this SAI is legally part of the Funds' Prospectus.
Although this SAI is not a prospectus, it contains information in addition to
that set forth in the Prospectus. It is intended to provide additional
information regarding the activities and operations of the Funds and should be
read in conjunction with the Prospectus.
You may obtain, without charge, the current Prospectus, SAI and annual and
semiannual reports of the Funds by writing to INVESCO Distributors, Inc., P.O.
Box 173706, Denver, CO 80217-3706 , or by calling 1-800-525-8085. The Prospectus
of the Funds is also available through the INVESCO Web site at invescofunds.com.
<PAGE>
TABLE OF CONTENTS
The Company...................................................................22
Investments, Policies and Risks...............................................22
Investment Restrictions.......................................................27
Management of the Funds.......................................................30
Other Service Providers.......................................................47
Brokerage Allocation and Other Practices......................................48
Capital Stock.................................................................49
Tax Consequences of Owning Shares of a Fund...................................50
Performance...................................................................51
Code of Ethics................................................................54
Financial Statements..........................................................54
Appendix A....................................................................55
<PAGE>
THE COMPANY
The Company was incorporated as INVESCO Treasurer's Series Funds, Inc. on March
17, 1999, under the laws of Maryland. On May 28, 1999, the Company assumed all
of the assets and liabilities of INVESCO Treasurer's Series Trust, which was
organized under the laws of the Commonwealth of Massachusetts as a Massachusetts
business trust on January 27, 1988.
The Company is an open-end, diversified, no-load management investment company
currently consisting of two portfolios of investments: INVESCO Treasurer's Money
Market Reserve Fund and INVESCO Treasurer's Tax-Exempt Reserve Fund (each a
"Fund" and, collectively, the "Funds"). Additional funds may be offered in the
future.
"Open-end" means that each Fund issues an indefinite number of shares which it
continuously offers to redeem at net asset value per share ("NAV"). A
"management" investment company actively buys and sells securities for the
portfolio of each Fund at the direction of a professional manager. Open-end
management investment companies (or one or more series of such companies, such
as the Funds) are commonly referred to as mutual funds. The Funds do not charge
sales fees to purchase their shares.
INVESTMENTS, POLICIES AND RISKS
The principal investments and policies of the Funds are discussed in the
Prospectus of the Funds. The investment objective of each of the Funds is to
achieve as high a level of current income as is consistent with the preservation
of capital, the maintenance of liquidity, and investing in high- quality debt
instruments. Each Fund's assets are invested in securities having maturities of
397 days or less, and the dollar-weighted average maturity of the portfolio will
not exceed 90 days. The Funds buy only securities determined by INVESCO Funds
Group, Inc. ("INVESCO"), the Funds' investment adviser, pursuant to procedures
approved by the board of directors, to be of high quality with minimal credit
risk and to be eligible for investment by the Funds under applicable U.S.
Securities and Exchange Commission ("SEC") rules. See Appendix A for
descriptions of the Funds' investment instruments referred to below, as well as
discussions of the degrees of risk involved in such investment instruments.
INVESCO TREASURER'S MONEY MARKET RESERVE FUND
Treasurer's Money Market Reserve Fund attempts to achieve its objective by
investing in debt securities, including short-term money market instruments
issued or guaranteed by the U.S. government or its agencies or
instrumentalities, obligations of financial institutions, which may include
demand features (such as the following instruments determined to be readily
marketable by INVESCO: certificates of deposit, time deposits and bankers'
acceptances of domestic and foreign banks, and funding agreements issued by
domestic insurance companies), corporate debt securities other than commercial
paper, and loan participation agreements. Corporate debt securities acquired by
the Fund must be rated by at least two nationally recognized statistical rating
organizations ("NRSROs"), generally Standard & Poor's ("S&P") and Moody's
Investors Service, Inc. ("Moody's"), in one of the two highest rating categories
(AAA or AA by S&P or Aaa or Aa by Moody's), or where the obligation is rated
only by S&P or Moody's, and not by any other NRSRO, such obligation is rated AAA
<PAGE>
or AA by S&P, or Aaa or Aa by Moody's. The Fund limits purchases of instruments
issued by banks to those instruments which are rated in one of the two highest
categories by an NRSRO, and which are issued by banks which have total assets in
excess of $4 billion and meet other criteria established by the board of
directors. The Fund limits investments in foreign bank obligations to U.S.
dollar denominated obligations of foreign banks which have assets of at least
$10 billion, have branches or agencies in the U.S., and meet other criteria
established by the board of directors. From time to time, on a temporary basis
for defensive purposes, the Fund may hold cash.
Commercial paper acquired by the Fund must be rated by at least two NRSROs,
generally S&P and Moody's, in the highest rating category (A-1 by S&P or P-1 by
Moody's), or, where the obligation is rated by only S&P or Moody's and not by
any other NRSRO, such obligation is rated A-1 or P-1. Money market instruments
purchased by the Fund which are not rated by any NRSRO must be determined by
INVESCO to be of equivalent credit quality to the rated securities in which the
Fund may invest. In INVESCO's opinion, obligations that are not rated are not
necessarily of lower quality than those which are rated; however, they may be
less marketable and typically may provide higher yields. The Fund invests in
unrated securities only when such an investment is in accordance with the Fund's
investment objective of achieving a high level of current income and when such
investment will not impair the Fund's ability to comply with requests for
redemptions.
LOAN PARTICIPATION INTERESTS -- Treasurer's Money Market Reserve Fund may
purchase loan participation interests in all or part of specific holdings of
corporate debt obligations. The issuer of such debt obligations is also the
issuer of the loan participation interests into which the obligations have been
apportioned. The Fund will purchase only loan participation interests issued by
companies whose commercial paper is currently rated in the highest rating
category by at least two NRSROs, generally S&P and Moody's (A-1 by S&P or P-1 by
Moody's), or where such instrument is rated only by S&P or Moody's and not by
any other NRSRO, such instrument is rated A-1 or P-1. Such loan participation
interests will only be purchased from banks which meet the criteria for banks
discussed above and registered broker-dealers or registered government
securities dealers which have outstanding commercial paper or other short-term
debt obligations rated in the highest rating category by at least two NRSROs or
by one NRSRO if such obligation is rated by only one NRSRO. Such banks and
security dealers are not guarantors of the debt obligations represented by the
loan participation interests, and therefore are not responsible for satisfying
such debt obligations in the event of default. Additionally, such banks and
securities dealers act merely as facilitators, with regard to repayment by the
issuer, with no authority to direct or control repayment. The Fund will attempt
to ensure that there is a readily available market for all of the loan
participation interests in which it invests. The Fund's investments in loan
participation interests for which there is not a readily available market are
considered to be investments in illiquid securities.
CERTIFICATES OF DEPOSIT IN FOREIGN BANKS AND U.S. BRANCHES OF FOREIGN BANKS --
Treasurer's Money Reserve Fund may maintain time deposits in and invest in U.S.
dollar denominated certificates of deposit issued by foreign banks and U.S.
branches of foreign banks. The Fund limits investments in foreign bank
obligations to U.S. dollar denominated obligations of foreign banks which have
more than $10 billion in assets, have branches or agencies in the U.S., and meet
other criteria established by the board of directors.
<PAGE>
Investments in foreign securities involve special considerations. There is
generally less publicly available information about foreign issuers since many
foreign countries do not have the same disclosure and reporting requirements as
are imposed by the U.S. securities laws. Moreover, foreign issuers are generally
not bound by uniform accounting and auditing and financial reporting
requirements and standards of practice comparable to those applicable to
domestic issuers. Such investments may also entail the risks of possible
imposition of dividend withholding or confiscatory taxes, possible currency
blockage or transfer restrictions, expropriation, nationalization or other
adverse political or economic developments, and the difficulty of enforcing
obligations in other countries.
The Fund may also invest in bankers' acceptances, time deposits and certificates
of deposit of U.S. branches of foreign banks and foreign branches of U.S. banks.
Investments in instruments of U.S. branches of foreign banks will be made only
with branches that are subject to the same regulations as U.S. banks.
Investments in instruments issued by a foreign branch of a U.S. bank will be
made only if the investment risk associated with such investment is the same as
that involving an investment in instruments issued by the U.S. parent, with the
U.S. parent unconditionally liable in the event that the foreign branch fails to
pay on the investment for any reason.
INSURANCE FUNDING AGREEMENTS -- The Fund may also invest in funding agreements
issued by domestic insurance companies. Such funding agreements will only be
purchased from insurance companies which have outstanding an issue of long-term
debt securities rated AAA or AA by S&P, or Aaa or Aa by Moody's. In all cases,
the Fund will attempt to obtain the right to demand payment, on not more than
seven days' notice, for all or any part of the amount subject to the funding
agreement, plus accrued interest. The Fund intends to execute its right to
demand payment only as needed to provide liquidity to meet redemptions, or to
maintain a high quality investment portfolio. The Fund's investments in funding
agreements that do not have this demand feature, or for which there is not a
readily available market, are considered to be investments in illiquid
securities.
INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND
Treasurer's Tax-Exempt Reserve Fund will attempt to achieve its objective by
investing in short-term debt securities the interest on which is exempt from
federal taxation, including short-term municipal obligations, such as tax
anticipation notes, revenue anticipation notes and bond anticipation notes;
tax-exempt commercial paper; and variable rate demand notes. It is the intention
of this Fund to qualify to pay exempt-interest dividends for federal tax
purposes. There can be no assurance that this Fund will qualify each year to pay
exempt-interest dividends.
It is a fundamental policy of the Fund that, under normal market conditions, it
will have at least 80% of its net assets invested in municipal obligations that,
based on the opinion of counsel to the issuer, pay interest free from federal
income tax. It is the Fund's present intention (but not a fundamental policy) to
invest its assets so that substantially all of its annual income will be
tax-exempt. This Fund may invest in municipal obligations whose interest income
may be specially treated as a tax preference item under the Alternative Minimum
Tax ("AMT"). Securities that generate income that is a tax preference item may
not be counted towards the 80% tax exempt threshold described above. Tax-exempt
income may result in an indirect tax preference item for corporations, which may
<PAGE>
subject an investor to liability under the AMT depending on its particular
situation. This Fund, however, will not invest more than 20% of its net assets
in obligations the interest from which gives rise to a preference item for the
purpose of the AMT and in other investments subject to federal income tax.
Distributions from this Fund may be subject to state and local taxes.
Municipal bonds purchased by the Fund must be rated by at least two NRSROs -
generally S&P and Moody's - in the highest rating category (AAA or AA by S&P or
Aaa or Aa by Moody's), or by one NRSRO if such obligations are rated by only one
NRSRO. Municipal notes or municipal commercial paper must be rated in the
highest rating category by at least two NRSROs, or where the note or paper is
rated only by one NRSRO, in the highest rating category by that NRSRO. If a
security is unrated, the Fund may invest in such security if INVESCO determines,
in an analysis similar to that performed by Moody's or S&P in rating similar
securities and issuers, that the security is comparable to that eligible for
investment by the Fund.
GUARANTEES -- The Fund may acquire a right to sell an obligation to another
party at a guaranteed price approximating par value, either on demand or at
specified intervals. The right to sell may form part of the obligation or be
acquired separately by the Fund. These rights may be referred to as demand
features, guarantees or puts, depending on their characteristics (collectively
referred to as "Guarantees"), and may involve letters of credit or other credit
support arrangements supplied by domestic or foreign banks supporting the other
party's ability to purchase the obligation from the Fund. The Fund will acquire
Guarantees solely to facilitate portfolio liquidity and does not intend to
exercise them for trading purposes. In considering whether an obligation meets
the Fund's quality standards, the Fund may look to the creditworthiness of the
party providing the right to sell or to the quality of the obligation itself.
The acquisition of a Guarantee will not affect the valuation of the underlying
obligation which will continue to be valued in accordance with the amortized
cost method of valuation.
TEMPORARY DEFENSIVE POSITION -- From time to time, on a temporary basis for
defensive purposes, the Fund may also hold 100 % of its assets in cash or invest
in taxable short term investments ("taxable investments"), including obligations
of the U.S. government, its agencies or instrumentalities; commercial paper
limited to obligations which are rated by at least two NRSROs - generally S&P
and Moody's - in the highest rating category (A-1 by S&P and P-1 by Moody's), or
by one NRSRO if such obligations are rated by only one NRSRO; certificates of
deposit of U.S. banks, including foreign branches of U.S. banks meeting the
criteria described in the discussion above in the "Investment Objectives and
Policies" of Treasurer's Money Market Reserve Fund; time deposits; and
repurchase agreements with respect to any of the foregoing with registered
broker-dealers, registered government securities dealers or banks.
OTHER POLICIES RELEVANT TO THE FUNDS
The Funds may enter into repurchase agreements and reverse repurchase
agreements. (See Appendix A to this SAI for a discussion of these agreements and
the risks involved with such transactions.) The Funds will enter into repurchase
agreements and reverse repurchase agreements only with (i) banks which have
total assets in excess of $4 billion and meet other criteria established by the
board of directors and (ii) with registered broker-dealers or registered
government securities dealers which have outstanding either commercial paper or
<PAGE>
other debt obligations rated in the highest rating category by at least two
NRSROs or by one NRSRO if such obligations are rated by only one NRSRO. INVESCO
will monitor the creditworthiness of such entities in accordance with procedures
adopted and monitored by the board of directors. The Funds will enter into
repurchase agreements whenever, in the opinion of INVESCO, such transactions
would be advantageous to the Funds. Repurchase agreements afford an opportunity
for the Funds to earn a return on temporarily available cash. The Funds will
enter into reverse repurchase agreements only for the purpose of obtaining funds
necessary for meeting redemption requests of shareholders. Interest earned by
the Funds on repurchase agreements would not be tax-exempt, and thus would
constitute taxable income.
ILLIQUID SECURITIES -- Securities which do not trade on stock exchanges or in
the over the counter market, or have restrictions on when and how they may be
sold, are generally considered to be "illiquid." An illiquid security is one
that a Fund may have difficulty -- or may even be legally precluded from --
selling at any particular time. A Fund may invest in illiquid securities,
including restricted securities and other investments which are not readily
marketable. A Fund will not purchase any such security if the purchase would
cause the Fund to invest more than 10% of its net assets, measured at the time
of purchase, in illiquid securities. Repurchase agreements maturing in more than
seven days are considered illiquid for purposes of this restriction.
The principal risk of investing in illiquid securities is that a Fund may be
unable to dispose of them at the time desired or at a reasonable price. In
addition, in order to resell a restricted security, a Fund might have to bear
the expense and incur the delays associated with registering the security with
the SEC and obtaining listing on a securities exchange or in the over the
counter market.
WHEN-ISSUED/DELAYED DELIVERY -- The Funds normally buy and sell securities on an
ordinary settlement basis. That means that the buy or sell order is sent, and a
Fund actually takes delivery or gives up physical possession of the security on
the "settlement date," which is three business days later. However, the Funds
also may purchase and sell securities on a when-issued or delayed delivery
basis.
When-issued or delayed delivery transactions occur when securities are purchased
or sold by a Fund and payment and delivery take place at an agreed-upon time in
the future. The Funds may engage in this practice in an effort to secure an
advantageous price and yield. However, the yield on a comparable security
available when delivery actually takes place may vary from the yield on the
security at the time the when-issued or delayed delivery transaction was entered
into. When a Fund engages in when-issued and delayed delivery transactions, it
relies on the seller or buyer to consummate the sale at the future date. If the
seller or buyer fails to act as promised, that failure may result in the Fund
missing the opportunity of obtaining a price or yield considered to be
advantageous. No payment or delivery is made by a Fund until it receives
delivery or payment from the other party to the transaction. However,
fluctuation in the value of the security from the time of commitment until
delivery could adversely affect a Fund.
DIVERSIFICATION -- The Company is a diversified investment company under the
Investment Company Act of 1940 ("the 1940 Act"). Except to the extent permitted
under Rule 2a-7 of the 1940 Act or any successor rule thereto, no more than 5%
of the value of each Fund's total assets can be invested in the securities of
any one issuer. This 5% issuer diversification restriction does not apply to
cash, cash items, or securities issued or guaranteed by the U.S. government.
<PAGE>
PORTFOLIO SECURITIES LOANS -- The Company, on behalf of each of the Funds, may
lend limited amounts of the Funds' portfolio securities (not to exceed 33 1/3%
of a Fund's total assets). Because there could be delays in recovery of loaned
securities or even a loss of rights in collateral should the borrower fail
financially, loans will be made only to firms deemed by INVESCO to be of good
standing and will not be made unless, in the judgment of INVESCO, the
consideration to be earned from such loans would justify the risk. INVESCO will
evaluate the creditworthiness of such borrowers in accordance with procedures
adopted and monitored by the board of directors. It is expected that the
Company, on behalf of the applicable Fund, will use the cash portions of loan
collateral to invest in short-term income producing securities for the Fund's
account and that the Company may share some of the income from these investments
with the borrower. See "Portfolio Securities Loans" at Appendix A to this SAI.
INVESTMENT RESTRICTIONS
The Funds operate under certain investment restrictions. For purposes of the
following restrictions, all percentage limitations apply immediately after a
purchase or initial investment. Any subsequent change in a particular percentage
resulting from fluctuations in value does not require elimination of any
security from a Fund.
The following restrictions are fundamental and may not be changed without prior
approval of a majority of the outstanding voting securities of a Fund, as
defined in the 1940 Act. Each Fund may not:
1. purchase the securities of any issuer (other than securities issued or
guaranteed by the U.S. government or any of its agencies or
instrumentalities, municipal securities or securities issued or guaranteed
by domestic banks, including U.S. branches of foreign banks and foreign
branches of U.S. banks) if, as a result, more than 25% of the Fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry;
2. except to the extent permitted under Rule 2a-7 of the 1940 Act, or any
successor rule thereto, purchase the securities of any issuer (other than
securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities, or securities of other investment companies)
if, as a result, (i) more than 5% of the Fund's total assets would be
invested in the securities of that issuer, or (ii) the Fund would hold more
than 10% of the outstanding voting securities of that issuer;
3. underwrite securities of other issuers, except insofar as it may be
deemed to be an underwriter under the Securities Act of 1933 (the "1933
Act"), as amended, in connection with the disposition of the Fund's
portfolio securities;
4. borrow money, except that the Fund may borrow money in an amount not
exceeding 33 1/3% of its total assets (including the amount borrowed) less
liabilities (other than borrowings);
<PAGE>
5. issue senior securities, except as permitted under the 1940 Act;
6. lend any security or make any loan if, as a result, more than 33 1/3% of
its total assets would be lent to other parties, but this limitation does
not apply to the purchase of debt securities or to repurchase agreements;
7. purchase or sell physical commodities; however, this policy shall not
prevent the Fund from purchasing and selling foreign currency, futures
contracts, options, forward contracts, swaps, caps, floors, collars and
other financial instruments; or
8. purchase or sell real estate unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
investing in securities or other instruments backed by real estate or
securities of companies engaged in the real estate business).
9. Each Fund may, notwithstanding any other fundamental investment policy
or limitation, invest all of its assets in the securities of a single
open-end management investment company managed by INVESCO or an affiliate
or a successor thereof, with substantially the same fundamental investment
objective, policies and limitations as the Fund.
In addition, each Fund has the following non-fundamental policies, which may be
changed without shareholder approval:
A. The Fund may not sell securities short (unless it owns or has the right
to obtain securities equivalent in kind and amount to the securities sold
short) or purchase securities on margin, except that (i) this policy does
not prevent the Fund from entering into short positions in foreign
currency, futures contracts, options, forward contracts, swaps, caps,
floors, collars and other financial instruments, (ii) the Fund may obtain
such short-term credits as are necessary for the clearance of
transactions, and (iii) the Fund may make margin payments in connection
with futures contracts, options, forward contracts, swaps, caps, floors,
collars and other financial instruments.
B. The Fund may borrow money only from a bank or from an open-end
management investment company managed by INVESCO or an affiliate or a
successor thereof for temporary or emergency purposes (not for leveraging
or investing) or by engaging in reverse repurchase agreements with any
party (reverse repurchase agreements will be treated as borrowings for
purposes of fundamental limitation (4)).
C. The Fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
<PAGE>
D. The Fund may invest in securities issued by other investment companies
to the extent that such investments are consistent with the Fund's
investment objective and policies and permissible under the 1940 Act.
E. With respect to fundamental limitation (1), domestic and foreign
banking will be considered to be different industries.
In addition, with respect to a Fund that may invest in municipal obligations,
the following non-fundamental policy applies, which may be changed without
shareholder approval:
Each state (including the District of Columbia and Puerto Rico), territory
and possession of the United States, each political subdivision, agency,
instrumentality and authority thereof, and each multi-state agency of
which a state is a member is a separate "issuer." When the assets and
revenues of an agency, authority, instrumentality or other political
subdivision are separate from the government creating the subdivision and
the security is backed only by assets and revenues of the subdivision,
such subdivision would be deemed to be the sole issuer. Similarly, in the
case of an Industrial Development Bond or Private Activity Bond, if that
bond is backed only by the assets and revenues of the non-governmental
user, then that non-governmental user would be deemed to be the sole
issuer.
Following is a chart outlining some of the limitations pursuant to
non-fundamental investment policies set by the board of directors. These
non-fundamental policies may be changed by the board of directors without
shareholder approval:
--------------------------------------------------------------------------------
TREASURER'S TREASURER'S
INVESTMENT MONEY MARKET RESERVE TAX-EXEMPT RESERVE
--------------------------------------------------------------------------------
DEBT SECURITIES
Corporate Debt No Limit
--------------------------------------------------------------------------------
U.S. Government No Limit Up to 20%, including
Obligations private activity bonds
and other taxable
instruments
--------------------------------------------------------------------------------
Municipal At least 80%
Obligations
--------------------------------------------------------------------------------
Private Activity Up to 20%, including
Bonds and U.S. government
taxable securities obligations
--------------------------------------------------------------------------------
TEMPORARY TAXABLE Up to 100% for
defensive purposes
--------------------------------------------------------------------------------
WHEN-ISSUED SECURITIES 10% Limit 10% Limit
--------------------------------------------------------------------------------
<PAGE>
MANAGEMENT OF THE FUNDS
THE INVESTMENT ADVISER
INVESCO, located at 7800 East Union Avenue, Denver, Colorado, is the Company's
investment adviser. INVESCO was founded in 1932 and serves as investment adviser
to:
INVESCO Advantage Series Funds, Inc.
INVESCO Bond Funds, Inc.
INVESCO Combination Stock & Bond Funds, Inc.
INVESCO International Funds, Inc.
INVESCO Money Market Funds, Inc.
INVESCO Sector Funds, Inc.
INVESCO Stock Funds, Inc.
INVESCO Treasurer's Series Funds, Inc.
INVESCO Variable Investment Funds, Inc.
As of August 31, 2000, INVESCO managed 46 mutual funds having combined assets of
$48.5 billion on behalf of more than 1,098,588 shareholders.
Prior to June 1, 1999, INVESCO Capital Management, Inc., a division of INVESCO,
Inc., ("ICM") was investment adviser to the Funds.
INVESCO is an indirect, wholly-owned subsidiary of AMVESCAP PLC, a publicly
traded holding company. Through its subsidiaries, AMVESCAP PLC engages in the
business of investment management on an international basis. AMVESCAP PLC is one
of the largest independent investment management businesses in the world with
approximately $389 billion in assets under management as of June 30, 2000.
AMVESCAP PLC's North American subsidiaries include:
INVESCO Retirement and Benefit Services, Inc. ("IRBS"), Atlanta, Georgia,
develops and provides domestic and international defined contribution
retirement plan services to plan sponsors, institutional retirement plan
sponsors, institutional plan providers and foreign governments.
INVESCO Retirement Plan Services ("IRPS"), Atlanta, Georgia, a division
of IRBS, provides recordkeeping and investment selection services to
defined contribution plan sponsors of plans with between $2 million and
$200 million in assets. Additionally, IRPS provides investment
consulting services to institutions seeking to provide retirement plan
products and services.
Institutional Trust Company, doing business as INVESCO Trust Company
("ITC"), Denver, Colorado, a division of IRBS, provides retirement
account custodian and/or trust services for individual retirement
accounts ("IRAs") and other retirement plan accounts. This includes
services such as recordkeeping, tax reporting and compliance. ITC acts
<PAGE>
as trustee or custodian to these plans. ITC accepts contributions and
provides complete transfer agency functions: correspondence,
sub-accounting, telephone communications and processing of
distributions.
INVESCO, Inc., Atlanta, Georgia, manages individualized investment
portfolios of equity, fixed-income and real estate securities for
institutional clients, including mutual funds and collective investment
entities. INVESCO, Inc. includes the following Divisions:
INVESCO Capital Management Division, Atlanta, Georgia, manages
institutional investment portfolios, consisting primarily of
discretionary employee benefit plans for corporations and state and
local governments, and endowment funds.
INVESCO Management & Research Division, Boston, Massachusetts, primarily
manages pension and endowment accounts.
PRIMCO Capital Management Division, Louisville, Kentucky, specializes in
managing stable return investments, principally on behalf of Section
401(k) retirement plans.
INVESCO Realty Advisors Division, Dallas, Texas, is responsible for
providing advisory services in the U.S. real estate markets for AMVESCAP
PLC's clients worldwide. Clients include corporate pension plans and
public pension funds as well as endowment and foundation accounts.
INVESCO (NY) Division, New York, is an investment adviser for separately
managed accounts, such as corporate and municipal pension plans,
Taft-Hartley Plans, insurance companies, charitable institutions and
private individuals. INVESCO NY further serves as investment adviser to
several closed-end investment companies, and as sub-adviser with respect
to certain commingled employee benefit trusts.
A I M Advisors, Inc., Houston, Texas, provides investment advisory and
administrative services for retail and institutional mutual funds.
A I M Capital Management, Inc., Houston, Texas, provides investment advisory
services to individuals, corporations, pension plans and other private
investment advisory accounts and also serves as a sub-adviser to certain
retail and institutional mutual funds, one Canadian mutual fund and one
portfolio of an open-end registered investment company that is offered to
separate accounts of insurance companies.
A I M Distributors, Inc. and Fund Management Company, Houston, Texas, are
registered broker-dealers that act as the principal underwriters for retail
and institutional mutual funds.
The corporate headquarters of AMVESCAP PLC are located at 11 Devonshire Square,
London, EC2M4YR, England.
<PAGE>
THE INVESTMENT ADVISORY AGREEMENT
INVESCO serves as investment adviser to the Funds under an investment advisory
agreement dated June 1, 1999 (the "Agreement") with the Company.
The Agreement requires that INVESCO manage the investment portfolio of each Fund
in a way that conforms with the Fund's investment policies. INVESCO may directly
manage a Fund itself, or may hire a sub-adviser, which may be an affiliate of
INVESCO, to do so. Specifically, INVESCO is responsible for:
o managing the investment and reinvestment of all the assets of the Funds,
and executing all purchases and sales of portfolio securities;
o maintaining a continuous investment program for the Funds, consistent with
(i) each Fund's investment policies as set forth in the Company's Articles
of Incorporation, Bylaws and Registration Statement, as from time to time
amended, under the 1940 Act, and in any prospectus and/or statement of
additional information of the Funds, as from time to time amended and in
use under the 1933 Act, and (ii) the Company's status as a regulated
investment company under the Internal Revenue Code of 1986, as amended;
o determining what securities are to be purchased or sold for the Funds,
unless otherwise directed by the directors of the Company, and executing
transactions accordingly;
o providing the Funds the benefit of all of the investment analysis and
research, the reviews of current economic conditions and trends, and the
consideration of a long-range investment policy now or hereafter generally
available to the investment advisory customers of the adviser or any
sub-adviser;
o determining what portion of each Fund's assets should be invested in the
various types of securities authorized for purchase by a Fund; and
o making recommendations as to the manner in which voting rights, rights to
consent to Fund action and any other rights pertaining to a Fund's
portfolio securities shall be exercised.
INVESCO also performs all of the following services for the Funds:
o administrative;
o internal accounting (including computation of net asset value);
o clerical and statistical;
o secretarial;
o all other services necessary or incidental to the administration of the
affairs of the Funds;
<PAGE>
o supplying the Company with officers, clerical staff and other employees;
o furnishing office space, facilities, equipment, and supplies; providing
personnel and facilities required to respond to inquiries related to
shareholder accounts;
o conducting periodic compliance reviews of the Funds' operations;
preparation and review of required documents, reports and filings by
INVESCO's in-house legal and accounting staff or in conjunction with
independent attorneys and accountants (including the prospectus, statement
of additional information, proxy statements, shareholder reports, tax
returns, reports to the SEC, and other corporate documents of the Funds);
o supplying basic telephone service and other utilities; and
o preparing and maintaining certain of the books and records required to be
prepared and maintained by the Funds under the 1940 Act.
Expenses not assumed by INVESCO (or ICM prior to June 1, 1999) are borne by the
Funds. As full compensation for its advisory services to the Company, INVESCO
receives a monthly fee from each Fund. The fee is calculated at the annual rate
of 0.25% of each Fund's average net assets.
During the fiscal year ended May 31, 2000, the Funds paid INVESCO advisory fees
in the dollar amounts shown below. During the period January 1, 1999 through May
31, 1999 and the fiscal years ended December 31, 1998 and 1997, the Funds paid
ICM advisory fees in the dollar amounts shown below.
Advisory
Fee Dollars
-----------
Treasurer's Money Market Reserve Fund
May 31, 2000 $980,636
May 31, 1999(1) 44,330
December 31, 1998 141,183
December 31, 1997 256,934
Treasurer's Tax-Exempt Reserve Fund
May 31, 2000 $140,537
May 31, 1999(1) 36,935
December 31, 1998 79,720
December 31, 1997 49,547
(1) For the period January 1, 1999 through May 31, 1999, the Funds' current
fiscal year end.
ADMINISTRATIVE SERVICES AGREEMENT
INVESCO, either directly or through affiliated companies, provides certain
administrative, sub-accounting, and recordkeeping services to the Funds pursuant
to an Administrative Services Agreement dated June 1, 2000 with the Company.
<PAGE>
The Administrative Services Agreement requires INVESCO to provide the following
services to the Funds:
o such sub-accounting and recordkeeping services and functions as are
reasonably necessary for the operation of the Funds; and
o such sub-accounting, recordkeeping, and administrative services and
functions, which may be provided by affiliates of INVESCO, as are
reasonably necessary for the operation of Fund shareholder accounts
maintained by certain retirement plans and employee benefit plans for the
benefit of participants in such plans.
INVESCO, pursuant to the terms of the Advisory Agreement, will not charge the
Funds any fees under this Administrative Services Agreement. However, this
commitment may be changed following consultation with the board of directors.
The Funds themselves paid no administrative services fees to INVESCO.
TRANSFER AGENCY AGREEMENT
INVESCO also performs transfer agent, dividend disbursing agent, and
registrar services for the Funds pursuant to a Transfer Agency Agreement dated
June 1, 2000 with the Company.
The Transfer Agency Agreement provides that INVESCO, pursuant to the terms of
the Advisory Agreement, will not charge the Funds any fees under this Transfer
Agency Agreement. However, this commitment may be changed following consultation
with the board of directors. The Funds themselves paid no transfer agency fees
to INVESCO.
DIRECTORS AND OFFICERS OF THE COMPANY
The overall direction and supervision of the Company come from the board of
directors. The board of directors is responsible for making sure that the Funds'
general investment policies and programs are carried out and that the Funds are
properly administered.
The board of directors has an audit committee comprised of four of the directors
who are not affiliated with INVESCO (the "Independent Directors"). The committee
meets quarterly with the Company's independent accountants and officers to
review accounting principles used by the Company, the adequacy of internal
controls, the responsibilities and fees of the independent accountants, and
other matters.
The Company has a management liaison committee which meets quarterly with
various management personnel of INVESCO in order to facilitate better
understanding of management and operations of the Company, and to review legal
and operational matters which have been assigned to the committee by the board
of directors, in furtherance of the board of directors' overall duty of
supervision.
The Company has a brokerage committee. The committee meets periodically to
review soft dollar and other brokerage transactions by the Funds, and to review
policies and procedures of INVESCO with respect to brokerage transactions. It
reports on these matters to the Company's board of directors.
<PAGE>
The Company has a derivatives committee. The committee meets periodically to
review derivative investments made by the Funds. It monitors derivative usage by
the Funds and the procedures utilized by INVESCO to ensure that the use of such
instruments follows the policies on such instruments adopted by the Company's
board of directors. It reports on these matters to the Company's board of
directors.
The Company has a legal committee, an insurance committee and a compensation
committee. These committees meet when necessary to review legal, insurance and
compensation matters of importance to the directors of the Company.
The Company has a nominating committee. The committee meets periodically to
review and nominate candidates for positions as independent directors to fill
vacancies on the board of directors.
The officers of the Company, all of whom are officers and employees of INVESCO,
are responsible for the day-to-day administration of the Company and the Funds.
The officers of the Company receive no direct compensation from the Company or
the Funds for their services as officers. INVESCO has the primary responsibility
for making investment decisions on behalf of the Funds. These investment
decisions are reviewed by the investment committee of INVESCO.
All of the officers and directors of the Company hold comparable positions with
the following funds, which, with the Company, are collectively referred to as
the "INVESCO Funds":
INVESCO Advantage Series Funds, Inc.
INVESCO Bond Funds, Inc.
INVESCO Combination Stock & Bond Funds, Inc.
INVESCO International Funds, Inc.
INVESCO Money Market Funds, Inc.
INVESCO Sector Funds, Inc.
INVESCO Stock Funds, Inc.
INVESCO Treasurer's Series Funds, Inc.
INVESCO Variable Investment Funds, Inc.
The table below provides information about each of the Company's directors and
officers. Their affiliations represent their principal occupations.
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Mark H. Williamson(2)(3)(10) President, Chief President, Chief Executive
7800 E. Union Avenue Executive Officer Officer and Chairman of
Denver, Colorado and Chairman of the the Board of INVESCO Funds
Age: 49 Board Group, Inc.; President,
Chief Executive Officer
and Chairman of the Board
of INVESCO Distributors,
Inc.; President, Chief
Operating Officer and
Chairman of the Board
of INVESCO Global
Health Sciences Fund;
formerly, Chairman and
Chief Executive Officer
of NationsBanc Advisors,
Inc.; formerly, Chairman
of NationsBanc
Investments, Inc.
Fred A. Deering(1)(2)(7)(8) Vice Chairman of the Trustee of INVESCO Global
Security Life Center Board Health Sciences Fund;
1290 Broadway formerly, Chairman of the
Denver, Colorado Executive Committee and
Age: 72 Chairman of the Board of
Security Life of Denver
Insurance Company;
Director of ING American
Holdings Company and First
ING Life Insurance
Company of New York.
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Victor L. Andrews, Director Professor Emeritus,
Ph.D.(4)(6)(10) Chairman Emeritus and
34 Seawatch Drive Chairman of the CFO
Savannah, Georgia Roundtable of the
Age: 70 Deparment of Finance of
Georgia State University;
President, Andrews
Financial Associates,
Inc. (consulting firm);
Director of The Sheffield
Funds, Inc.; formerly,
member of the faculties of
the Harvard Business
School and the Sloan
School of Management of
MIT.
Bob R. Baker(2)(4)(5)(9) Director Consultant (since 2000);
37 Castle Pines Dr. formerly, President and
North Castle Rock, Colorado Chief Executive Officer
Age: 64 (1989 to 2000) of AMC
Cancer Research Center,
Denver, Colorado; until
mid-December 1988, Vice
Chairman of the Board of
First Columbia Financial
Corporation, Englewood,
Colorado; formerly,
Chairman of the Board and
Chief Executive Officer of
First Columbia Financial
Corporation.
Charles W. Brady(3) Director Chief Executive Officer
1315 Peachtree St., N.E. and Chairman of AMVESCAP
Atlanta, Georgia PLC, London, England and
Age: 65 various subsidiaries of
AMVESCAP PLC; Trustee of
INVESCO Global Health
Sciences Fund.
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Lawrence H. Budner(1)(5)(10) Director Trust Consultant; prior
7608 Glen Albens Circle to June 30, 1987, Senior
Dallas, Texas Vice President and Senior
Age: 70 Trust Officer of
InterFirst Bank, Dallas,
Texas.
James T. Bunch(4)(5)(9) Director Principal and Founder of
3600 Republic Plaza Green Manning & Bunch
370 Seventeenth Street Ltd., Denver, Colorado,
Denver, Colorado since August 1988;
Age: 57 Director and Secretary of
Green Manning & Bunch
Securities, Inc., Denver,
Colorado, since September
1993; Vice President and
Director of Western Golf
Association and Evans
Scholars Foundation;
formerly, General Counsel
and Director of Boettcher
& Co., Denver, Colorado;
formerly, Chairman and
Managing Partner of
Davis Graham & Stubbs,
Denver, Colorado.
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Wendy L. Gramm, Director Self-employed (since
Ph.D.(4)(6)(9) 1993); Distinguished
3401 N. Fairfax Senior Fellow and
Arlington, VA Director, Regulatory
Age: 55 Studies Program, Mercatus
Center George Mason
University, VA; formerly,
Chairman, Commodity
Futures Trading
Commission; Administrator
for Information and
Regulatory Affairs at the
Office of Management and
Budget; Also, Director of
Enron Corporation, IBP,
Inc., State Farm Insurance
Company, International
Republic Institute, and
the Texas Public Policy
Foun dation; formerly,
Director of the Chicago
Mercantile Exchange (1994
to 1999), Kinetic
Concepts, Inc. (1996 to
1997), and the Independent
Women's Forum (1994 to
1999).
Richard W. Healey(3) Director Director and Senior Vice
7800 E. Union Avenue President of INVESCO Funds
Denver, Colorado Group, Inc.; Director and
Age: 46 Senior Vice President of
INVESCO Distributors,
Inc.; formerly, Senior
Vice President of GT
Global-North America
(1996 to 1998) and The
Boston Company (1993 to
1996).
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Gerald J. Lewis(1)(6)(7) Director Chairman of Lawsuit
701 "B" Street Resolution Services, San
Suite 2100 Diego, California since
San Diego, California 1987; Director of General
Age: 67 Chemical Group, Inc.,
Hampdon, New Hampshire,
since 1996; formerly,
Associate Justice of the
California Court of
Appeals; Director of
Wheelabrator Technologies,
Inc., Fisher Scientific,
Inc., Henley
Manufacturing, Inc., and
California Coastal
Properties, Inc.; Of
Counsel,
Latham & Watkins, San
Diego, California (1987
to 1997).
John W. McIntyre(1)(2)(5)(7) Director Retired. Formerly, Vice
7 Piedmont Center Chairman of the Board of
Suite 100 Directors of The Citizens
Atlanta, Georgia and Southern Corporation
Age: 70 and Chairman of the Board
and Chief Executive
Officer of The Citizens
and Southern Georgia Corp.
and The Citizens and
Southern National Bank;
Trustee of INVESCO Global
Health Sciences Fund,
Gables Residential Trust,
Employee's Retirement
System of GA, Emory
University, and J.M. Tull
Charitable Foundation;
Director of Kaiser
Foundation Health Plans of
Georgia, Inc.
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Larry Soll, Director Retired. Formerly,
Ph.D.(4)(6)(9)(10) Chairman of the Board
345 Poorman Road (1987 to 1994), Chief
Boulder, Colorado Executive Officer 1982 to
Age: 58 1989 and 1993 to 1994)
and President (1982 to
1989) of Synergen Inc.;
Director of Synergen since
incorporation in 1982;
Director of Isis
Pharmaceuticals, Inc.;
Trustee of INVESCO Global
Health Sciences Fund.
Glen A. Payne Secretary Senior Vice President,
7800 E. Union Avenue General Counsel and
Denver, Colorado Secretary of INVESCO Funds
Age: 53 Group, Inc.; Senior Vice
President, Secretary and
General Counsel of INVESCO
Distributors, Inc.;
Secretary of INVESCO
Global Health Sciences
Fund; formerly, General
Counsel of INVESCO
Trust Company (1989 to
to 1998) and employee of
a U.S. regulatory
agency, Washington, D.C.
(1973 to 1989).
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Ronald L. Grooms Chief Accounting Senior Vice President,
7800 E. Union Avenue Officer, Chief Finan- Treasurer and Director
Denver, Colorado cial Officer and of INVESCO Funds Group,
Age: 53 Treasurer Inc.; Senior Vice
President, Treasurer and
Director of INVESCO
Distributors, Inc.;
Treasurer and Principal
Financial and Accounting
Officer of INVESCO Global
Health Sciences Fund;
formerly, Senior Vice
President and Treasurer
of INVESCO Trust Company
(1988 to 1998).
William J. Galvin, Jr. Assistant Secretary Senior Vice President and
7800 E. Union Avenue Assistant Secretary of
Denver, Colorado INVESCO Funds Group, Inc.;
Age: 43 Senior Vice President and
Assistant Secretary of
INVESCO Distributors,
Inc.; formerly, Trust
Officer of INVESCO Trust
Company (1995 to 1998).
Pamela J. Piro Assistant Treasurer Vice President and
7800 E. Union Avenue Assistant Treasurer of
Denver, Colorado INVESCO Funds Group, Inc.;
Age: 40 Assistant Treasurer of
INVESCO Distributors,
Inc.; formerly, Assistant
Vice President (1996 to
1997), Director -
Portfolio Accounting (1994
to 1996), Portfolio
Accounting Manager (1993
to 1994) and Assistant
Accounting Manager (1990
to 1993).
<PAGE>
Position(s) Held Principal Occupation(s)
Name, Address, and Age With Company During Past Five Years
Alan I. Watson Assistant Secretary Vice President of INVESCO
7800 E. Union Avenue Funds Group, Inc.;
Denver, Colorado formerly, Trust Officer of
Age: 58 INVESCO Trust Company.
Judy P. Wiese Assistant Secretary Vice President and
7800 E. Union Avenue Assistant Secretary of
Denver, Colorado INVESCO Funds Group,
Age: 52 Inc.; Assistant
Secretary of INVESCO
Distributors, Inc.;
formerly, Trust Officer
of INVESCO Trust Company.
(1) Member of the audit committee of the Company.
(2) Member of the executive committee of the Company. On occasion, the
executive committee acts upon the current and ordinary business of the Company
between meetings of the board of directors. Except for certain powers which,
under applicable law, may only be exercised by the full board of directors, the
executive committee may exercise all powers and authority of the board of
directors in the management of the business of the Company. All decisions are
subsequently submitted for ratification by the board of directors.
(3) These directors are "interested persons" of the Company as defined in the
1940 Act.
(4) Member of the management liaison committee of the Company.
(5) Member of the brokerage committee of the Company.
(6) Member of the derivatives committee of the Company.
(7) Member of the legal committee of the Company.
(8) Member of the insurance committee of the Company.
(9) Member of the nominating committee of the Company.
(10) Member of the compensation committee of the Company.
The following table shows the compensation paid by the Company to its
Independent Directors for services rendered in their capacities as directors of
the Company; the benefits accrued as Company expenses with respect to the
<PAGE>
Defined Benefit Deferred Compensation Plan discussed below; and the estimated
annual benefits to be received by these directors upon retirement as a result of
their service to the Company, all for the fiscal year ended May 31, 2000.
In addition, the table sets forth the total compensation paid by all of the
INVESCO Funds and INVESCO Global Health Sciences Fund (collectively, the
"INVESCO Complex") to these directors or trustees for services rendered in their
capacities as directors or trustees during the year ended December 31, 1999. As
of December 31, 1999, there were 46 funds in the INVESCO Complex.
--------------------------------------------------------------------------------
Name of Person Aggregate Benefits Estimated Total Compensa-
and Position Compensation Accrued As Annual tion From
From Part of Benefits INVESCO Complex
Company(1) Company Upon Paid To
Expenses(2) Retirement(3) Directors(7)
--------------------------------------------------------------------------------
Fred A. Deering, $2,466 $566 $276 $107,050
Vice Chairman of
the Board
--------------------------------------------------------------------------------
Victor L. Andrews 2,424 542 320 84,700
--------------------------------------------------------------------------------
Bob R. Baker 2,435 484 428 82,850
--------------------------------------------------------------------------------
Lawrence H. Budner 2,415 542 320 82,850
--------------------------------------------------------------------------------
James T. Bunch(4) 1,250 0 0 0
--------------------------------------------------------------------------------
Daniel D. Chabris(5) 0 540 263 34,000
--------------------------------------------------------------------------------
Wendy L. Gramm 2,398 0 0 81,350
--------------------------------------------------------------------------------
Kenneth T. King(5) 1,154 572 263 85,850
--------------------------------------------------------------------------------
Gerald J. Lewis(4) 1,271 0 0 0
--------------------------------------------------------------------------------
John W. McIntyre 2,471 149 320 108,700
--------------------------------------------------------------------------------
Larry Soll 2,405 0 0 100,900
--------------------------------------------------------------------------------
Total $20,689 $3,395 $2,190 $768,250
--------------------------------------------------------------------------------
% of Net Assets 0.0016%(6) 0.0003%(6) 0.0024%(7)
-------------------------------------------------------------------------------
(1) The vice chairman of the board, the chairs of the Funds' committees who
are Independent Directors, and the members of the Funds' committees who are
Independent Directors each receive compensation for serving in such capacities
in addition to the compensation paid to all Independent Directors.
<PAGE>
(2) Represents estimated benefits accrued with respect to the Defined Benefit
Deferred Compensation Plan discussed below, and not compensation deferred at the
election of the directors.
(3) These amounts represent the Company's share of the estimated annual
benefits payable by the INVESCO Funds upon the directors' retirement, calculated
using the current method of allocating director compensation among the INVESCO
Funds. These estimated benefits assume retirement at age 72. With the exception
of Drs. Soll and Gramm and Messrs. Bunch and Lewis, each of these directors has
served as a director of one or more of the funds in the INVESCO Funds for the
minimum five-year period required to be eligible to participate in the Defined
Benefit Deferred Compensation Plan. Mr. McIntyre became eligible to participate
in the Defined Benefit Deferred Compensation Plan as of November 1, 1998, and
was not included in the calculation of retirement benefits until November 1,
1999.
(4) Messrs. Bunch and Lewis became directors of the Company on January 1,
2000.
(5) Mr. Chabris retired as a director of the Company on September 30, 1998.
Mr. King retired as a director of the Company on December 31, 1999.
(6) Total as a percentage of the Company's net assets as of May 31, 2000.
(7) Total as a percentage of the net assets of the INVESCO Complex as of
December 31, 1999.
Messrs. Brady, Healey and Williamson, as "interested persons" of the Company and
the other INVESCO Funds, receive compensation as officers or employees of
INVESCO or its affiliated companies, and do not receive any director's fees or
other compensation from the Company or the other funds in the INVESCO Funds for
their service as directors.
The boards of directors of the mutual funds in the INVESCO Funds have adopted a
Defined Benefit Deferred Compensation Plan (the "Plan") for the Independent
Directors of the funds. Under this Plan, each director who is not an interested
person of the funds (as defined in Section 2(a)(19) of the 1940 Act) and who has
served for at least five years (a "Qualified Director") is entitled to receive,
if the Qualified Director retires upon reaching age 72 (or the retirement age of
73 or 74, if the retirement date is extended by the boards for one or two years,
but less than three years), payment of a basic benefit for one year (the "First
Year Retirement Benefit"). Commencing with any such director's second year of
retirement, commencing with the first year of retirement of any Qualified
Director whose retirement has been extended by the boards for three years, and
commencing with attainment of age 72 by a Qualified Director who voluntarily
retired prior to reaching age 72, a Qualified Director shall receive quarterly
payments at an annual rate equal to 50% of the First Year Retirement Benefit.
These payments will continue for the remainder of the Qualified Director's life
or ten years, whichever is longer (the "Reduced Benefit Payments"). If a
Qualified Director dies or becomes disabled after age 72 and before age 74 while
still a director of the funds, the First Year Retirement Benefit and Reduced
Benefit Payments will be made to him/ her or to his/her beneficiary or estate.
If a Qualified Director becomes disabled or dies either prior to age 72 or
during his/her 74th year while still a director of the funds, the director will
<PAGE>
not be entitled to receive the First Year Retirement Benefit; however, the
Reduced Benefit Payments will be made to him/her or to his/her beneficiary or
estate. The Plan is administered by a committee of three directors who are also
participants in the Plan and one director who is not a Plan participant. The
cost of the Plan will be allocated among the INVESCO Funds in a manner
determined to be fair and equitable by the committee. The Company began making
payments under the Plan to Mr. Chabris as of October 1, 1998 and to Mr. King as
of January 1, 2000. The Company has no stock options or other pension or
retirement plans for management or other personnel and pays no salary or
compensation to any of its officers. A similar plan has been adopted by INVESCO
Global Health Sciences Fund's board of trustees. All trustees of INVESCO Global
Health Sciences Fund are also directors of the INVESCO Funds.
The Independent Directors have contributed to a deferred compensation plan,
pursuant to which they have deferred receipt of a portion of the compensation
which they would otherwise have been paid as directors of certain of the INVESCO
Funds. Certain of the deferred amounts have been invested in the shares of all
INVESCO Funds, except Funds offered by INVESCO Variable Investment Funds, Inc.,
in which the directors are legally precluded from investing. Each Independent
Director may, therefore, be deemed to have an indirect interest in shares of
each such INVESCO Fund, in addition to any INVESCO Fund shares the Independent
Directors may own either directly or beneficially. Each of the Independent
Directors has agreed to invest a minimum of $100,000 of his or her own resources
in shares of the INVESCO Funds. Compensation contributed to a deferred
compensation plan may constitute all or a portion of this $100,000 commitment.
CONTROL PERSONS AND PRINCIPAL SHAREHOLDERS
As of August 31, 2000, the following persons owned more than 5% of the
outstanding shares of the Funds indicated below. This level of share ownership
is considered to be a "principal shareholder" relationship with a Fund under the
1940 Act. Shares that are owned "of record" are held in the name of the person
indicated. Shares that are owned "beneficially" are held in another name, but
the owner has the full economic benefit of ownership of those shares:
Treasurer's Money Market Reserve Fund
--------------------------------------------------------------------------------
Name and Address Basis of Ownership Percentage Owned
(Record/Beneficial)
================================================================================
None
--------------------------------------------------------------------------------
<PAGE>
Treasurer's Tax-Exempt Reserve Fund
--------------------------------------------------------------------------------
Name and Address Basis of Ownership Percentage Owned
(Record/Beneficial)
================================================================================
Realan Capital Corporation Record 9.83%
1201 W. Peachtree St.
Suite 5000
Atlanta, GA 30309-3467
--------------------------------------------------------------------------------
Fuqua Family Fund LP Record 7.54%
Attn John Wright
Suite 5000
1201 W. Peachtree St., N.E.
Atlanta, GA 30309-3467
--------------------------------------------------------------------------------
Alice H. Richards Beneficial 6.44%
P. O. Box 400
Carrollton, GA 30117-0400
--------------------------------------------------------------------------------
Stephen A. Dana Beneficial 5.76%
P.O. Box 38
Wayne, PA 19087-0038
--------------------------------------------------------------------------------
As of September 8, 2000, officers and directors of the Company, as a group,
beneficially owned less than 2% of any Fund's outstanding shares.
DISTRIBUTOR
INVESCO Distributors, Inc. ("IDI"), a wholly-owned subsidiary of INVESCO, is the
distributor of the Funds.
OTHER SERVICE PROVIDERS
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP, 1670 Broadway, Suite 1000, Denver, Colorado, are the
independent accountants of the Company. The independent accountants are
responsible for auditing the financial statements of the Funds.
CUSTODIAN
State Street Bank and Trust Company, P.O. Box 351, Boston, Massachusetts, is the
custodian of the cash and investment securities of the Company. The custodian is
also responsible for, among other things, receipt and delivery of each Fund's
investment securities in accordance with procedures and conditions specified in
the custody agreement with the Company. The custodian is authorized to establish
separate accounts in foreign countries and to cause foreign securities owned by
the Funds to be held outside the United States in branches of U.S. banks and, to
the extent permitted by applicable regulations, in certain foreign banks and
securities depositories.
<PAGE>
TRANSFER AGENT
INVESCO, 7800 E. Union Avenue, Denver, Colorado, is the Company's transfer
agent, registrar, and dividend disbursing agent. Services provided by INVESCO
include the issuance, cancellation and transfer of shares of the Funds, and the
maintenance of records regarding the ownership of such shares.
LEGAL COUNSEL
The firm of Kirkpatrick & Lockhart LLP, 1800 Massachusetts Avenue, N.W., 2nd
Floor, Washington, D.C., is legal counsel for the Company. The firm of Moye,
Giles, O'Keefe, Vermeire & Gorrell LLP, 1225 17th Street, Suite 2900, Denver,
Colorado, acts as special counsel to the Company.
BROKERAGE ALLOCATION AND OTHER PRACTICES
As the investment adviser to the Funds, INVESCO places orders for the purchase
and sale of securities with broker-dealers based upon an evaluation of the
financial responsibility of the broker-dealers and the ability of the
broker-dealers to effect transactions at the best available prices.
Consistent with the standard of seeking to obtain favorable execution on
portfolio transactions, INVESCO may select brokers that provide research
services to INVESCO and the Company, as well as other INVESCO mutual funds and
other accounts managed by INVESCO. Research services include statistical and
analytical reports relating to issuers, industries, securities and economic
factors and trends, which may be of assistance or value to INVESCO in making
informed investment decisions. Research services prepared and furnished by
brokers through which a Fund effects securities transactions may be used by
INVESCO in servicing all of its accounts and not all such services may be used
by INVESCO in connection with a particular Fund. Conversely, a Fund receives
benefits of research acquired through the brokerage transactions of other
clients of INVESCO.
Because the securities that the Funds invest in are generally traded on a
principal basis, it is unusual for a Fund to pay any brokerage commissions. The
Funds paid no brokerage commissions for the fiscal year ended May 31, 2000, for
the period January 1, 1999 through May 31, 1999 and for the fiscal years ended
December 31, 1998 and 1997. For the fiscal year ended May 31, 2000, brokers
providing research services received $0 in commissions on portfolio transactions
effected for the Funds. The aggregate dollar amount of such portfolio
transactions was $0. Commissions totaling $0 were allocated to certain brokers
in recognition of their sales of shares of the Funds on portfolio transactions
of the Funds effected during the fiscal year ended May 31, 2000.
<PAGE>
At May 31, 2000, each Fund held debt securities of its regular brokers or
dealers, or their parents, as follows:
--------------------------------------------------------------------------------
Fund Broker or Dealer Value of Securities
at May 31, 2000
================================================================================
Treasurer's Money Market Reserve None $0
--------------------------------------------------------------------------------
Treasurer's Tax-Exempt Reserve None $0
-------------------------------------------------------------------------------
Neither INVESCO nor any affiliate of INVESCO receives any brokerage commissions
on portfolio transactions effected on behalf of the Funds, and there is no
affiliation between INVESCO or any person affiliated with INVESCO or the Funds
and any broker or dealer that executes transactions for the Funds.
CAPITAL STOCK
The Company is authorized to issue up to ten billion shares of common stock with
a par value of $0.01 per share. As of August 31, 2000, the following shares of
each Fund were outstanding:
Treasurer's Money Market Reserve Fund 1,451,641,896
Treasurer's Tax-Exempt Reserve Fund 58,418,159
All shares of each Fund are of one class with equal rights as to voting,
dividends and liquidation. All shares issued and outstanding are, and all shares
offered hereby when issued will be, fully paid and nonassessable. The board of
directors has the authority to designate additional classes of common stock
without seeking the approval of shareholders and may classify and reclassify any
authorized but unissued shares.
Shares have no preemptive rights and are freely transferable on the books of
each Fund.
All shares of the Company have equal voting rights based on one vote for each
share owned. The Company is not generally required and does not expect to hold
regular annual meetings of shareholders. However, when requested to do so in
writing by the holders of 10% or more of the outstanding shares of the Company
or as may be required by applicable law or the Company's Articles of
Incorporation, the board of directors will call special meetings of
shareholders.
Directors may be removed by action of the holders of a majority of the
outstanding shares of the Company. The Funds will assist shareholders in
communicating with other shareholders as required by the 1940 Act.
Fund shares have noncumulative voting rights, which means that the holders of a
majority of the shares of the Company voting for the election of directors of
the Company can elect 100% of the directors if they choose to do so. If that
occurs, the holders of the remaining shares voting for the election of directors
will not be able to elect any person or persons to the board of directors.
<PAGE>
Directors may be removed by action of the holders of a majority of the
outstanding shares of the Company.
TAX CONSEQUENCES OF OWNING SHARES OF A FUND
Each Fund intends to continue to conduct its business and satisfy the applicable
diversification of assets, distribution and source of income requirements to
qualify as a regulated investment company under Subchapter M of the Internal
Revenue Code of 1986, as amended. Each Fund qualified as a regulated investment
company and intends to continue to qualify during its current fiscal year. It is
the policy of each Fund to distribute all investment company taxable income. As
a result of this policy and the Funds' qualifications as regulated investment
companies, it is anticipated that neither of the Funds will pay federal income
or excise taxes and that the Funds will be accorded conduit or "pass through"
treatment for federal income tax purposes. Therefore, any taxes that a Fund
would ordinarily owe are paid by its shareholders on a pro-rata basis. If a Fund
does not distribute all of its net investment income, it will be subject to
income and excise taxes on the amount that is not distributed. If a Fund does
not qualify as a regulated investment company, it will be subject to corporate
tax on its net investment income at the corporate tax rates.
Treasurer's Tax-Exempt Reserve Fund intends to qualify to pay "exempt-interest
dividends" to its shareholders. The Fund will qualify if at least 50% of its
total assets are invested in municipal securities at the end of each quarter of
the Fund's fiscal year. The exempt-interest portion of the monthly income
dividend may be based on the ratio of that Fund's tax-exempt income to taxable
income for the entire fiscal year. The ratio is calculated and reported to
shareholders at the end of each fiscal year of the Fund. The tax-exempt portion
of any particular dividend may be based on the tax-exempt portion of all
distributions for the year, rather than on the tax-exempt portion of that
particular dividend. A corporation includes exempt-interest dividends in
calculating its alternative minimum taxable income in situations where the
adjusted current earnings of the corporation exceed its alternative minimum
taxable income.
Entities or persons who are "substantial users" (or persons related to
"substantial users") of facilities financed by private activity bonds or
industrial development bonds should consult their tax advisers before purchasing
shares of Treasurer's Tax-Exempt Reserve Fund because, for users of certain of
these facilities, the interest on such bonds is not exempt from federal income
tax. For these purposes, the term "substantial user" is defined generally to
include a "non-exempt person" who regularly uses in trade or business a part of
a facility financed from the proceeds of such bonds.
The Funds' investment objectives and policies, including their policy of
attempting to maintain a net asset value of $1.00 per share, make it unlikely
that any capital gains will be paid to investors. However, each Fund cannot
guarantee that such a net asset value will be maintained. Accordingly, a
shareholder may realize a capital gain or loss upon redemption of shares of a
Fund. Capital gain or loss on shares held for one year or less is classified as
short-term capital gain or loss while capital gain or loss on shares held for
more than one year is classified as long-term capital gain or loss. Any loss
realized on the redemption of fund shares held for six months or less is
nondeductible to the extent of any exempt-interest dividends paid with respect
to such shares. Each Fund will be subject to a nondeductible 4% 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 its net capital gains for the
one-year period ending on October 31 of that year, plus certain other amounts.
<PAGE>
You should consult your own tax adviser regarding specific questions as to
federal, state and local taxes. Dividends will generally be subject to
applicable state and local taxes. Qualification as a regulated investment
company under the Internal Revenue Code of 1986, as amended, for income tax
purposes does not entail government supervision of management or investment
policies.
PERFORMANCE
To keep shareholders and potential investors informed, INVESCO will occasionally
advertise the Funds' total returns for one-, five-, and ten-year periods (or
since inception).
Cumulative total return shows the actual rate of return on an investment
for the period cited; average annual total return represents the average annual
percentage change in the value of an investment. Both cumulative and average
annual total returns tend to "smooth out" fluctuations in a Fund's investment
results, because they do not show the interim variations in performance over the
periods cited.
We may also advertise a Fund's "current yield" and "effective yield." Both yield
figures are based on historical earnings and are not intended to indicate future
performance. The "current yield" of a Fund refers to the income generated by an
investment in the Fund over a seven-day period (which period will be stated in
the advertisement). This income is then "annualized." That is, the amount of
income generated by the investment during that week is assumed to be generated
each week over a 52-week period and is shown as a percentage of the investment.
The "effective yield" is calculated similarly but, when annualized, the income
earned by an investment in the Fund is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because of the
compounding effect of this assumed reinvestment. For the seven days ended May
31, 2000, Treasurer's Money Market Reserve Fund's current and effective yields
were 6.35% and 6.55%, respectively; Treasurer's Tax-Exempt Reserve Fund's
current and effective yields were 4.06% and 4.15%, respectively.
More information about the Funds' recent and historical performance is contained
in the Company's Annual Report to Shareholders. You can get a free copy by
calling or writing to INVESCO using the telephone number or address on the back
cover of the Funds' Prospectus.
When we quote mutual fund rankings published by Lipper Inc., we may compare a
Fund to others in its appropriate Lipper category, as well as the broad-based
Lipper general fund groupings. These rankings allow you to compare a Fund to its
peers. Other independent financial media also produce performance- or
service-related comparisons, which you may see in our promotional materials.
Performance figures are based on historical earnings and are not intended to
suggest future performance.
<PAGE>
Average annual total return performance for the one-, five-, and ten-year
periods ended May 31, 2000 was:
Name of Fund 1 Year 5 Years 10 Years
------------ ------ ------- --------
Treasurer's Money Market Reserve Fund 5.55% 5.43% 5.10%
Treasurer's Tax-Exempt Reserve Fund 3.58% 3.54% 3.54%
Average annual total return performance for each of the periods indicated was
computed by finding the average annual compounded rates of return that would
equate the initial amount invested to the ending redeemable value, according to
the following formula:
P[(1 + T)exponential n]=ERV
where: P = a hypothetical initial payment of $10,000
T = average annual total return
n = number of years
ERV = ending redeemable value of initial
payment
The average annual total return performance figures shown above were determined
by solving the above formula for "T" for each time period indicated.
In conjunction with performance reports, comparative data between a Fund's
performance for a given period and other types of investment vehicles, including
certificates of deposit, may be provided to prospective investors and
shareholders.
In conjunction with performance reports and/or analyses of shareholder services
for a Fund, comparative data between that Fund's performance for a given period
and recognized indices of investment results for the same period, and/or
assessments of the quality of shareholder service, may be provided to
shareholders. Such indices include indices provided by Dow Jones & Company, S&P,
Lipper Inc., Lehman Brothers, National Association of Securities Dealers
Automated Quotations, Frank Russell Company, Value Line Investment Survey, the
American Stock Exchange, Morgan Stanley Capital International, Wilshire
Associates, the Financial Times Stock Exchange, the New York Stock Exchange, the
Nikkei Stock Average and Deutcher Aktienindex, all of which are unmanaged market
indicators. In addition, rankings, ratings, and comparisons of investment
performance and/or assessments of the quality of shareholder service made by
independent sources may be used in advertisements, sales literature or
shareholder reports, including reprints of, or selections from, editorials or
articles about the Fund. These sources utilize information compiled (i)
internally; (ii) by Lipper Inc.; or (iii) by other recognized analytical
services. The Lipper Inc. mutual fund rankings and comparisons which may be used
by the Fund in performance reports will be drawn from the following mutual fund
groupings, in addition to the broad-based Lipper general fund groupings:
<PAGE>
Lipper Mutual
Fund Fund Category
---- -------------
Treasurer's Money Market Reserve Fund Money Market Funds
Treasurer's Tax-Exempt Reserve Fund Tax-Exempt Funds
Sources for Fund performance information and articles about the Funds include,
but are not limited to, the following:
AMERICAN ASSOCIATION OF INDIVIDUAL INVESTORS' JOURNAL
BANXQUOTE
BARRON'S
BUSINESS WEEK
CDA INVESTMENT TECHNOLOGIES
CNBC
CNN
CONSUMER DIGEST
FINANCIAL TIMES
FINANCIAL WORLD
FORBES
FORTUNE
IBBOTSON ASSOCIATES, INC.
INSTITUTIONAL INVESTOR
INVESTMENT COMPANY DATA, INC.
INVESTOR'S BUSINESS DAILY
KIPLINGER'S PERSONAL FINANCE
LIPPER INC.'S MUTUAL FUND PERFORMANCE ANALYSIS
MONEY
MORNINGSTAR
MUTUAL FUND FORECASTER
NO-LOAD ANALYST
NO-LOAD FUND X
PERSONAL INVESTOR
SMART MONEY
THE NEW YORK TIMES
THE NO-LOAD FUND INVESTOR
U.S. NEWS AND WORLD REPORT
UNITED MUTUAL FUND SELECTOR
USA TODAY
THE WALL STREET JOURNAL
WIESENBERGER INVESTMENT COMPANIES SERVICES
WORKING WOMAN
WORTH
<PAGE>
CODE OF ETHICS
INVESCO permits investment and other personnel to purchase and sell securities
for their own accounts, subject to a compliance policy governing personal
investing. This policy requires INVESCO's personnel to conduct their personal
investment activities in a manner that INVESCO believes is not detrimental to
the Fund or INVESCO's other advisory clients. The Code of Ethics is on file
with, and may be obtained from, the Commission.
FINANCIAL STATEMENTS
The financial statements for the Funds for the fiscal year ended May 31, 2000
are incorporated herein by reference from INVESCO Treasurer's Series Funds,
Inc.'s Annual Report to Shareholders dated May 31, 2000.
<PAGE>
APPENDIX A
Some of the terms used in the Statement of Additional Information are
described below.
BANK OBLIGATIONS include certificates of deposit which are negotiable
certificates evidencing the indebtedness of a commercial bank to repay funds
deposited with it for a definite period of time (usually from 14 days to one
year) at a stated interest rate.
BANKERS' ACCEPTANCES are credit instruments evidencing the obligation of a
bank to pay a draft which has been drawn on it by a customer. These instruments
reflect the obligation both of the bank and of the drawer to pay the face amount
of the instrument upon maturity.
BOND ANTICIPATION NOTES normally are issued to provide interim financing
until long-term financing can be arranged. The long-term bonds then provide the
money for the repayment of the Notes.
MUNICIPAL BONDS may be issued to raise money for various public purposes-
-like constructing public facilities and making loans to public institutions.
Certain types of municipal bonds, such as certain project notes, are backed by
the full faith and credit of the United States. Certain types of municipal bonds
are issued to obtain funding for privately operated facilities. The two
principal classifications of municipal bonds are "general obligation" and
"revenue" bonds. General obligation bonds are backed by the taxing power of the
issuing municipality and are considered the safest type of municipal bond.
Issuers of general obligation bonds include states, counties, cities, towns and
regional districts. The proceeds of these obligations are used to fund a wide
range of public projects including the construction or improvement of schools,
highways and roads, water and sewer systems and a variety of other public
purposes. The basic security of general obligation bonds is the issuer's pledge
of its faith, credit, and taxing power for the payment of principal and
interest. Revenue bonds are backed by the net revenues derived from a particular
facility or group of facilities of a municipality or, in some cases, from the
proceeds of a special excise or other specific revenue source. Although the
principal security behind these bonds varies widely, many provide additional
security in the form of a debt service reserve fund whose monies may also be
used to make principal and interest payments on the issuer's obligations.
Industrial development revenue bonds are a specific type of revenue bond backed
by the credit and security of a private user and therefore investments in these
bonds have more potential risk. Although nominally issued by municipal
authorities, industrial development revenue bonds are generally not secured by
the taxing power of the municipality but are secured by the revenues of the
authority derived from payments by the industrial user.
COMMERCIAL PAPER consists of short-term (usually one to 180 days)
unsecured promissory notes issued by corporations in order to finance their
current operations.
CORPORATE DEBT OBLIGATIONS are bonds and notes issued by corporations and
other business organizations, including business trusts, in order to finance
their long-term credit needs.
MONEY MARKET refers to the marketplace composed of the financial
institutions which handle the purchase and sale of liquid, short-term,
high-grade debt instruments. The money market is not a single entity, but
<PAGE>
consists of numerous separate markets, each of which deals in a different type
of short-term debt instrument. These include U.S. government securities,
commercial paper, certificates of deposit and bankers' acceptances, which are
generally referred to as money market instruments.
PORTFOLIO SECURITIES LOANS: The Company, on behalf of each of the Funds,
may lend limited amounts of its portfolio securities (not to exceed 33 1/3% of a
particular Fund's total assets). Management of the Company understands that it
is the current view of the staff of the SEC that the Funds are permitted to
engage in loan transactions only if the following conditions are met: (1) the
applicable Fund must receive 100% collateral in the form of cash or cash
equivalents, e.g., U.S. Treasury bills or notes, from the borrower; (2) the
borrower must increase the collateral whenever the market value of the
securities (determined on a daily basis) rises above the level of the
collateral; (3) the Company must be able to terminate the loan after notice; (4)
the applicable Fund must receive reasonable interest on the loan or a flat fee
from the borrower, as well as amounts equivalent to any dividends, interest or
other distributions on the securities loaned and any increase in market value;
(5) the applicable Fund may pay only reasonable custodian fees in connection
with the loan; (6) voting rights on the securities loaned may pass to the
borrower; however, if a material event affecting the investment occurs, the
Company must be able to terminate the loan and vote proxies or enter into an
alternative arrangement with the borrower to enable the Company to vote proxies.
Excluding items (1) and (2), these practices may be amended from time to time as
regulatory provisions permit.
REPURCHASE AGREEMENTS: A repurchase agreement is a transaction in which a
Fund purchases a security and simultaneously commits to sell the security to the
seller at an agreed upon price and date (usually not more than seven days) after
the date of purchase. The resale price reflects the purchase price plus an
agreed upon market rate of interest which is unrelated to the coupon rate or
maturity of the purchased security. A Fund's risk is limited to the ability of
the seller to pay the agreed upon amount on the delivery date. In the opinion of
management this risk is not material; if the seller defaults, the underlying
security constitutes collateral for the seller's obligations to pay. This
collateral will be held by the custodian for the Company's assets. However, in
the absence of compelling legal precedents in this area, there can be no
assurance that the Company will be able to maintain its rights to such
collateral upon default of the issuer of the repurchase agreement. To the extent
that the proceeds from a sale upon a default in the obligation to repurchase are
less than the repurchase price, the particular Fund would suffer a loss.
REVENUE ANTICIPATION NOTES are issued in expectation of receipt of other
kinds of revenue, such as federal revenues available under the Federal Revenue
Sharing Program.
REVERSE REPURCHASE AGREEMENTS are transactions where a Fund temporarily
transfers possession of a portfolio security to another party, such as a bank or
broker-dealer, in return for cash, and agrees to buy the security back at a
future date and price. The use of reverse repurchase agreements will create
leverage, which is speculative. Reverse repurchase agreements are borrowings
subject to the Funds' investment restrictions applicable to that activity. The
Company will enter into reverse repurchase agreements solely for the purpose of
obtaining funds necessary for meeting redemption requests. The proceeds received
from a reverse repurchase agreement will not be used to purchase securities for
investment purposes.
<PAGE>
SHORT-TERM DISCOUNT NOTES (tax-exempt commercial paper) are promissory
notes issued by municipalities to supplement their cash flow. The ratings A-1
and P-1 are the highest commercial paper ratings assigned by S&P and Moody's,
respectively.
TAX ANTICIPATION NOTES are to finance working capital needs of
municipalities and are issued in anticipation of various seasonal tax revenues,
to be payable from these specific future taxes.
TIME DEPOSITS are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate. Time
deposits which may be held by the Funds will not benefit from insurance from the
Federal Deposit Insurance Corporation.
U.S. GOVERNMENT SECURITIES are debt securities (including bills, notes,
and bonds) issued by the U.S. Treasury or issued by an agency or instrumentality
of the U.S. government which is established under the authority of an Act of
Congress. Such agencies or instrumentalities include, but are not limited to,
Fannie Mae, Ginnie Mae (also known as Government National Mortgage Association),
the Federal Farm Credit Bank, and the Federal Home Loan Banks. Although all
obligations of agencies, authorities and instrumentalities are not direct
obligations of the U.S. Treasury, payment of the interest and principal on these
obligations may be backed directly or indirectly by the U.S. government. This
support can range from the backing of the full faith and credit of the United
States to U.S. Treasury guarantees, or to the backing solely of the issuing
instrumentality itself. In the case of securities not backed by the full faith
and credit of the United States, the investor must look principally to the
agency issuing or guaranteeing the obligation for ultimate repayment, and may
not be able to assert a claim against the United States itself in the event the
agency or instrumentality does not meet its commitments.
RATINGS OF MUNICIPAL AND CORPORATE DEBT OBLIGATIONS
The four highest ratings of Moody's and S&P for municipal and corporate
debt obligations are Aaa, Aa, A and Baa and AAA, AA, A and BBB, respectively.
MOODY'S. The characteristics of these debt obligations rated by Moody's are
generally as follows:
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 edge." 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 risks appear somewhat larger than in Aaa securities.
Moody's applies the numerical modifiers 1, 2 and 3 to the Aa rating
classification. The modifier 1 indicates a ranking for the security in the
higher end of this rating category; the modifier 2 indicates a mid-range
ranking; and the modifier 3 indicates a ranking in the lower end of this rating
category.
<PAGE>
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 sometime 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.
Moody's ratings for state and municipal notes and other short-term loans
are designated Moody's Investment Grade ("MIG"). This distinction is in
recognition of the difference between short-term credit and long-term credit. A
short-term rating may also be assigned on an issue having a demand feature. Such
ratings are designated as VMIG. Short-term ratings on issues with demand
features are differentiated by the use of the VMIG symbol to reflect such
characteristics as payment upon demand rather than fixed maturity dates and
payment relying on external liquidity.
MIG 1/VMIG 1 -- Notes and loans bearing this designation are of the best
quality, enjoying strong protection from established cash flows of funds for
their servicing or from established and broad-based access to the market for
refinancing, or both.
MIG 2/VMIG 2 -- Notes and loans bearing this designation are of high
quality, with margins of protection ample although not so large as in the
preceding group.
S&P RATING SERVICES. The characteristics of these debt obligations rated by S&P
are generally as follows:
AAA -- This is the highest rating assigned by Standard & Poor's to a debt
obligation and indicates an extremely strong capacity to pay principal and
interest.
AA -- Bonds rated AA also qualify as high quality debt obligations.
Capacity to pay principal and interest is very strong, and in the majority of
instances they differ from AAA issues only in small degree.
A -- Debt rated A has a strong capacity to pay interest and repay
principal although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than debt in higher rated
categories.
BBB -- Debt rated BBB is regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.
<PAGE>
S&P ratings for short-term notes are as follows:
SP-1 -- Very strong capacity to pay principal and interest.
SP-2 -- Satisfactory capacity to pay principal and interest.
SP-3 -- Speculative capacity to pay principal and interest.
A debt rating is not a recommendation to purchase, sell or hold a
security, inasmuch as it does not comment as to market price or suitability for
a particular investor.
RATINGS OF COMMERCIAL PAPER
DESCRIPTION OF MOODY'S COMMERCIAL PAPER RATINGS. Among the factors
considered by Moody's Investors Services, Inc. in assigning commercial paper
ratings are the following: (1) evaluation of the management of the issuer; (2)
economic evaluation of the issuer's industry or industries and an appraisal of
the risks which may be inherent in certain areas; (3) evaluation of the issuer's
products in relation to competition and customer acceptance; (4) liquidity; (5)
amount and quality of long-term debt; (6) trend of earnings over a period of ten
years; (7) financial strength of a parent company and the relationships which
exist with the issuer; and (8) recognition by the management of obligations
which may be present or may arise as a result of public interest questions and
preparations to meet such obligations. Relative differences in strength and
weakness in respect to these criteria would establish a rating of one of three
classifications; P-1 (Highest Quality), P-2 (Higher Quality) or P-3 (High
Quality).
DESCRIPTION OF S&P COMMERCIAL PAPER RATINGS. An S&P commercial paper
rating is a current assessment of the likelihood of timely payment of debt
having an original maturity of no more than 365 days. Ratings are graded into
four categories, ranging from "A" for the highest quality obligations to "D" for
the lowest. The "A" categories are as follows:
A -- Issues assigned this highest rating are regarded as having the
greatest capacity for timely payment. Issues in this category are delineated
with the numbers 1, 2, and 3 to indicate the relative degree of safety.
A-1 -- This designation indicates that the degree of safety regarding
timely payment is either overwhelming or very strong.
A-2 -- Capacity for timely payment on issues with this designation is
strong. However, the relative degree of safety is not as high as for issues
designated A-1.
A-3 -- Issues carrying this designation have a satisfactory capacity for
timely payment. They are, however, somewhat more vulnerable to the adverse
effects of changes in circumstances than obligations carrying the higher
designations.
<PAGE>
PART C. OTHER INFORMATION
ITEM 23. EXHIBITS
(a) (1) Articles of Incorporation of Registrant dated February
4, 1999.(1)
(2) Articles of Amendment to the Articles of Incorporation
filed May 25, 1999.(1)
(3) Articles of Amendment to the Articles of Incorporation
filed June 3, 1999.(3)
(4) Articles of Amendment to the Articles of Incorporation
filed September 10, 1999.(3)
(5) Articles of Amendment to the Articles of Incorporation
filed March 13, 2000.
(6) Articles of Amendment to the Articles of Incorporation
filed May 17, 2000.
(b) Bylaws of Registrant.(1)
(c) Not applicable.
(d) Investment Advisory Agreement between Registrant and INVESCO
Funds Group, Inc. dated June 1, 1999.(2)
(e) Underwriting Agreement between Registrant and INVESCO
Distributors, Inc. dated June 1, 2000.
(f) Defined Benefit Deferred Compensation Plan for Non-Interested
Directors as amended June 1, 2000.
(g) Custodian Agreement between Registrant and State Street Bank
and Trust dated May 1, 1999.(1)
(1) Custodian Agreement between Registrant and State Street
Bank and Trust amended May 28, 1999.(1)
(h) (1) Transfer Agency Agreement between Registrant and INVESCO
Funds Group, Inc. dated June 1, 2000.
(2) Administrative Services Agreement between Registrant and
INVESCO Funds Group, Inc. dated June 1, 2000.
(i) Opinion and consent of counsel as to the legality of the
securities being registered, indicating whether they will,
when sold, be legally issued, fully paid and non-
assessable.(1)
(j) Consent of Independent Accountants.
<PAGE>
(k) Not applicable.
(l) Not applicable.
(m) Not Applicable.
(n) Not Applicable
(o) Not applicable.
(p) Code of Ethics pursuant to Rule 17j-1.
(1) Previously filed on EDGAR with Post-Effective Amendment No. 22 to the
Registration Statement on May 28, 1999, and incorporated by reference herein.
(2) Previously filed on EDGAR with Post-Effective Amendment No. 23 to the
Registration Statement on July 28, 1999, and incorporated by reference herein.
(3) Previously filed on EDGAR with Post-Effective Amendment No. 24 to the
Registration Statement on September 27, 1999, and incorporated by reference
herein.
ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH INVESCO
TREASURER'S SERIES FUNDS, INC. (THE "COMPANY")
No person is presently controlled by or under common control with the Company.
ITEM 25. INDEMNIFICATION
Indemnification provisions for officers, directors and employees of Registrant
are set forth in Article Seven of the Articles of Incorporation, and are hereby
incorporated by reference. See Item 23(a) and (b) above. Under these Articles,
directors and officers will be indemnified to the fullest extent permitted to
directors by the Maryland General Corporation Law, subject only to such
limitations as may be required by the Investment Company Act of 1940, as
amended, and the rules thereunder. Under the Investment Company Act of 1940,
directors and officers of the Company cannot be protected against liability to a
Fund or its shareholders to which they would be subject because of willful
misfeasance, bad faith, gross negligence or reckless disregard of the duties of
their office. The Company also maintains liability insurance policies covering
its directors and officers.
ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
See "Fund Management" in the Funds' Prospectus and "Management of the Funds" in
the Statement of Additional Information for information regarding the business
of the investment adviser, INVESCO.
Following are the names and principal occupations of each director and officer
of the investment adviser, INVESCO. Certain of these persons hold positions with
IDI, a subsidiary of INVESCO.
<PAGE>
--------------------------------------------------------------------------------
Position with Principal Occupation and
Name Adviser Company Affiliation
--------------------------------------------------------------------------------
Mark H. Williamson Chairman and Chairman of the Board, President
Officer & Chief Executive Officer
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Raymond R. Cunningham Officer Senior Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
William J. Galvin, Jr. Officer Senior Vice President
& Assistant Secretary
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Ronald L. Grooms Officer & Senior Vice President & Treasurer
Director INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Richard W. Healey Officer & Senior Vice President
Director INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
William R. Keithler Officer Senior Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Trent E. May Officer Senior Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Charles P. Mayer Officer & Senior Vice President
Director INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Timothy J. Miller Officer & Senior Vice President
Director & Chief Investment Officer
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Donovan J. (Jerry) Paul Officer Senior Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Glen A. Payne Officer Senior Vice President, Secretary
& General Counsel
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
John R. Schroer, II Officer Senior Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Marie E. Aro Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Jeffrey R. Botwinick Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Michael K. Brugman Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Ingeborg S. Cosby Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Stacie Cowell Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Delta L. Donohue Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Harvey I. Fladeland Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Linda J. Gieger Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Mark D. Greenberg Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Brian B. Hayward Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Richard R. Hinderlie Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Stuart Holland Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas M. Hurley Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Patricia F. Johnston Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Campbell C. Judge Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas A. Kolbe Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Peter M. Lovell Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
James F. Lummanick Officer Vice President & Assistant
General Counsel
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas A. Mantone, Jr. Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
George A. Matyas Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Corey M. McClintock Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Douglas J. McEldowney Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Frederick R. (Fritz) Meyer Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Stephen A. Moran Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Jeffrey G. Morris Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Laura M. Parsons Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Jon B. Pauley Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas E. Pellowe Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Dean C. Phillips Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Pamela J. Piro Officer Vice President & Assistant
Treasurer
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Sean F. Reardon Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Anthony R. Rogers Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Gary L. Rulh Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas R. Samuelson Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
James B. Sandidge Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas H. Scanlan Officer Vice President
INVESCO Funds Group, Inc.
12028 Edgepark Court
Potomac, MD 20854
--------------------------------------------------------------------------------
Harvey T. Schwartz Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
John S. Segner Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Reagan A. Shopp Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Terri B. Smith Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Tane T. Tyler Officer Vice President & Assistant
General Counsel
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Thomas R. Wald Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Alan I. Watson Officer Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Judy P. Wiese Officer Vice President & Assistant
Secretary
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Vaughn A. Greenlees Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Matthew A. Kunze Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Christopher T. Lawson Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Michael D. Legoski Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
William S. Mechling Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Donald R. Paddack Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Craig J. St. Thomas Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Kent T. Schmeckpeper Officer Assistant Vice President
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Charles V. Sellers Officer Assistant Vice President
INESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
<PAGE>
--------------------------------------------------------------------------------
Jeraldine E. Kraus Officer Assistant Secretary
INVESCO Funds Group, Inc.
7800 East Union Avenue
Denver, CO 80237
--------------------------------------------------------------------------------
Item 27. a) PRINCIPAL UNDERWRITERS
INVESCO Advantage Series Funds, Inc.
INVESCO Bond Funds, Inc.
INVESCO Combination Stock & Bond Funds, Inc.
INVESCO International Funds, Inc.
INVESCO Money Market Funds, Inc.
INVESCO Sector Funds, Inc.
INVESCO Stock Funds, Inc.
INVESCO Treasurer's Series Funds, Inc.
INVESCO Variable Investment Funds, Inc.
(b)
Positions and Positions and
Name and Principal Offices with Offices with
Business Address Underwriter the Company
----------------- ------------ -------------
Raymond R. Cunningham Senior Vice
7800 E. Union Avenue President
Denver, CO 80237
William J. Galvin, Jr. Senior Vice Assistant Secretary
7800 E. Union Avenue President &
Denver, CO 80237 Asst. Secretary
Ronald L. Grooms Senior Vice Treasurer &
7800 E. Union Avenue President, Chief Fin'l and
Denver, CO 80237 Treasurer, & Acctg. Off.
Director
Richard W. Healey Senior Vice
7800 E. Union Avenue President &
Denver, CO 80237 Director
Charles P. Mayer Director
7800 E. Union Avenue
Denver, CO 80237
Timothy J. Miller Director
7800 E. Union Avenue
Denver, CO 80237
<PAGE>
Glen A. Payne Senior Vice Secretary
7800 E. Union Avenue President,
Denver, CO 80237 Secretary &
General Counsel
Pamela J. Piro Assistant Treasurer Assistant Treasurer
7800 E. Union Avenue
Denver, CO 80237
Judy P. Wiese Assistant Secretary Assistant Secretary
7800 E. Union Avenue
Denver, CO 80237
Mark H. Williamson Chairman of the Board, Chairman, President &
7800 E. Union Avenue President, &Chief Chief Executive Off.
Denver, CO 80237 Executive Officer
(c) Not applicable.
ITEM 28. LOCATION OF ACCOUNTS AND RECORDS
Mark H. Williamson
7800 E. Union Avenue
Denver, CO 80237
ITEM 29. MANAGEMENT SERVICES
Not applicable.
ITEM 30. UNDERTAKINGS
Not applicable
<PAGE>
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Company certifies that it meets all of the requirements
for effectiveness of the Registration Statement under Rule 485(b) under the
Securities Act and has duly caused this post-effective amendment to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Denver,
County of Denver, and State of Colorado, on the 28th day of September, 2000.
INVESCO Treasurer's Series Funds, Inc.
/s/ Mark H. Williamson
Attest: -----------------------------
/s/ Glen A. Payne Mark H. Williamson, President
-------------------------------
Glen A. Payne, Secretary
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the date indicated.
/s/ Mark H. Williamson /s/ Lawrence H. Budner*
------------------------------- -----------------------------
Mark H. Williamson, President & Lawrence H. Budner, Director
Director (Chief Executive Officer)
/s/ Ronald L. Grooms /s/ John W. McIntyre*
------------------------------- -----------------------------
Ronald L. Grooms, Treasurer John W. McIntyre, Director
Chief Financial and Accounting Officer)
/s/ Victor L. Andrews* /s/ Richard W. Healey*
------------------------------- -----------------------------
Victor L. Andrews, Director Richard W. Healey, Director
/s/ Bob R. Baker* /s/ Fred A. Deering*
------------------------------- -----------------------------
Bob R. Baker, Director Fred A. Deering, Director
/s/ Charles W. Brady* /s/ Larry Soll*
------------------------------- -----------------------------
Charles W. Brady, Director Larry Soll, Director
/s/ James T. Bunch* /s/ Wendy L. Gramm*
------------------------------- -----------------------------
James T. Bunch, Director Wendy L. Gramm, Director
/s/ Gerald J. Lewis*
-----------------------------
Gerald J. Lewis, Director
By /s/ Glen A. Payne
By _____________________________ -----------------------------
Edward F. O'Keefe Glen A. Payne
Attorney in Fact Attorney in Fact
* Original Powers of Attorney authorizing Edward F. O'Keefe and Glen A. Payne,
and each of them, to execute this post-effective amendment to the Registration
Statement of the Registrant on behalf of the above-named directors and officers
of the Registrant have been filed (with the exception of Messrs. Bunch, Healey
and Lewis) with the Securities and Exchange Commission on July 20, 1989, January
9, 1990, May 22, 1992, September 1, 1993, December 1, 1993, December 21, 1995,
December 30, 1996 and December 24, 1997.
<PAGE>
Exhibit Index
Page in
Exhibit Number Registration Statement
-------------- ----------------------
a(5) 72
a(6) 74
e 77
f 89
h(1) 96
h(2) 113
j 121
p 122
POA Bunch 133
POA Healey 134
POA Lewis 135
