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[AIM LOGO APPEARS HERE]
--Registered Trademark--
P.O. Box 4333
Houston, TX 77210-4333
11 Greenway Plaza, Suite 100
Houston, TX 77046-1173
713-626-1919
A I M Advisors, Inc.
June 19, 2000
VIA EDGAR
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Re: AIM International Mutual Funds
Registration Statements on Form N-1A
File Nos. 33-44611 and 811-6463
CIK No. 0000880859
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Dear Sir or Madam:
Pursuant to Rule 477 promulgated under the Securities Act of 1933,
as amended (the "1933 Act"), AIM International Mutual Funds, a Delaware
business trust (the "Trust"), hereby requests withdrawal of the following
three Registration Statements filed by it on Form N-1A (collectively, the
"Trust Registration Statements"):
1. Post-Effective Amendment No. 18 under the 1933 Act and
Amendment No. 20 under the Investment Company Act of 1940, as amended
(the "1940 Act"), as filed with the Commission on March 23, 2000
(accession number 0000950129-00-001351);
2. Post-Effective Amendment No. 19 under the 1933 Act and
Amendment No. 21 under the 1940 Act, as filed with the Commission on
May 19, 2000 (accession number 0000950129-00-002564); and
3. Post-Effective Amendment No. 20 under the 1933 Act and
Amendment No. 22 under the 1940 Act, as filed with the Commission on
May 31, 2000 (accession number 0000950129-00-002698).
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The Trust had intended to acquire all of the assets and assume all of
the liabilities of each series portfolio of AIM International Funds, Inc., a
Maryland corporation (the "Company") registered under the 1940 Act as an
open-end, series management investment company, thereby changing the domicile of
the registered investment company from Maryland to Delaware.
Intending to be the successor issuer to the Company and anticipating
that the Company's shareholders would approve the change of domicile, the Trust,
pursuant to Rule 414 promulgated under the 1933 Act, filed the Trust
Registration Statements and expressly adopted the Company's Registration
Statement on Form N-1A as its own Registration Statement for all purposes of the
1933 Act and the Securities Exchange Act of 1934, as amended.
Because an insufficient number of the Company's shareholders have voted
on the change of domicile, the Company has not obtained the shareholder vote
required for its approval and the change of domicile will not take place. As the
Trust will not be the successor issuer to the Company, it is requesting
withdrawal of the Trust Registration Statements. The Trust submits that such
withdrawals would be consistent with the public interest and the protection of
investors, and respectfully requests that the Commission grant this request for
withdrawal of the Trust Registration Statements. The cooperation of the
Commission's staff is greatly appreciated in this regard.
Finally, the Trust notes that it is requesting withdrawal only of the
Trust Registration Statements that it filed. The Company's current Registration
Statement on Form N-1A, as filed with the Commission on February 23, 2000
(Post-Effective Amendment No. 17 under the 1933 Act (No. 33-44611) and Amendment
No. 19 under the 1940 Act (No. 811-6463)), should not be withdrawn and neither
the Company nor the Trust makes any application hereby for its withdrawal.
Please send copies of all correspondence with respect to the foregoing
to Martha J. Hays at Ballard Spahr Andrews & Ingersoll, LLP, or contact her at
(215)864-8601 if you have any questions or require any additional information.
Very truly yours,
/s/ P. MICHELLE GRACE
P. Michelle Grace
Vice President,
Assistant General Counsel
and Assistant Secretary
