EXHIBIT (e)(1)(b)
AMENDMENT NO. 1
TO FIRST AMENDED AND
RESTATED MASTER DISTRIBUTION AGREEMENT
BETWEEN
AIM TAX-EXEMPT FUNDS
(CLASS A SHARES AND CLASS C SHARES)
AND
A I M DISTRIBUTORS, INC.
The Master Distribution Agreement (the Agreement"), dated July 1, 2000,
by and between AIM Tax-Exempt Funds, a Delaware business trust, and A I M
Distributors, Inc., a Delaware corporation, is hereby amended as follows:
Appendix A to the Agreement is hereby deleted in its entirety and
replaced with the following:
"APPENDIX A
TO FIRST AMENDED AND
RESTATED MASTER DISTRIBUTION AGREEMENT
OF
AIM TAX-EXEMPT FUNDS
CLASS A SHARES
--------------
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
AIM High Income Municipal Fund
CLASS C SHARES
--------------
AIM High Income Municipal Fund"
All other terms and provisions of the Agreement not amended herein
shall remain in full force and effect.
Dated: September 10, 2001
------------
AIM TAX-EXEMPT FUNDS
Attest: /s/ P XXXXXXXX XXXXX By: /s/ XXXXXX X. XXXXXX
---------------------- --------------------
Assistant Secretary President
A I M DISTRIBUTORS, INC.
Attest: /s/ P. XXXXXXXX XXXXX By: /s/ XXXXXXX X. XXXX
---------------------- --------------------
Assistant Secretary President
