EXHIBIT e(2)(d)
AMENDMENT NO. 3
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (the
"Agreement") made as of the 18th day of August, 2003, by and between each
registered investment company set forth on Schedule A-2 to the Agreement (each
individually referred to as "Fund", or collectively, "Funds"), severally, on
behalf of each of its series of common stock or beneficial interest, as the case
may be, set forth on Schedule A-2 to the Agreement, (each, a "Portfolio"), with
respect to the Class B Shares (the "Shares") of each Portfolio, and A I M
DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended
as follows:
Schedule A-2 of the Agreement is hereby deleted in its entirety and
replaced with the following:
"SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM BOND FUNDS, INC.
PORTFOLIOS
INVESCO Tax-Free Bond Fund
INVESCO U.S. Government Securities Fund
AIM COMBINATION STOCK & BOND FUNDS, INC.
PORTFOLIOS
INVESCO Core Equity Fund
INVESCO Total Return Fund
AIM COUNSELOR SERIES FUNDS, INC.
PORTFOLIOS
INVESCO Advantage Health Sciences Fund
AIM INTERNATIONAL FUNDS, INC. II
PORTFOLIOS
INVESCO European Fund
INVESCO International Blue Chip Value Fund
AIM MANAGER SERIES FUNDS, INC.
PORTFOLIO
INVESCO Multi-Sector Fund
AIM SECTOR FUNDS, INC.
PORTFOLIOS
INVESCO Energy Fund
INVESCO Financial Services Fund
INVESCO Gold & Precious Metals Fund
INVESCO Health Sciences Fund
INVESCO Leisure Fund
INVESCO Technology Fund
INVESCO Telecommunications Fund
INVESCO Utilities Fund
AIM STOCK FUNDS, INC.
PORTFOLIOS
INVESCO Dynamics Fund
INVESCO Mid-Cap Growth Fund
INVESCO Small Company Growth Fund"
All other terms and provisions of the Agreement not amended herein
shall remain in full force and effect.
Dated: November 3, 2003
EACH FUND (LISTED ON SCHEDULE A-2
ON BEHALF OF THE SHARES OF EACH
PORTFOLIO LISTED ON SCHEDULE A-2
By: /s/ Xxxxxxx X. Xxxxxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxxxxx
Title: President
A I M DISTRIBUTORS, INC.
By: /s/ Xxxx X. Needles
---------------------------------
Name: Xxxx X. Needles
Title: President