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EXHIBIT e(3)(b)
AMENDMENT NO. 1
MASTER DISTRIBUTION AGREEMENT
BETWEEN
AIM ADVISOR FUNDS, INC.
AND
(CLASS B SHARES)
A I M DISTRIBUTORS, INC.
This Amendment dated as of June 21, 1999, amends the Master
Distribution Agreement (the "Agreement"), dated March 3, 1998, by and between
AIM Advisor Funds, Inc., a Maryland corporation (the "Company"), and A I M
Distributors, Inc., a Delaware corporation (the "Distributor"), is hereby
amended as follows:
Schedule A of the Agreement is hereby deleted in its entirety and
replaced with the following:
"SCHEDULE A
TO
MASTER DISTRIBUTION AGREEMENT
OF
AIM ADVISOR FUNDS, INC.
CLASS B SHARES
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AIM Advisor Flex Fund
AIM Advisor International Value Fund
AIM Advisor Large Cap Value Fund
AIM Advisor Real Estate Fund"
In all other respects, the Agreement is hereby confirmed and remains in
full force and effect.
AIM ADVISOR FUNDS, INC.
Attest:
/s/ XXXXXX X. XXXX /s/ XXXXXX X. XXXXXX
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Assistant Secretary President
A I M DISTRIBUTORS, INC.
Attest:
/s/ XXXX X. XXXX /s/ XXXXXXX X. XXXX
------------------------------ ----------------------------------
Assistant Secretary President