AMENDMENT NO. 2 TO MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS

AMENDMENT NO. 2

TO

MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS

     This Amendment dated as of April 30, 2010, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated May 1, 2008, between Invesco Advisers, Inc. (the “Adviser”), on behalf of AIM International Mutual Funds, and each of Invesco Trimark Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).

W I T N E S S E T H:

     WHEREAS, AIM International Mutual Funds is now called AIM International Mutual Funds (Invesco International Mutual Funds); and

     WHEREAS, the following Funds have been renamed:

CURRENT NAME		NEW NAME
AIM Asia Pacific Growth Fund		Invesco Asia Pacific Growth Fund
AIM European Growth Fund		Invesco European Growth Fund
AIM Global Growth Fund		Invesco Global Growth Fund
AIM Global Small & Mid Cap Growth Fund		Invesco Global Small & Mid Cap Growth Fund
AIM International Core Equity Fund		Invesco International Core Equity Fund
AIM International Growth Fund		Invesco International Growth Fund;

     NOW, THEREFORE, the parties agree that;

	1.		All references to AIM International Mutual Funds in the Contract are hereby deleted and replaced with AIM International Mutual Funds (Invesco International Mutual Funds).
	2.		Exhibit A to the Contract is hereby deleted in its entirety and replaced with the following:

“EXHIBIT A

Funds

Invesco Asia Pacific Growth Fund

Invesco European Growth Fund

Invesco Global Growth Fund

Invesco Global Small & Mid Cap Growth Fund

Invesco International Core Equity Fund

Invesco International Growth Fund”

2. All other terms and provisions of the Contract not amended shall remain in full force and effect.

          IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their officers designated as of the day and year first above written.

		INVESCO ADVISERS, INC.
		Adviser
		By: Name:		/s/ Xxxx X. Xxxx Xxxx X. Xxxx
		Title:		Senior Vice President

2

	INVESCO TRIMARK LTD. Sub-Adviser
	By:	/s/ Xxxx X. Xxxxxxx
		Name:	Xxxx X. Xxxxxxx
		Title:	Senior Vice President, Legal and Secretary
	By:	/s/ Xxxxx Xxxxxx
		Name:	Xxxxx Xxxxxx
		Title:	Vice President, Compliance & Chief Compliance Officer

4

	INVESCO ASSET MANAGEMENT DEUTSCHLAND GMBH Sub-Adviser
	By:	/s/ K.G. Bayer
		Name:	K.G. Bayer
		Title:	Managing Director
	By:	/s/ Jens Langewand
		Name:	Jens Langewand
		Title:	Director

5

	INVESCO ASSET MANAGEMENT LIMITED Sub-Adviser
	By:	/s/ Xxxxxxxx Xxxxx
		Name:	Xxxxxxxx Xxxxx
		Title:	Head of Legal for UK & Ireland

6

	INVESCO ASSET MANAGEMENT (JAPAN) LTD. Sub-Adviser
	By:	/s/ Xxxxxxxx Xxxxxxxx
		Name:	Xxxxxxxx Xxxxxxxx
		Title:	Managing Director

7

	INVESCO AUSTRALIA LIMITED Sub-Adviser
	By:	/s/ Xxxxxx Xxxx
		Name:	Xxxxxx Xxxx
		Title:	Director
	By:	/s/ Xxx Xxxxxxx
		Name:	Xxx Xxxxxxx
		Title:	Head of Legal

8

	INVESCO HONG KONG LIMITED Sub-Adviser
	By:	/s/ Xxxx Xxxx
		Name:	Xxxx Xxxx
		Title:	Director
	By:	/s/ Xxxxxx Xxx
		Name:	Xxxxxx Xxx
		Title:	Director

9

	INVESCO SENIOR SECURED MANAGEMENT, INC. Sub-Adviser
	By:	/s/ Xxxxxxx X. Xxxxx
		Name:	Xxxxxxx X. Xxxxx
		Title:	Secretary and General Counsel

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