EXHIBIT e(1)(c)
AMENDMENT NO. 2
TO THE THIRD AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
BETWEEN
AIM INVESTMENT SECURITIES FUNDS
(APPLICABLE TO CLASS A SHARES, CLASS C SHARES,
AIM CASH RESERVE SHARES AND INSTITUTIONAL CLASS SHARES)
AND
A I M DISTRIBUTORS, INC.
The Third Amended and Restated Master Distribution Agreement (the
"Agreement"), dated November 28, 2000, by and between AIM Investment Securities
Funds, a Delaware business trust, and A I M Distributors, Inc., a Delaware
corporation, is hereby amended as follows:
1. The following paragraph is added at the end of Section FOURTH:
(A):
"The public offering price of the Class R shares shall be the
net asset value per share of the applicable Class R shares. Net asset
value per share shall be determined in accordance with the provisions
of the then current prospectus and statement of additional information
of the applicable Portfolio. The Distributor may establish a schedule
of contingent deferred sales charges to be imposed at the time of
redemption of the Shares, and such schedule shall be disclosed in the
current prospectus of each Portfolio. Such schedule of contingent
deferred sales charges may reflect variations in or waivers of such
charges on redemptions of Class R shares, either generally to the
public or to any specified class of shareholders and/or in connection
with any specified class of transactions, in accordance with applicable
rules and regulations and exemptive relief granted by the Securities
and Exchange Commission, and as set forth in the Portfolios' current
prospectus(es). The Distributor and the Company shall apply any then
applicable scheduled variation in or waiver of contingent deferred
sales charges uniformly to all shareholders and/or all transactions
belonging to a specified class."
2. Appendix A to the Agreement is hereby deleted in its entirety
and replaced with the following:
"APPENDIX A
TO
THIRD AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
OF
AIM INVESTMENT SECURITIES FUNDS
CLASS A SHARES
AIM High Yield Fund
AIM High Yield Fund II
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Municipal Bond Fund
AIM Total Return Bond Fund
CLASS C SHARES
AIM High Yield Fund
AIM High Yield Fund II
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Total Return Bond Fund
CLASS R SHARES
--------------
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM CASH RESERVE SHARES
-----------------------
AIM Money Market Fund
INSTITUTIONAL CLASS SHARES
--------------------------
AIM Limited Maturity Treasury Fund"
All other terms and provisions of the Agreement not amended herein
shall remain in full force and effect.
Dated: , 2002
----------------------
AIM INVESTMENT SECURITIES FUNDS
Attest: By:
--------------------------- -----------------------------------
Assistant Secretary Xxxxxx X. Xxxxxx
President
A I M DISTRIBUTORS, INC.
Attest: By:
--------------------------- -----------------------------------
Assistant Secretary Xxxxxxx X. Xxxx
President
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