EXHIBIT a(b)
AMENDMENT NO. 1
TO AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST OF
AIM INTERNATIONAL MUTUAL FUNDS
This Amendment No. 1 to the Amended and Restated Agreement and
Declaration of Trust of AIM International Mutual Funds (this "Amendment")
amends, effective as of December 10, 2003, the Amended and Restated Agreement
and Declaration of Trust of AIM International Mutual Funds (the "Trust") dated
as of June 11, 2003, as amended (the "Agreement").
Under Section 9.7 of the Agreement, this Amendment may be
executed by a duly authorized officer of the Trust.
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. Schedule A of the Agreement is hereby amended and restated to
read in its entirety as set forth on Exhibit 1 to this Amendment.
2. All references in the Agreement to "this Agreement" shall mean
the Agreement as amended by this Amendment.
3. Except as specifically amended by this Amendment, the
Agreement is hereby confirmed and remains in full force and effect.
IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the
Trust, has executed this Amendment as of December 10, 2003.
By: /s/ Xxxxxx X. Xxxxxx
____________________________
Name: Xxxxxx X. Xxxxxx
Title: President
EXHIBIT 1 TO AMENDMENT NO. 1
TO
AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST
OF AIM INTERNATIONAL MUTUAL FUNDS
"SCHEDULE A
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS AND CLASSES THEREOF
PORTFOLIO CLASSES OF EACH PORTFOLIO
--------- -------------------------
AIM Asia Pacific Growth Fund Class A Shares
Class B Shares
Class C Shares
Institutional Class Shares
AIM European Growth Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Institutional Class Shares
Investor Class Shares
AIM Global Aggressive Growth Fund Class A Shares
Class B Shares
Class C Shares
Institutional Class Shares
AIM Global Growth Fund Class A Shares
Class B Shares
Class C Shares
Institutional Class Shares
INVESCO International Core Equity Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Institutional Class Shares
Investor Class Shares
AIM International Growth Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Institutional Class Shares"
A-1
