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


         This Amendment dated as of September 30, 2004, amends the Master
Intergroup Sub-Advisory Contract for Mutual Funds (the "Contract"), dated April
30, 2004, between A I M Advisors, Inc., hereinafter "Adviser," 11 Greenway
Plaza, Suite 100, Houston, Texas 77046, and INVESCO Institutional (N.A.), Inc.
"Sub-Adviser," 1360 Peachtree Street, N.E., Suite 100, Atlanta, Georgia 30309.

                              W I T N E S S E T H:

         WHEREAS, the parties entered into the Contract with respect to AIM V.I.
Real Estate Fund, INVESCO VIF - Core Equity Fund, INVESCO VIF - Financial
Services Fund, INVESCO VIF - Health Sciences Fund, INVESCO VIF - Leisure Fund,
INVESCO VIF - Small Company Growth Fund, INVESCO VIF - Technology Fund, INVESCO
VIF - Total Return Fund and INVESCO VIF - Utilities Fund, series portfolios of
AIM Variable Insurance Funds; and

         WHEREAS, the parties desire to amend the Contract to terminate the
sub-advisory services with respect to INVESCO VIF - Financial Services Fund,
INVESCO VIF - Health Sciences Fund, INVESCO VIF - Leisure Fund, INVESCO VIF -
Small Company Growth Fund, INVESCO VIF - Technology Fund and INVESCO VIF -
Utilities Fund;

         NOW, THEREFORE, the parties agree as follows;

         1. Exhibit A to the Contract is hereby deleted in its entirety and
            replaced with the following:

                                   "EXHIBIT A
                                       TO
            MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS

AIM VARIABLE INSURANCE FUNDS

         AIM V.I. Real Estate Fund

         INVESCO VIF - Core Equity Fund

         INVESCO VIF - Total Return Fund"

         2. In all other respects, the Contract is hereby confirmed and remains
            in full force and effect.


IN WITNESS WHEREOF, the parties have caused this Contract to be executed by
their respective officers on the date first written above.

A I M ADVISORS, INC.                      INVESCO INSTITUTIONAL (N.A.), INC.


Adviser                                   Sub-Adviser

By:     /s/ Mark H. Williamson            By:    /s/ Jeffrey H. Kupor
        ----------------------------             -------------------------------

Name:      Mark H. Williamson             Name:  Jeffrey H. Kupor
       -----------------------------             -------------------------------

Title:         President                  Title:  General Counsel and Secretary
        ----------------------------              ------------------------------


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