Exhibit o(2)

                                     FORM OF
               INVESCO SELECT INCOME FUND PLAN PURSUANT TO RULE 18F-3

                                January __, 2000


1.   THE PLAN.  This Plan is the  written  multiple  class plan for the  INVESCO
     Select Income Fund (the "Fund") for INVESCO Distributors, Inc. ("IDI"), the
     general  distributor  of shares of the Fund and INVESCO  Funds Group,  Inc.
     ("INVESCO"),  the  investment  adviser of the Fund.  It is the written plan
     contemplated by Rule 18f-3 (the "Rule") under the Investment Company Act of
     1940 (the  "1940  Act"),  pursuant  to which  the Fund may  issue  multiple
     classes  of  shares.  The  terms  and  provisions  of this  Plan  shall  be
     interpreted  and defined in a manner  consistent  with the  provisions  and
     definitions contained in the Rule.

2.   SIMILARITIES  AND DIFFERENCES  AMONG CLASSES.  The Fund agrees that one or
     more classes of that Fund:

            (1) may have a separate  service  plan or  distribution  and service
            plan  ("12b-1  Plan"),  and shall pay all of the  expenses  incurred
            pursuant  to that  arrangement,  and may pay a  different  share  of
            expenses ("Class  Expenses") if such expenses are actually  incurred
            in a  different  amount  by that  class,  or if the  class  receives
            services of a different  kind or to a different  degree than that of
            other  classes.  Class  Expenses  are  those  expenses  specifically
            attributable  to the  particular  class of shares,  namely (a) 12b-1
            Plan fees,  (b) transfer and  shareholder  servicing  agent fees and
            administrative  service fees, (c) shareholder meeting expenses,  (d)
            blue sky and SEC  registration  fees and (e) any  other  incremental
            expenses  subsequently  identified  that should be  allocated to one
            class which  shall be  approved  by a vote of that  Fund's  Board of
            Directors  (the  "Directors").  Expenses  identified  in  Items  (c)
            through (e) may involve issues  relating  either to a specific class
            or to the entire Fund; such expenses  constitute Class Expenses only
            when  they are  attributable  to a  specific  class.  Because  Class
            Expenses  may be  accrued at  different  rates for each class of the
            Fund,  dividends  distributable to shareholders and net asset values
            per share may differ for shares of different classes of the Fund.
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      (2) shall have  exclusive  voting rights on any matters that relate solely
      to that class's  arrangements,  including  without  limitation voting with
      respect to a 12b-1 Plan for that  class;

      (3) shall have  separate  voting rights on any matter  submitted to
      shareholders in which the interests of one class differ from the
      interests  of any other  class;

      (4) may have a different arrangement for shareholder services,  including
      different sales charges, sales charge waivers, purchase and redemption
      features,  exchange privileges,  loan  privileges,  the  availability of
      certificated  shares and/or conversion  features;  and

      (5) shall have in all other respects the same rights and obligations as
      each other class.

3.    ALLOCATIONS  OF INCOME,  CAPITAL  GAINS AND LOSSES AND  EXPENSES.  Income,
      realized and unrealized capital gains and losses, and expenses of the Fund
      other  than  Class  Expenses  allocated  to a  particular  class  shall be
      allocated  to each class on the basis of the net asset value of that class
      in relation to the net asset value of the Fund.

4.    EXPENSE  WAIVERS  AND  REIMBURSEMENTS.  From time to time the  Adviser may
      voluntarily  undertake  to (i) waive any  portion  of the  management  fee
      charged to the Fund,  and/or (ii) reimburse any portion of the expenses of
      the Fund or of one or more of its classes, but is not required to do so or
      to continue to do so for any period of time.  The quarterly  report by the
      Advisor to the Directors of Fund expense reimbursements shall disclose any
      reimbursements that are not equal for all classes of the Fund.

5.    DISCLOSURE.  The  classes of shares to be  offered by the Fund,  and other
      material distribution  arrangements with respect to such classes, shall be
      disclosed in the  prospectus  and/or  statement of additional  information
      used to offer  that class of  shares.  Such  prospectus  or  statement  of
      additional  information  shall be  supplemented  or amended to reflect any
      change(s)  in  classes  of  shares  to  be  offered  or  in  the  material
      distribution arrangements with respect to such classes.
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6.    INDEPENDENT  AUDIT. The methodology and procedures for calculating the net
      asset value,  dividends and  distributions of each class shall be reviewed
      by an independent  auditing firm (the "Expert").  At least  annually,  the
      Expert, or an appropriate  substitute expert,  will render a report to the
      Funds  on  policies  and  procedures  placed  in  operation  and  tests of
      operating effectiveness as defined and described in SAS 70 of the AICPA.

7.    OFFERS AND SALES OF SHARES.  INVESCO will maintain compliance standards as
      to when  each  class of shares  may  appropriately  be sold to  particular
      investors,  and will  require  all persons  selling  shares of the Fund to
      agree to conform to such standards.

8.    RULE 12B-1  PAYMENTS.  The  Treasurer  of INVESCO  Bond Funds,  Inc.  (the
      "Company")  shall  provide  to the  Directors  of  the  Company,  and  the
      Directors shall review, at least quarterly, the written report required by
      the Company's 12b-1 Plan. The report shall include  information on (i) the
      amounts  expended  pursuant to the 12b-1 Plan, (ii) the purposes for which
      such  expenditures  were  made and (iii) the  amount of  INVESCO's  unpaid
      distribution  costs  (if  recovery  of such  costs in  future  periods  is
      permitted by that 12b-1 Plan),  taking into  account  12b-1 Plan  payments
      paid to INVESCO.

9.    CONFLICTS. On an ongoing basis, the Directors of the Company,  pursuant to
      their fiduciary  responsibilities  under the 1940 Act and otherwise,  will
      monitor the Fund for the  existence  of any material  conflicts  among the
      interests of the classes.  INVESCO will be  responsible  for reporting any
      potential or existing conflicts to the Directors.  In the event a conflict
      arises, the Directors shall take such action as they deem appropriate.
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10.  EFFECTIVENESS AND AMENDMENT.  This Plan takes effect for the Fund as of the
     date of adoption  shown  below.  This Plan has been  approved by a majority
     vote of the Board of the Company and of the Company's Board members who are
     not  "interested  persons"  (as  defined  in the 1940  Act) and who have no
     direct or indirect  financial  interest in the operation of the Plan or any
     agreements  relating to the Plan (the "Independent  Directors") of the Fund
     at  meetings  called on this Plan.  Prior to that  vote,  (i) the Board was
     furnished  by the  methodology  used for net asset value and  dividend  and
     distribution  determinations for the Fund, and (ii) a majority of the Board
     and its  Independent  Directors  determined that the Plan as proposed to be
     adopted, including the expenses allocation, is in the best interests of the
     Fund as a whole and to each  class of the Fund  individually.  Prior to any
     material  amendment to the Plan, the Board shall request and evaluate,  and
     INVESCO shall furnish,  such information as may be reasonably  necessary to
     evaluate such  amendment,  and a majority of the Board and its  Independent
     Directors shall find that the Plan as proposed to be amended, including the
     expense  allocation,  is in the best interest of each class,  the Fund as a
     whole and each class of the Fund individually. No material amendment to the
     Plan shall be made by any Fund's  Prospectus  or  Statement  of  Additional
     Information  or any  supplement  to either of the  foregoing,  unless  such
     amendment has first been approved by a majority of the Fund's Board and its
     Independent Directors.

Adopted by the Board of INVESCO Bond Funds, Inc. on January __, 2000.



                              _______________________________
                              Glen A. Payne, Secretary