<DOCUMENT>
<TYPE>EX-99.77Q1 OTHR EXHB
<SEQUENCE>7
<FILENAME>ex77q1e-b.txt
<DESCRIPTION>EXHIBIT
<TEXT>
                                                                Sub-Item 77Q1(e)

                     MASTER INTERGROUP SUB-ADVISORY CONTRACT

     This contract is made as of June 1, 2010 by and among Invesco Advisers,
Inc. (the "Adviser") 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").

     WHEREAS:

          A) The Adviser has entered into an investment advisory agreement with
     Invesco Van Kampen High Income Trust II (the "Trust"), a closed-end
     management investment company registered under the Investment Company Act
     of 1940, as amended (the "1940 Act");

          B) The Adviser is authorized to delegate certain, any or all of its
     rights, duties and obligations under investment advisory agreements to
     sub-advisers, including sub-advisers that are affiliated with the Adviser;

          C) Each Sub-Adviser represents that it is registered with the U.S.
     Securities and Exchange Commission ("SEC") as an investment adviser under
     the Investment Advisers Act of 1940 ("Advisers Act") as an investment
     adviser, or will be so registered prior to providing any services to the
     Trust under this Contract, and engages in the business of acting as an
     investment adviser; and

          D) The Sub-Advisers and their affiliates have personnel in various
     locations throughout the world and have been formed in part for the purpose
     of researching and compiling information and recommendations on the
     economies of various countries and securities of issuers located in such
     countries or on various types of investments and investment techniques, and
     providing investment advisory services in connection therewith.

     NOW THEREFORE, in consideration of the promises and the mutual covenants
herein contained, it is agreed between the parties hereto as follows:

          1. Appointment. The Adviser hereby appoints each Sub-Adviser as a
     sub-adviser of the Trust for the period and on the terms set forth herein.
     Each Sub-Adviser accepts such appointment and agrees to render the services
     herein set forth, for the compensation herein provided.

          2. Duties as Sub-Adviser. Subject to paragraph 7 below, the Adviser
     may, in its discretion, appoint each Sub-Advisor to perform one or more of
     the following services with respect to all or a portion of the investments
     of the Trust. The services and the portion of the investments of the Trust
     to be advised or managed by each Sub-Adviser shall be as agreed upon from
     time to time by the Adviser and the Sub-Advisers. Each Sub-Adviser shall
     pay the salaries and fees of all personnel of such Sub-Adviser performing
     services for the Trust related to research, statistical and investment
     activities.

          (a) Investment Advice. If and to the extent requested by the Adviser,
     each Sub-Adviser shall provide investment advice to the Trust and the
     Adviser with respect to all or a portion of the investments of the Trust or
     with respect to various investment techniques, and in connection with such
     advice shall furnish the Trust and the Adviser with such factual
     information, research reports and investment recommendations as the Adviser
     may reasonably require.

          (b) Order Execution. If and to the extent requested by the Adviser,
     each Sub-Adviser shall place orders for the purchase and sale of portfolio
     securities or other investments for the Trust. In so doing, each
     Sub-Adviser agrees that it shall comply with paragraph 3 below.

          (c) Discretionary Investment Management. If and to the extent
     requested by the Adviser, each Sub-Adviser shall, subject to the
     supervision of the Trust's Board of Trustees (the "Board") and the Adviser,
     manage all or a portion of the investments of the Trust in accordance with
     the investment objectives, policies and limitations provided in the Trust's
     Registration Statement and such other limitations as the Trust or the
     Adviser may impose with respect to the Trust by notice to the applicable
     Sub-Adviser(s) and otherwise in accordance with

<PAGE>

     paragraph 5 below. With respect to the portion of the investments of the
     Trust under its management, each Sub-Adviser is authorized to: (i) make
     investment decisions on behalf of the Trust with regard to any stock, bond,
     other security or investment instrument, including but not limited to
     foreign currencies, futures, options and other derivatives, and with regard
     to borrowing money; (ii) place orders for the purchase and sale of
     securities or other investment instruments with such brokers and dealers as
     the Sub-Adviser may select; and (iii) upon the request of the Adviser,
     provide additional investment management services to the Trust, including
     but not limited to managing the Trust's cash and cash equivalents and
     lending securities on behalf of the Trust. In selecting brokers or dealers
     to execute trades for the Trust, each Sub-Adviser will comply with its
     written policies and procedures regarding brokerage and trading, which
     policies and procedures shall have been approved by the Board. All
     discretionary investment management and any other activities of each
     Sub-Adviser shall at all times be subject to the control and direction of
     the Adviser and the Board.

          3. Broker-Dealer Relationships. Each Sub-Adviser agrees that, in
     placing orders with brokers and dealers, it will attempt to obtain the best
     net result in terms of price and execution. Consistent with this
     obligation, each Sub-Adviser may, in its discretion, purchase and sell
     portfolio securities from and to brokers and dealers who sell shares of the
     Trust or provide the Trust, the Adviser's other clients, or a Sub-Adviser's
     other clients with research, analysis, advice and similar services. Each
     Sub-Adviser may pay to brokers and dealers, in return for such research and
     analysis, a higher commission or spread than may be charged by other
     brokers and dealers, subject to such Sub-Adviser determining in good faith
     that such commission or spread is reasonable in terms either of the
     particular transaction or of the overall responsibility of the Adviser and
     such Sub-Adviser to the Trust and their other clients and that the total
     commissions or spreads paid by the Trust will be reasonable in relation to
     the benefits to the Trust over the long term. In no instance will portfolio
     securities be purchased from or sold to a Sub-Adviser, or any affiliated
     person thereof, except in accordance with the applicable securities laws
     and the rules and regulations thereunder and any exemptive orders currently
     in effect. Whenever a Sub-Adviser simultaneously places orders to purchase
     or sell the same security on behalf of the Trust and one or more other
     accounts advised by such Sub-Adviser, such orders will be allocated as to
     price and amount among all such accounts in a manner believed to be
     equitable to each account.

          4. Books and Records. Each Sub-Adviser will maintain all required
     books and records with respect to the securities transactions of the Trust,
     and will furnish the Board and the Adviser with such periodic and special
     reports as the Board or the Adviser reasonably may request. Each
     Sub-Adviser hereby agrees that all records which it maintains for the
     Adviser are the property of the Adviser, and agrees to preserve for the
     periods prescribed by applicable law any records which it maintains for the
     Adviser and which are required to be maintained, and further agrees to
     surrender promptly to the Adviser any records which it maintains for the
     Adviser upon request by the Adviser.

          5. Further Duties.

          (a) In all matters relating to the performance of this Contract, each
     Sub-Adviser will act in conformity with the Agreement and Declaration of
     Trust, By-Laws and Registration Statement of the Trust and with the
     instructions and directions of the Adviser and the Board and will comply
     with the requirements of the 1940 Act, the rules, regulations, exemptive
     orders and no-action positions thereunder, and all other applicable laws
     and regulations.

          (b) Each Sub-Adviser shall maintain compliance procedures for the
     Trust that it and the Adviser reasonably believe are adequate to ensure
     compliance with the federal securities laws (as defined in Rule 38a-1 of
     the 1940 Act) and the investment objective(s) and policies as stated in the
     Trust's prospectus and statement of additional information. Each
     Sub-Adviser at its expense will provide the Adviser or the Trust's Chief
     Compliance Officer with such compliance reports relating to its duties
     under this Contract as may be requested from time to time. Notwithstanding
     the foregoing, each Sub-Adviser will promptly report to the Adviser any
     material violations of the federal securities laws (as defined in Rule
     38a-1 of the 1940 Act) that it is or should be aware of or of any material
     violation of the Sub-Adviser's compliance policies and procedures that
     pertain to the Trust.

          (c) Each Sub-Adviser at its expense will make available to the Board
     and the Adviser at reasonable times its portfolio managers and other
     appropriate personnel, either in person or, at the mutual convenience of
     the Adviser and the Sub-Adviser, by telephone, in order to review the
     investment policies, performance and other investment

<PAGE>

     related information regarding the Trust and to consult with the Board and
     the Adviser regarding the Trust's investment affairs, including economic,
     statistical and investment matters related to the Sub-Adviser's duties
     hereunder, and will provide periodic reports to the Adviser relating to the
     investment strategies it employs. Each Sub-Adviser and its personnel shall
     also cooperate fully with counsel and auditors for, and the Chief
     Compliance Officer of, the Adviser and the Trust.

          (d) Each Sub-Adviser will assist in the fair valuation of portfolio
     securities held by the Trust. The Sub-Adviser will use its reasonable
     efforts to provide, based upon its own expertise, and to arrange with
     parties independent of the Sub-Adviser such as broker-dealers for the
     provision of, valuation information or prices for securities for which
     prices are deemed by the Adviser or the Trust's administrator not to be
     readily available in the ordinary course of business from an automated
     pricing service. In addition, each Sub-Adviser will assist the Trust and
     its agents in determining whether prices obtained for valuation purposes
     accurately reflect market price information relating to the assets of the
     Trust at such times as the Adviser shall reasonably request, including but
     not limited to, the hours after the close of a securities market and prior
     to the daily determination of the Trust's net asset value per share.

          (e) Each Sub-Adviser represents and warrants that it has adopted a
     code of ethics meeting the requirements of Rule 17j-1 under the 1940 Act
     and the requirements of Rule 204A-1 under the Advisers Act and has provided
     the Adviser and the Board a copy of such code of ethics, together with
     evidence of its adoption, and will promptly provide copies of any changes
     thereto, together with evidence of their adoption. Upon request of the
     Adviser, but in any event no less frequently than annually, each
     Sub-Adviser will supply the Adviser a written report that (A) describes any
     issues arising under the code of ethics or procedures since the
     Sub-Adviser's last report, including but not limited to material violations
     of the code of ethics or procedures and sanctions imposed in response to
     the material violations; and (B) certifies that the procedures contained in
     the Sub-Adviser's code of ethics are reasonably designed to prevent "access
     persons" from violating the code of ethics.

          (f) Upon request of the Adviser, each Sub-Adviser will review draft
     reports to shareholders and other documents provided or available to it and
     provide comments on a timely basis. In addition, each Sub-Adviser and each
     officer and portfolio manager thereof designated by the Adviser will
     provide on a timely basis such certifications or sub-certifications as the
     Adviser may reasonably request in order to support and facilitate
     certifications required to be provided by the Trust's Principal Executive
     Officer and Principal Financial Officer and will adopt such disclosure
     controls and procedures in support of the disclosure controls and
     procedures adopted by the Trust as the Adviser, on behalf of the Trust,
     deems are reasonably necessary.

          (g) Unless otherwise directed by the Adviser or the Board, each
     Sub-Adviser will vote all proxies received in accordance with the Adviser's
     proxy voting policy or, if the Sub-Adviser has a proxy voting policy
     approved by the Board, the Sub-Adviser's proxy voting policy. Each
     Sub-Adviser shall maintain and shall forward to the Trust or its designated
     agent such proxy voting information as is necessary for the Trust to timely
     file proxy voting results in accordance with Rule 30b1-4 of the 1940 Act.

          (h) Each Sub-Adviser shall provide the Trust's custodian on each
     business day with information relating to all transactions concerning the
     assets of the Trust and shall provide the Adviser with such information
     upon request of the Adviser.

          6. Services Not Exclusive. The services furnished by each Sub-Adviser
     hereunder are not to be deemed exclusive and such Sub-Adviser shall be free
     to furnish similar services to others so long as its services under this
     Contract are not impaired thereby. Nothing in this Contract shall limit or
     restrict the right of any director, officer or employee of a Sub-Adviser,
     who may also be a Trustee, officer or employee of the Trust, to engage in
     any other business or to devote his or her time and attention in part to
     the management or other aspects of any other business, whether of a similar
     nature or a dissimilar nature.

          7. Use of Subsidiaries and Affiliates. Each Sub-Adviser may perform
     any or all of the services contemplated hereunder, including but not
     limited to providing investment advice to the Trust pursuant to paragraph
     2(a) above and placing orders for the purchase and sale of portfolio
     securities or other investments for the Trust pursuant to paragraph 2(b)
     above, directly or through such of its subsidiaries or other affiliates,
     including each of the other Sub-Advisers, as such Sub-Adviser shall
     determine; provided, however, that performance of such services

<PAGE>

     through such subsidiaries or other affiliates shall have been approved,
     when required by the 1940 Act, by (i) a vote of a majority of the
     independent Trustees who are not parties to this Contract or "interested
     persons" (as defined in the 1940 Act) of a party to this Contract, other
     than as Board members ("Independent Trustees"), cast in person at a meeting
     called for the purpose of voting on such approval, and/or (ii) a vote of a
     majority of that Trust's outstanding voting securities.

          8. Compensation.

          (a) The only fees payable to the Sub-Advisers under this Contract are
     for providing discretionary investment management services pursuant to
     paragraph 2(c) above. For such services, the Adviser will pay each
     Sub-Adviser a fee, computed daily and paid monthly, equal to (i) 40% of the
     monthly compensation that the Adviser receives from the Trust pursuant to
     its advisory agreement with the Trust, multiplied by (ii) the fraction
     equal to the net assets of the Trust as to which the Sub-Adviser shall have
     provided discretionary investment management services pursuant to paragraph
     2(c) above for that month divided by the net assets of the Trust for that
     month. This fee shall be payable on or before the last business day of the
     next succeeding calendar month. This fee shall be reduced to reflect
     contractual or voluntary fee waivers or expense limitations by the Adviser,
     if any, in effect from time to time as set forth in paragraph 9 below. In
     no event shall the aggregate monthly fees paid to the Sub-Advisers under
     this Contract exceed 40% of the monthly compensation that the Adviser
     receives from the Trust pursuant to its advisory agreement with the Trust,
     as reduced to reflect contractual or voluntary fee waivers or expense
     limitations by the Adviser, if any.

          (b) If this Contract becomes effective or terminates before the end of
     any month, the fees for the period from the effective date to the end of
     the month or from the beginning of such month to the date of termination,
     as the case may be, shall be prorated according to the proportion which
     such period bears to the full month in which such effectiveness or
     termination occurs.

          (c) If a Sub-Adviser provides the services under paragraph 2(c) above
     to the Trust for a period that is less than a full month, the fees for such
     period shall be prorated according to the proportion which such period
     bears to the applicable full month.

          9. Fee Waivers and Expense Limitations. If, for any fiscal year of the
     Trust, the amount of the advisory fee which such Trust would otherwise be
     obligated to pay to the Adviser is reduced because of contractual or
     voluntary fee waivers or expense limitations by the Adviser, the fee
     payable to each Sub-Adviser pursuant to paragraph 8 above shall be reduced
     proportionately; and to the extent that the Adviser reimburses the Trust as
     a result of such expense limitations, such Sub-Adviser shall reimburse the
     Adviser that proportion of such reimbursement payments which the fee
     payable to each Sub-Adviser pursuant to paragraph 8 above bears to the
     advisory fee under this Contract.

          10. Limitation of Liability of Sub-Adviser and Indemnification. No
     Sub-Adviser shall be liable for any costs or liabilities arising from any
     error of judgment or mistake of law or any loss suffered by the Trust in
     connection with the matters to which this Contract relates except a loss
     resulting from willful misfeasance, bad faith or gross negligence on the
     part of such Sub-Adviser in the performance by such Sub-Adviser of its
     duties or from reckless disregard by such Sub-Adviser of its obligations
     and duties under this Contract. Any person, even though also an officer,
     partner, employee, or agent of a Sub-Adviser, who may be or become a
     Trustee, officer, employee or agent of the Trust, shall be deemed, when
     rendering services to the Trust or acting with respect to any business of
     the Trust, to be rendering such service to or acting solely for the the
     Trust and not as an officer, partner, employee, or agent or one under the
     control or direction of such Sub-Adviser even though paid by it.

          11. Duration and Termination.

          (a) This Contract shall become effective with respect to each
     Sub-Adviser upon the later of the date hereabove written and the date that
     such Sub-Adviser is registered with the SEC as an investment adviser under
     the Advisers Act, if a Sub-Adviser is not so registered as of the date
     hereabove written; provided, however, that this Contract shall not take
     effect with respect to the Trust unless it has first been approved (i) by a
     vote of a majority of the Independent Trustees, cast in person at a meeting
     called for the purpose of voting on such

<PAGE>

     approval, and (ii) by vote of a majority of the Trust's outstanding voting
     securities, when required by the 1940 Act.

          (b) Unless sooner terminated as provided herein, this Contract shall
     continue in force and effect until two years after its effective date
     determined in 11(a). Thereafter, if not terminated, with respect to each
     Fund, this Contract shall continue automatically for successive periods not
     to exceed twelve months each, provided that such continuance is
     specifically approved at least annually (i) by a vote of a majority of the
     Independent Trustees, cast in person at a meeting called for the purpose of
     voting on such approval, and (ii) by the Board or by vote of a majority of
     the outstanding voting securities of that Fund.

          (c) Notwithstanding the foregoing, with respect to the Trust or any
     Sub-Adviser(s), this Contract may be terminated at any time, without the
     payment of any penalty, (i) by vote of the Board or by a vote of a majority
     of the outstanding voting securities of the Trust on sixty days' written
     notice to such Sub-Adviser(s); or (ii) by the Adviser on sixty days'
     written notice to such Sub-Adviser(s); or (iii) by a Sub-Adviser on sixty
     days' written notice to the Trust. Should this Contract be terminated with
     respect to a Sub-Adviser, the Adviser shall assume the duties and
     responsibilities of such Sub-Adviser unless and until the Adviser appoints
     another Sub-Adviser to perform such duties and responsibilities.
     Termination of this Contract with respect to one Sub-Adviser(s) shall not
     affect the continued effectiveness of this Contract with respect to any
     remaining Sub-Adviser(s). This Contract will automatically terminate in the
     event of its assignment.

          12. Amendment. No provision of this Contract may be changed, waived,
     discharged or terminated orally, but only by an instrument in writing
     signed by the party against which enforcement of the change, waiver,
     discharge or termination is sought, and, when required by the 1940 Act, no
     amendment of this Contract shall be effective until approved by vote of a
     majority of the Trust's outstanding voting securities.

          13. Notices. Any notices under this Contract shall be in writing,
     addressed and delivered, telecopied or mailed postage paid, to the other
     party entitled to receipt thereof at such address as such party may
     designate for the receipt of such notice. Until further notice to the other
     party, it is agreed that the address of the Trust and the Adviser shall be
     11 Greenway Plaza, Suite 2500, Houston, Texas 77046-1173. Until further
     notice to the other party, it is agreed that the address of each
     Sub-Adviser shall be set forth in Exhibit A attached hereto.

          14. Governing Law. This Contract shall be construed in accordance with
     the laws of the State of Texas and the 1940 Act. To the extent that the
     applicable laws of the State of Texas conflict with the applicable
     provisions of the 1940 Act, the latter shall control.

          15. Multiple Sub-Advisory Agreements. This Contract has been signed by
     multiple parties; namely the Adviser, on one hand, and each Sub-Adviser, on
     the other. The parties have signed one document for administrative
     convenience to avoid a multiplicity of documents. It is understood and
     agreed that this document shall constitute a separate sub-advisory
     agreement between the Adviser and each Sub-Adviser with respect to the
     Trust, as if the Adviser and such Sub-Adviser had executed a separate
     sub-advisory agreement naming such Sub-Adviser as a sub-adviser to the
     Trust. With respect to any one Sub-Adviser, (i) references in this Contract
     to "a Sub-Adviser" or to "each Sub-Adviser" shall be deemed to refer only
     to such Sub-Adviser, and (ii) the term "this Contract" shall be construed
     according to the foregoing provisions.

          16. Miscellaneous. The captions in this Contract are included for
     convenience of reference only and in no way define or delimit any of the
     provisions hereof or otherwise affect their construction or effect. If any
     provision of this Contract shall be held or made invalid by a court
     decision, statute, rule or otherwise, the remainder of this Contract shall
     not be affected thereby. This Contract shall be binding upon and shall
     inure to the benefit of the parties hereto and their respective successors.
     Any question of interpretation of any term or provision of this Contract
     having a counterpart in or otherwise derived from a term or provision of
     the 1940 Act or the Advisers Act shall be resolved by reference to such
     term or provision of the 1940 Act or the Advisers Act and to
     interpretations thereof, if any, by the United States Courts or in the
     absence of any controlling decision of any such court, by rules,
     regulations or orders of the SEC issued pursuant to said Acts. In addition,
     where the effect of a requirement of the 1940 Act or the Advisers Act
     reflected in any provision of the Contract is revised by rule, regulation
     or order of the SEC, such provision shall be deemed to incorporate the
     effect of such rule, regulation or order.

<PAGE>

     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: /s/ Todd L. Spillane
                                         ---------------------------------------
                                     NAME: Todd L. Spillane
                                     TITLE: Senior Vice President

<PAGE>

<TABLE>
<S>                                                         <C>
INVESCO ASSET MANAGEMENT                                    INVESCO ASSET MANAGEMENT
DEUTSCHLAND GMBH                                            LIMITED

Sub-Adviser                                                 Sub-Adviser


By: /s/ K.G. Bayer              /s/ C. Puschmann            By: /s/ Michelle Moran
    -------------------------   -------------------------       -------------------------
Name: K.G Bayer                 C. Puschmann                Name: Michelle Moran
Title: Managing Directors                                   Title: Head of Legal for UK
                                                                   and Ireland


INVESCO ASSET MANAGEMENT (JAPAN) LIMITED                    INVESCO AUSTRALIA LIMITED

Sub-Adviser                                                 Sub-Adviser


By: /s/ M. Hasegawa                                         By: /s/ Robert Ades             /s/ Ian Coltman
    -------------------------                                   -------------------------   -------------------------
Name: Masakazu Hasegawa                                     Name: Robert Ades               Ian Coltman
Title: Managing Director                                    Title: Director                 Head of Legal


INVESCO HONG KONG LIMITED                                   INVESCO SENIOR SECURED MANAGEMENT, INC.

Sub-Adviser                                                 Sub-Adviser


By: /s/ Fanny Lee               /s/ Grace Liu               By: /s/ Jeffrey H. Kupor
    -------------------------   -------------------------       -------------------------
Name: Fanny Lee                 Grace Liu                   Name: Jeffrey H. Kupor
Title: Director                 Director                    Title: Secretary & General
                                                                   Counsel


INVESCO TRIMARK LTD.

Sub-Adviser


By: /s/ Eric J. Adelson
    -------------------------
Name: Eric J. Adelson


By: /s/ Wayne Bolton
    -------------------------
Name: Wayne Bolton
Title: Vice President,
       Compliance & Chief
       Compliance Officer
</TABLE>

<PAGE>

                                    EXHIBIT A

                            ADDRESSES OF SUB-ADVISERS

Invesco Asset Management Deutschland GmbH
An der Welle 5, 1st Floor
Frankfurt, Germany 60322

Invesco Asset Management Limited
30 Finsbury Square
London, United Kingdom
EC2A 1AG
ENGLAND

Invesco Asset Management (Japan) Limited
25th Floor, Shiroyama Trust Tower
3-1, Toranoman 4-chome, Minato-Ku
Tokyo, Japan 105-6025

Invesco Australia Limited
333 Collins Street, Level 26
Melbourne Victoria 3000, Australia

Invesco Hong Kong Limited
32nd Floor
Three Pacific Place
1 Queen's Road East
Hong Kong

Invesco Senior Secured Management, Inc.
1166 Avenue of the Americas, 27th Floor
New York, NY 10036
USA

Invesco Trimark Ltd.
5140 Yonge Street
Suite 900
Toronto, ON, M2N 6X7
</TEXT>
</DOCUMENT>
